Protected and Registered Series LLC Formation Requirements in Georgia
At a glance
| Governing act and covered entity | O.C.G.A. Ch. 14-11, §§ 14-11-101, -203, -602; ordinary domestic LLC; no current protected/registered series route. |
|---|---|
| Domestic series route | Current Chapter 14-11 has no protected/registered domestic series section; § 14-11-203 forms an ordinary LLC. |
| Parent LLC authorization and notice | Ordinary articles filed under § 14-11-203; series-specific parent notice N/A under current domestic route. |
| Who creates a series and when | N/A to domestic series; organizer delivers ordinary LLC articles and the LLC forms when articles become effective (§ 14-11-203). |
| Series-level public filing | N/A to domestic series; ordinary LLC articles are delivered to Secretary of State (§ 14-11-203). |
| Series name | N/A to domestic series; current Chapter 14-11 forms an ordinary LLC under § 14-11-203. |
| Records and associated assets | N/A to domestic series; § 14-11-203 supplies the ordinary LLC formation route. |
| Statutory asset segregation | N/A to domestic series under current Chapter 14-11; ordinary LLC formation follows § 14-11-203. |
| Changes and termination | N/A to domestic series; ordinary LLC dissolution and winding up follow § 14-11-602. |
| Outside scope and effect limits | Domestic-route finding does not determine foreign-series recognition, tax, bankruptcy, or actual creditor recovery. |
Ordinary LLC procedure under current Chapter 11
O.C.G.A. § 14-11-101 defines articles of organization by reference to § 14-11-203. Under § 14-11-203, one or more organizers deliver articles to the Secretary of State and supply organizer, initial registered-office and agent, and principal-mailing information; the ordinary LLC forms when the articles become effective. Current Chapter 14-11 has no protected- or registered-series creation provision. § 14-11-602 supplies ordinary LLC dissolution rules. The current finding is limited to a Georgia domestic LLC.
What trips people up
HB 1414 is a proposal, not the current Chapter 11 rule. It would add protected and registered series provisions, but the latest indexed action was a favorable House committee report on March 3, 2026. Filing ordinary LLC articles under § 14-11-203 does not enact that proposed series framework.
Common questions
Can Georgia LLC articles be filed as a registered-series certificate now?
Section 14-11-203 creates the ordinary LLC. The current Chapter 11 text does not contain the proposed registered-series certificate route.
Does this decide whether a series formed elsewhere may operate in Georgia?
No. Foreign-series treatment is a separate question from the current domestic creation route.
Statutes and sources
- O.C.G.A. Chapter 14-11, public-domain Code Revision Commission Title 14 distribution, §§ 14-11-101, -203, and -602; fetched September 27, 2026 and checked against intervening official legislation.
Source links
Every statute quoted above, linked, with the date we checked it.
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