Can Husband and Wife Have a Single-Member LLC in Georgia?
Yes, but with a critical caveat: only one spouse can be the member for it to remain single-member. Georgia law permits one or more organizers to form an LLC under O.C.G.A. § 14-11-204. A single-member LLC has exactly one owner. If both spouses want equal ownership, the LLC becomes multi-member, triggering different tax treatment and filing requirements.
Single-Member Structure
If one spouse is the sole member, file Articles of Organization listing only that spouse as the organizer. The other spouse has no ownership interest unless the operating agreement explicitly grants membership rights later. This preserves single-member LLC status for federal tax purposes (disregarded entity treatment).
Georgia requires the Articles to include the organizer's name and address, registered agent information, and principal office address (O.C.G.A. § 14-11-206). The $110 filing fee applies regardless of structure. Online filing processes in approximately 7 business days.
Multi-Member Alternative
If both spouses want equal ownership, both must be listed as organizers in the Articles of Organization. This creates a multi-member LLC taxed as a partnership by default. The IRS requires partnership tax returns (Form 1065) unless you elect S-corp or C-corp taxation.
Georgia imposes no restrictions on married couples as co-members. Both names and addresses appear on the public filing.
Key Differences
Single-member: One spouse owns 100% of membership interests. The other spouse has no claim unless added through amendment. Federal tax treatment as disregarded entity (Schedule C).
Multi-member: Both spouses own membership interests (equal or unequal). Partnership tax treatment (Form 1065) unless election made. More complex accounting and compliance.
Operating Agreement Recommendation
Georgia does not require an operating agreement, but drafting one is essential for married couples. Clarify each spouse's management authority, profit distribution, and what happens if the marriage dissolves. This protects both spouses and strengthens the LLC's liability protection in litigation.
Filing Requirements
Submit Articles of Organization to the Georgia Secretary of State with the organizer's name and address. Include registered agent information and principal office address. The $110 filing fee covers both structures.
Next Steps
Decide whether one spouse owns the LLC (single-member) or both own it equally (multi-member). Consult a tax professional about federal tax implications. Draft an operating agreement defining ownership and management rights. File Articles of Organization online for fastest processing.
This is general information, not legal advice. Consult a Georgia business attorney for your specific situation.