Business entities in Georgia

Business entities in Georgia

Georgia business setup requirements Healy Consultants offers our Clients various options for Georgia company setup. There are several ways of doing business in Georgia, the most common being the setting up of a limited liability company (LLC). Clients can also setup a PLC, Branch Office or a Representative Office.

The Georgia limited liability company (LLC)

The Georgia LLC is the most common legal entity used by entrepreneurs looking to setup an SME in Georgia. An LLC must appoint at least 1 director and 1 shareholder who can either be an individual or a legal entity. The directors and shareholders can be of any nationality and can reside in any country. There are no minimum share capital requirements and this type of entity is not required by law to undergo statutory audits.

The Georgia public limited company (PLC)

  • The Georgia PLC is commonly preferred by entrepreneurs intending to publicly list the company in the Georgian Stock Exchange market. This legal entity requires only 1 shareholder and director of any nationality to be incorporated. The director and shareholder can either be an individual or a body corporate and can be resident of any country. A US$1 minimum paid-up share capital is required when incorporating a PLC;
  • Audit requirements are particularly lenient in Georgia, as public limited companies are not required to submit their financial statements to a statutory auditor, unless i) involved into banking and finance activities ii) listed on a stock exchange and/or iii) they have over 100 shareholders.

The Georgia branch

The Georgian legislation allows foreign companies to setup a branch office in Georgia. The branch is permitted to conduct business in Georgia like any other legal entity although its scope of operations is defined by the parent company. The branch must appoint a branch representative, of any nationality, to oversee the branch’s operations in Georgia.

The Georgia representative office

Companies who are interested in Georgia business setup but do not want to setup a company should consider a representative office. This entity is only permitted to engage in market research and to promote the parent company’s products and services. It is not allowed to conduct any profit generating activities in Georgia.

Comparison table between Georgia business entities

 LLCPLCBranch officeRep office
How long to set the company up?4 weeks6 weeks6 weeks5 weeks
How long to open company bank account?4 weeks4 weeks4 weeks4 weeks
Legal liability?LimitedLimitedUnlimitedUnlimited
Wholly foreign owned?YesYesYesYes
Minimum share capital?US$1US$1US$0US$0
File annual tax return?YesYesYesNo
Tax registration certificate required?YesYesYesNo
Recommended corporate bank account?Kor Standard BankBank of GeorgiaProgress BankProCredit Bank
Does our Client need to travel?NoNoNoNo
Resident director required?NoNoNoNo
Resident shareholder required?NoNoNoNo
Minimum directors allowed?1111
Minimum shareholders?1111
Tax identification code (TIN) needed?YesYesYesNo
Georgia resident company secretary required?NoNoNoNo
Corporate shareholders allowed?YesYesYesYes
Corporate director(s) allowed?YesYesYesYes
Georgia corporate tax rate?15%15%15%0%
Annual financial statements required?YesYesYesNo
Statutory audit required?NoNoNoNo
Regulated by?Ministry of Justice of GeorgiaMinistry of Justice of GeorgiaMinistry of Justice of GeorgiaMinistry of Justice of Georgia
Allowed to issue sales invoices?YesYesYesNo
Allowed to sign contracts?YesYesYesNo
Allowed to import and export goods?YesYesYesNo
Can rent an office space in Georgia?YesYesYesYes
Can buy Georgia property?YesYesYesNo
Can own equity in other Georgia companies?YesYesYesNo
Total Georgia business setup costs in Yr. 1US$9,550US$10,750US$9,750US$9,200
Subsequent annual costs (incl. accounting and tax fee)US$2,250US$2,250US$2,250US$2,250
Sample engagement invoiceGeorgia PLC invoiceGeorgia branch invoiceGeorgia Rep office invoice

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Contact us

For additional information on our business setup services in Georgia, please email us at email@healyconsultants.com. Alternatively please contact our in-house country expert, Ms. Karen Lee, directly:
client relationship officer - Karen