Business Structures: LLC, Individual Entrepreneur, or JSC
Georgia offers several legal structures. For foreigners it usually comes down to three options.
LLC (Limited Liability Company). The most popular structure, chosen by around 98% of foreigners. One shareholder is enough, liability is limited to the contribution, and personal assets are protected. The 15% profit tax applies only when profit is distributed as dividends. Registration takes 1–2 days.
Individual Entrepreneur (IE). A good fit for freelancers and the self-employed. Easy to set up and just as easy to close. With annual income under 500,000 GEL you can apply for Small Business Status at a 1% turnover rate. The key caveat: an IE carries full personal liability. Setup takes about a day.
JSC (Joint-Stock Company). A structure for larger projects with multiple investors and share issuance. It requires charter capital and is more demanding to administer. Registration takes 3–5 days.
| Criteria | LLC | Individual Entrepreneur | JSC |
|---|---|---|---|
| Minimum capital | None | None | Required |
| Tax | 15% on dividends | 1% under Small Business Status | 15% on dividends |
| Liability | Limited | Full personal | Limited |
| Speed | 1–2 days | 1 day | 3–5 days |
| Who chooses it | Most foreigners | Freelancers, self-employed | Large projects, investor rounds |
For most foreigners the LLC is the natural choice: fast, simple, and with protected personal assets. See our detailed breakdowns of LLC incorporation and IE setup.
Basic Requirements and Restrictions
Before you start, it helps to understand the requirements and limits.
Who can register a company. There are no citizenship restrictions: residents and non-residents from any country can register. There is no tax-residency requirement either. A foreigner can be the sole shareholder and director.
Minimum requirements:
- at least one shareholder (for an LLC or JSC);
- a legal address in Georgia (mandatory);
- a Georgian phone number;
- an email address;
- documents in Georgian (prepared with a translator).
Core document package:
- shareholder passport(s);
- company charter;
- registration application.
Restrictions:
- some activities require a licence (energy, telecom, banking, insurance, gambling);
- you cannot use the address of a government body, a park, or public infrastructure;
- the name must not match an existing registered company.
Step-by-Step Registration Process
The process has seven steps. Legalese handles several of them; the registration itself is carried out by the House of Justice.
Step 1. Choose and check the company name (1–2 days)
The name must be unique in Georgian. Availability is checked through NAPR (the National Agency of Public Registry). You can submit several options in case the first is taken, and optionally register an English version of the name. Certain words are not allowed, such as "state," "bank," or "ministry."
Step 2. Prepare the documents (3–5 days)
The key document is the company charter. It is prepared in Georgian (mandatory) and usually mirrored in English. The charter covers the name, address, business purpose, and management structure. You will also need shareholder details (full passport, residential address, email, and phone) and proof of a legal address: an office lease or the owner's consent. The property owner must be present at registration or provide written consent. An alternative is a legal-address service from a provider for 200–500 GEL per year.
Step 3. Choose the registration method
Here you decide how to file: in person or remotely.
Option A. In person in Tbilisi (1 day). You visit the House of Justice, sign the documents before a notary, pay the state fee, and receive the registration certificate the same or the next day. This works if you are already in Georgia or can travel for a day.
Option B. Remotely by power of attorney (7–10 days including delivery). You have a power of attorney notarized in your country using a form provided by the lawyer, then courier the original to Georgia. The lawyer files on your behalf, receives the certificate, and sends it back. This works if travel is not an option.
Step 4. File with the House of Justice (1 day)
Documents are filed with the registration department of the House of Justice (Department of Civil Registration). Standard processing takes 1–2 business days; expedited registration for a higher fee takes 1 business day. After filing, you receive an application number and can track the status.
Step 5. Receive the registration documents (1 day)
Once registered, the House of Justice issues the registration certificate with the company ID number, the tax registration certificate, and an extract from the business registry. You will need these to open a bank account.
Step 6. Tax registration with the Revenue Service (1 day)
The company is automatically placed on the tax register after registry registration. What remains is to get access to the personal account on the Revenue Service portal (rs.ge) and register as an electronic taxpayer. After that you can file declarations online.
Step 7. Open a bank account (3–7 days)
The main business banks are Bank of Georgia, TBC Bank, and Credo Bank. To open an account you need the registration certificate, the shareholder passport, proof of the legal address, and evidence of economic substance: the bank may ask for an office, an employee, or a consultant in Georgia. Opening takes 3–7 business days, and the account can be held in GEL, USD, and EUR. For the remote route, see our guide on opening a corporate account.
Costs and Timeline
Here is an approximate budget for registration and the first year.
| Item | Cost | Notes |
|---|---|---|
| State fee (standard registration) | 214 GEL (~$80 / €75) | 1–2 business days |
| State fee (expedited) | 400 GEL (~$150 / €140) | 1 business day |
| Legal address (annual) | 200–500 GEL (~$75–185) | Mandatory |
| Document translation into Georgian | 50–150 GEL | If translation is needed |
| Bank account opening | Free | Once documents are ready |
| Minimum total | ~$280–320 / €260–300 | Registration plus a year of legal address |
Full-cycle timelines:
- in person in Tbilisi: 1–2 days if documents are ready;
- remotely by power of attorney: 7–14 days including courier delivery;
- on your own without a lawyer: 2–3 weeks, with a higher risk of errors.
Legalese support covers name availability checks, charter preparation in Georgian, notary coordination, filing with the House of Justice, and receipt and delivery of the certificate.
Tax Basics for Your Company
Georgia's tax burden is among the most moderate in the region.
Standard regime for an LLC. The 15% profit tax applies only when profit is distributed as dividends (the Estonian model). While profit stays in the company and is reinvested, the effective rate is 0%. Dividends are taxed at 5%. VAT of 18% becomes mandatory once annual turnover exceeds 100,000 GEL.
For an IE. With income up to 500,000 GEL per year you can use Small Business Status at 1% of turnover, which is often better than the standard regime.
Special tax statuses. Some sectors qualify for preferential regimes: Virtual Zone status for IT (0% profit tax on exported IT services), International Company status for export-focused business, and Special Trade Company for re-export. For a full breakdown of rates and regimes, see our complete guide to taxes in Georgia.
Common Mistakes to Avoid
Most rejections and delays come down to documents and the address. Here are the frequent ones.
Mistake 1. A weak company name. Matching an existing company or using restricted words. How to avoid it: check the name through NAPR before filing and prepare two or three options.
Mistake 2. Incorrect documents. A charter in English only, a passport without translation, an invalid signature. How to avoid it: use a translator, a notary, and a lawyer to review the package.
Mistake 3. An unsuitable legal address. The address of a government body or public infrastructure, or premises without the owner's consent. How to avoid it: arrange an office lease or use a legal-address service.
Mistake 4. Insufficient economic substance. Trying to open an account with no office or staff. Banks require proof that the company genuinely operates in Georgia. How to avoid it: prepare a substance package in advance (office lease, a contract with an employee or consultant).
Mistake 5. Tax registration errors. Forgetting about VAT once turnover exceeds 100,000 GEL, or not applying for a preferential status you qualified for. How to avoid it: consult an accountant before your first transaction.
Mistake 6. Wrong assumptions about licensing. Many assume every business needs permits and licences. In reality it applies only to certain activities. How to avoid it: check in advance whether your sector is regulated.
What to Do After Registration
Registration is only the start. Here is what to handle right away.
Mandatory steps:
- Monthly tax declaration. Filed by the 14th of each month through the Revenue Service portal (rs.ge), or via an accountant.
- Online banking setup. Activate the bank's mobile and web app and set up signing rights for the director.
- Licences, if your activity is regulated.
- Employee registration and contributions, if you hire staff.
Optional steps:
- applying for a special tax status (Virtual Zone, International Company);
- applying for a residence permit based on an operating company with income from 50,000 GEL per year;
- hiring staff in Georgia with proper employment contracts.
At this stage most companies bring in accounting support, tax consulting, and help with residence permits.
Conclusion
Company registration in Georgia is a straightforward process, but it rewards attention to detail. Mistakes in document preparation lead to rejection, delays, or banking problems. Language barriers and documentation requirements are common challenges for foreigners.
You can register on your own, but professional legal support saves time and reduces risk. Legalese Georgia handles every stage, from name selection to bank account opening. We prepare documents in Georgian, coordinate with the authorities, and track the process through to the certificate.
Not sure where to start? Call us at +995 591 797 797 or message us on WhatsApp. The first consultation is free.