NOMOCON

Incorporating a Georgian LLC

A Georgian Limited Liability Company (LLC) is a capital company with limited liability - functionally comparable to a GmbH. The company is liable with its assets; the liability of shareholders is generally limited.

International entrepreneurs who need an operational entity in Georgia.

Investors with one or more shareholders.

Companies whose activities do not fall under the IC or VZP status.

Companies that want to start operations first and apply for a special status once the requirements are met.

Holding, trading, consulting, or service business models, to the extent permitted by law and properly registered.

Tax Treatment of a Standard LLC

15%

Corporate income tax on distributed profits.

5%

Dividend tax on distributions to individuals.

20%

Payroll tax on salaries.

18%

VAT (standard rate for taxable supplies).

up to 1%

Property tax on taxable business assets.

Management & Governance

Managed by a governing body - one or more natural or legal persons.

Must comply with shareholder resolutions and decides on all matters not reserved to shareholders or a supervisory board.

Appointed and remunerated by a service agreement.

Shareholders decide on financial statements, share changes, exclusion/withdrawal, appointment of management, and more.

Ordinary general meeting at least once a year; resolutions without a meeting possible if provided for in the articles.

Shareholders holding at least 5% of shares may request an extraordinary general meeting under statutory conditions.

Declaring Dividends Correctly

Management prepares a distribution proposal and solvency declaration based on financial reports.

Shareholders resolve on the distribution and set the payment date.

Payment must be made no later than nine months after the resolution.

Distribution is not permitted if it would prevent the company from meeting its obligations.

Required Documents for Incorporation

Incorporation agreement (including articles of association) with full company name, legal form, registered address, and business purpose.

Identification data of all shareholders and directors, and details of representation authority.

Notarised signatures of all founding shareholders (or electronic signature under Georgian law).

Consent declaration from appointed directors, if not already included in the incorporation agreement.

Valid passport copy of all foreign shareholders and directors.

Current extract from the commercial register if a shareholder is a foreign legal entity, including proof of authority to represent.

Georgian translations of foreign documents; apostille or legalisation depending on the country of issue.

Documents confirming the Georgian business address.

Information Required by Nomocon

Desired company name and description of the planned business activity.

Georgian business address.

Number and details of shareholders and percentage distribution of shares.

Details of directors and representation arrangement.

Choice between standard articles and individually drafted articles of association.

Details on share classes, nominal values, or transfer restrictions, if applicable.

Whether an IC or VZP application is planned.

Country of origin of all foreign documents (for apostille and legalisation requirements).

Incorporation with Nomocon

3.700 EUR

Service fee for standard LLC incorporation, including work authorisation for the director (individual value: EUR 500).

LLC registration completed within 2 business days.

Draft power of attorney prepared within 3 business days of payment receipt.

Draft power of attorney and support with notarisation.

Advisory services and preparation of required documents.

Registration with the Public Registry of Georgia.

Setup of the Revenue Service portal.

Standard government registration fees; English-language extract from the registry.

Virtual business address for one year.

Work authorisation for the director (individual value: EUR 500; included in the package).

Costs Not Included
  • Expedited registration: additional EUR 50
  • Notary, translation, apostille, legalisation, and postage costs in the client's country of origin
  • Additional translations and notarised certifications
  • Ongoing bookkeeping and tax filings
  • Banking, licensing, permit, and other third-party costs

Would you like to check whether incorporating a Georgian LLC is the right option for you?

WhatsApp