LLC Formation Attorney in Atlanta, Georgia
Form Your LLC Right — With the Operating Agreement That Actually Protects You
A Georgia LLC formed without a proper operating agreement offers partial protection. The operating agreement determines what happens when a member dies, how disputes are resolved, and whether the LLC shields you from personal liability or leaves gaps.
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What Online LLC Formation Services Do Not Give You
Online formation services file the Articles of Organization with the Georgia Secretary of State. That creates the LLC. It does not create the operating agreement that governs it. Most online formations produce a generic agreement that does not address succession, member exit, or what happens when an owner becomes incapacitated. Those gaps are where liability exposure lives.
The Gaps in a Self-Filed Georgia LLC
A Georgia LLC protects your personal assets from business liabilities as long as the LLC is properly formed and maintained. Proper formation requires a clear operating agreement that establishes: how decisions are made, what percentage each member owns, how profits are distributed, and what happens when a member dies, becomes incapacitated, divorces, or wants to exit.
A generic operating agreement from an online service typically addresses none of these situations adequately. When a dispute arises, the courts look at what the agreement says. A vague agreement produces uncertain outcomes. A missing provision means the court applies Georgia’s default LLC statutes, which may produce results no member intended. A poorly maintained LLC, where membership interests are not documented and the operating agreement has never been updated, can also lose its liability protection through piercing the corporate veil.
What a Properly Formed Georgia LLC Provides
A properly formed LLC includes Articles of Organization filed with the Georgia Secretary of State, an operating agreement drafted for your specific ownership structure and goals, and documentation of initial capital contributions and member equity percentages. For real estate investors, the operating agreement coordinates with your trust structure so the LLC membership interest transfers without probate. For business owners with partners, it addresses every exit scenario in advance.
We draft operating agreements that address succession — who becomes a successor member when an owner dies, whether surviving members must buy out the deceased member’s interest, and at what valuation. We include provisions for incapacity, voluntary exit, involuntary transfer (divorce, bankruptcy), and deadlock resolution. The operating agreement we draft is the one that actually protects you when a dispute or transition arises.
Without a Trust
- Generic operating agreement leaves succession and exit scenarios unaddressed
- Personal liability exposure if the LLC is not properly maintained
- No clear mechanism for member exit, buyout, or business valuation
- Death or incapacity creates a legal dispute rather than a clean transition
With a Trust
- Operating agreement addresses every ownership change scenario in advance
- Proper formation and maintenance documents support the liability shield
- Succession provisions coordinate with your estate plan and trust structure
- Member exit terms are pre-agreed — no litigation required to enforce them
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Melissa Breyer
Georgia Estate Planning Attorney
Melissa Breyer is a Georgia-licensed estate planning attorney focused exclusively on trust-based planning for individuals and families. She personally meets with every client and designs every plan from scratch. No templates. No associates handling your case. Every plan is built for your specific family, your specific assets, and your specific wishes.
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What Our Clients Say
The whole process of creating a family trust felt simple, clear, and stress-free. We really appreciated how patient, helpful, and easy to communicate with the team was throughout everything. Shawn and Melissa gave us great guidance and helped us feel confident every step of the way. We're grateful for their support and would definitely recommend them.
After my father passed away, my mother had to rely on my father's employer to navigate the estate. It was a disaster. After this experience, I knew I needed a plan. I turned to Atlanta Estate Planning Attorneys to set up a trust. I no longer have to worry about my wife and children going through a difficult process if something happens to me. I highly recommend Atlanta Estate Planning Attorneys!
My biggest fear was that if I died first, my wife would have no idea how to navigate the estate and legal system. I reached out to Atlanta Estate Planning Attorneys and they put my mind at ease immediately. Their process is easy to follow and they took care of everything. Atlanta Estate Planning Attorneys is the best decision I've made for my family's future.
Working with Melissa Breyer to set up our Living Trust was one of the best decisions Scott and I have made. We did this so our boys are protected from confusion and chaos if something happens to us. Melissa was knowledgeable, patient, and made what felt overwhelming completely manageable. I would absolutely recommend Melissa Breyer.
Working with Shawn and Melissa at Atlanta Estate Planning Attorneys has been an excellent experience. They asked great questions during our initial call and clearly explained what we needed. We feel confident we're in good hands and would highly recommend them.
Frequently Asked Questions
Forming a Georgia LLC requires filing Articles of Organization with the Georgia Secretary of State, paying the $100 filing fee, and designating a registered agent with a Georgia address. The filing is typically processed within 24 hours online. After formation, you need an operating agreement, an EIN from the IRS for banking and tax purposes, and a business bank account. We handle all of these as part of every LLC formation we complete, including drafting an operating agreement tailored to your ownership structure and coordinating with your estate plan so the membership interest transfers cleanly at death or incapacity.
An operating agreement is the governing document of your LLC — it defines ownership percentages, management structure, voting rights, profit distribution, and what happens when a member exits through death, disability, divorce, bankruptcy, or voluntary departure. Georgia does not require a written operating agreement, but without one, your LLC is governed entirely by Georgia’s default LLC statutes, which were written for generic situations and may not reflect your intent. Courts have pierced the liability shield of LLCs that lacked clear governance documentation and treated the LLC as an extension of the owner’s personal finances rather than a separate legal entity.
Yes — if the LLC is properly formed, properly documented, and maintained as a separate legal entity. Protection requires a properly filed Articles of Organization, a clear operating agreement, a separate business bank account, separate bookkeeping records, and consistent behavior that treats the LLC as a separate entity. If you commingle personal and business funds, use the LLC account for personal expenses, or operate the business without maintaining separate records, a court can pierce the corporate veil and hold you personally liable. Proper formation is the first step. Maintaining separation in your day-to-day operations is what sustains the protection over time.
The standard structure is to hold each property inside an LLC for liability protection, then hold the LLC membership interest inside a revocable trust for succession and probate avoidance. The LLC protects your personal assets if a tenant sues. The trust prevents the LLC interest from going through probate — your successor trustee can manage the LLC immediately at death with no court filing. The operating agreement must explicitly address what happens to the membership interest at the owner’s death and name a successor member who can step in with management authority. We draft LLC operating agreements that coordinate with the trust structure from the start.
What happens to the membership interest is governed primarily by the operating agreement. If the operating agreement has explicit succession provisions — naming a successor member or describing how the interest transfers to heirs — those terms control. If it does not, Georgia law applies, which typically requires a vote of remaining members to admit the heir as a new member. For single-member LLCs, there are no remaining members to vote, which means no one has authority to act for the LLC until a probate court appoints a representative. A revocable trust holding the LLC membership interest, combined with an operating agreement that names a successor member, eliminates this problem entirely.
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