:
registration of legal entity

Cost of registration The cost of the second year Number of Directors Corporate tax rates Payment of Charter Capital Financial statements
1750.00 USD 1550.00 USD 1 15.00% No No

COMPANY REGISTRATION IN GEORGIA

set up company in georgiaGeorgia is a country located in the Caucasus region of Eurasia (The nation is located between Eastern Europe and Western Asia). It is bordered by Russia to the north, Black Sea to the west, Turkey and Armenia to the South and Azerbaijan to the southeast. The capital of Georgia is known as Tbilisi. Georgia is a known member of the United Nations, the Council of Europe, and the GUAM Organization for Democracy and Economic Development.

Opening a company in Georgia pertains to documentation and state registration, which are based on a ‘one contact’ principle. It is possible to open a company in any business field, they include the following but are not restricted to the field of health, safety, environmental protection, gambling, communications and energy. It is important to note that the following business ventures will require licenses. A full list of licensed activities is contained in the Law of Georgia on Licenses and Permits.

ADVANTAGES OF COMPANY FORMATION IN GEORGIA

Below are some of the advantages of incorporating a company in Georgia:

  1. Free Industrial Zones: There are certain cities in Georgia known as Free Industrial Zones. Business or companies incorporated in this areas enjoy certain benefits like tax exemptions on corporate income tax, import tax or local property tax,  reduction in building inspection fees, regulatory fees and certain other fees. The  Free Industrial Zones (FIZs) cities in Georgia include: Poti, Kutaisi and Tbilisi.
  2. Favourable tax regimes: The tax rate in Georgia is among the lowest in Europe, the corporate tax rate is pegged at 15%, and there is no capital gains tax charged.
  3. No capital requirements for starting a company in Georgia.
  4. Double taxation avoidance treaty with 52 (Fifty two) countries.

BUSINESS IN GEORGIA: TAXATION

The taxation system in Georgia is categorized at the Federal, state and local level. The federal level tax is given the highest priority:

  • Corporate Profit Tax (15%)
  • Value Added Tax (18%)

There are no restrictions placed on currency conversion, capital returns and profits by the Georgian authorities.

REQUIREMENTS TO REGISTER A COMPANY IN GEORGIA

In order to register a company in Georgia, an entrepreneur must provide the following documents to the National Agency of Public Registry of the Ministry of Justice of Georgia. They include:

  1. Identity card or notarized power of attorney from the Founder or CEO of the company to begin the registration process;
  2. Application (received by the registering officer of the Ministry of Justice, who accepts the documents);
  3. Agreement / charter of the company, signed by all participants and notarized;
  4. The tenancy agreement for the office (legal address);
  5. Receipt of payment of state duty.
  6. Registration of a company in Georgia is performed simultaneously with tax registration.

 A characteristic feature of the legislation is that the entrepreneur is not required to provide information on the size of the share capital. Registration as an individual entrepreneur can be done in person by going to the Ministry of Justice with a minimum prepared package of documents or with someone who speaks Georgian, file a registration application on-site, where you must pay the state duty for registration. Separate applications require registration of VAT and registration status of the electronic payer. These applications are filed with the Taxation Revenue Service of Georgia.

BUSINESS REGISTRATION IN GEORGIA: TYPES OF COMPANIES

The following are the types of companies that can be registered in Georgia, they include:

  1. Sole Proprietorship;
  2. LLC (Limited Liability Company);
  3. Joint-stock company;
  4. General and Limited partnership;
  5. Solidarity company;
  6. Corporation

The Law for Entrepreneurs, which has currently been in force (as amended on 30.06.2017) provides an opportunity to register companies in Georgia to any person or legal entity, regardless of the citizenship or residence. Furthermore, it is possible to purchase a company in Georgia.

The only exceptions are sole proprietors (citizens of Georgia) or owners of real estates in its territory. This is due to the credit and tax obligations that apply to all properties of an entrepreneur, regardless of his or her location.

  • Joint-stock companies have capital divided into shares that can be owned by both founders and third-parties, this ca be done by acquiring shares in the market. In this form of business, the partners or participants are not personally liable for the company’s losses with the entire joint-stock company limited to the value of its assets.
  • Limited Liability Company is the most popular form to be registered in Georgia. This is due to the fact that the property of the founders / participants are separated from the property of the enterprise. In the event of financial conflicts with creditors or tax authorities, liabilities arise in the amount of the company's authorized capital or assets held by the company on the day of the claim.
  • Limited partnership is a business form rarely used in Georgia. Some of the partners/participants (commandite partners) do not directly participate in the activities of the company. Their functions are limited to raising capital with their liability limited to the guarantee amount invested. The other members of the partnership are full partners, meaning their liability is unlimited. A commandite partner receives dividends from the company's activities, effectively transferring his/her capital in trust to more active full partners who become accountable for the company’s activities with their assets.
  • Joint liability company is a type of commercial partnership in which several individuals (partners) carry out business activities under the name of the company and are accountable for the company's activities with their assets.
  • Corporation is a legal entity separate from its owners, shareholders. A corporation may still exist regardless of the status of the individual shareholders.

COMPANY INCORPORATION IN GEORGIA: INITIAL STAGES

Are you thinking of starting a business in Georgia, the following steps should be adhered to by both local and foreign investors:

  • Law and Trust works with the client to select a company type that will suit the business activity that will be carried out in Georgia;
  • L&T works with the client to select a suitable company name (ensuring it meets the requirements);
  • Law and Trust registers the name with the National Public Registry of Georgia and then goes ahead with the preparation of the necessary documents;
  • Law and Trust helps the client with the notarization of the documents by a Public notary in Georgia;
  • An identification number given by the Entrepreneurial Register will be issued;
  • A certificate of state will be issued and the tax registration procedure of the new company will be carried out;
  • Law&Trust works with the client to open a corporate bank account at any of the Georgian commercial banks.

GEORGIA COMPANY FORMATION FAQs

  • How to register a company in Georgia from abroad?

The registration process begins with a free consultation and expert assessment towards the company formation from our lawyers, ensuring it complies with the requirements of setting up a new company in Georgia. After that, our specialists collect and prepare the necessary documents and submit the application for company registration. At the end of the registration procedure, the certificate of registration may be delivered to you via courier service.

  • How long does it take to register a company in Georgia?

Georgian company registration takes from a week to complete the process.

  • How much does it cost to register a business in Georgia?

The cost of registering a company in Georgia costs $1750. The total cost of registration includes comprehensive review, company registration, service and certificate.

  • How to register a business name in Georgia?

A business name has to conform with the requirements set out by the National Public Registry of Georgia. Contact Law and Trust International to get a professional view on registering a business name in Georgia.

  • Do I need business licenses and permits in Georgia?

Yes, a license or permit will be required, when planning to run a business in Georgia.

  • How can I check if a business company is registered in Georgia?

Contact Law and Trust International, our Lawyers get in touch with the National Agency of Public Registry of Georgia, working with them closely to verify the registration of a business or company.

WHY INCORPORATE WITH LAW&TRUST INTERNATIONAL?

Benefits of business incorporation in Georgia with the Law&Trust International team include:

  • Full range of related services: Provision of a full range of legal, corporate, government, and business intelligence related services.
  • Professionals and expertise of Law: Worldwide registration and legal maintenance of companies, accounting services and audit, tax planning and optimization, trademark and patent registration, and many more. Best professionals are always available to help your business.
  • Thorough domestic service: Law &Trust ensure our services cover every region in Georgia. No matter where you decide, be rest assured we got the location covered.
  • Free initial advice: Lawyers of Law and Trust provide free initial advice, as well as services for analyzing and developing a legal position on the issue you have raised.
  • Fast and safe: Law&Trust keeps every clients’ details secured.
  • Efficiency and productivity: Strategically providing up to date personalized services to help your business succeed.

READY FOR COMPANY INCORPORATION?

If you are interested in registering and incorporating a company in Georgia, Law & Trust International can help. Simply send us an email or call now to take your business to the next level!

Set of documents
   
  1. Registration Certificate
  2. Company Charter
  3. Summary record of the meeting
  4. License
Nominee director and shareholder
   

Nominee Director is an individual resident in Georgia.

  • Resolution effecting the issuing the Power of Attorney
  • Apostilled Power of Attorney
  • Director Resignation Letter
  • Agreement between the Nominee Directors and the Beneficial Owner
  • Consent Letter
  • Nominee Director’s Declaration

Nominee Shareholder

  • Deed of Trust
  • Share Transfer

General information
Square69 700.00
Population3 718 200.00
CapitalTbilisi
State polityPremier-presidential republic
locationState is located in the western part of the Caucasus on the east coast of the Black Sea
ClimateThe west of Georgia is influenced by subtropical climate and the east is influenced by the Mediterranean climate.
Literacy rate99.80%
Ethnic groupsKakhetians, Kartlians, Imeretians, Ajarians and many others, mostly speaking Georgian dialects.
National currencyGeorgian lari
Official languageGeorgian
The judiciarySupreme Court, Constitutional Court, City, District, Regional Courts
Executive authorityThe executive power is concentrated in the hands of the Prime Minister, who is, in accordance with the Constitution of Georgia, the head of state, the executive power, the Supreme Commander-in-Chief of the Georgian Armed Forces
Legislative authoritiesThe legislative power of the country is represented by the unicameral parliament of Georgia. Parliament is the highest legislative body and consists of 150 deputies. 77 deputies are elected according to lists, 73 - from single-member districts
Corporate information
Opportunity to purchase ready-made companiesДа
Legal systemThe legal system of Georgia belongs to the Roman-Germanic legal family
The use of the Cyrillic alphabet in the nameНет
Local registered officeДа
Organizational and Legal FormsPI - Individual enterprise, OCO - Company with joint and liability? KO - Commodity Management Company OOO - Limited Liability Company AOK - Cooperative Joint Stock Company
Indication of BPA in the namellc
Local registered agentНет
Shares and share capital
Information about the beneficiary is disclosedNo
The minimum amount of the issued capitalNo
Bearer sharesНет
Possibility to issue shares without par valueНет
Taxation
VATДа
Basic corporate tax rate15.00%
Capital gains taxНет
Currency controlНет
Corporate tax rates details0%. If the profit received from doing business is returned to the company, means to be reinvested, the company is automatically exempt from paying income tax.
Stamp dutyДа
Director and Secretary
Minimum number of directors1
The requirement for residency directorsДа
Director of legal entities are allowedНет
The data reveals to the local agentДа
Data field to the public registryДа
The requirement for the presence of the SecretaryНет
Requirement to the residense of the SecretaryНет
Requirements to qualification of the SecretaryНет
Legal entity as the SecretaryНет
Shareholder and beneficiary
Minimum number of shareholders2
Data is entered in the public registerДа
Shareholders residency requirementНет
Information about the beneficiary is disclosedДа
Information may be disclosed to the local agentДа
Shareholders-legal entities are acceptableДа
Reporting
The requirement for filing reportsДа
Open access to reportsНет
Statutory auditНет
The requirement for filing Annual ReturnДа
Open access to the Annual ReturnНет
The requirement for reportsДа
Treaty on avoidance of double taxation (States which signed)12
Membership in the OECDНет
Is it offshore according to Russian legislationНет
Trademark Registration
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