How to register an LLC in Georgia: documents, steps, costs and taxes
A limited liability company (LLC, in Georgian შპს) is the most common form for a business in Georgia with a foreign owner. Registration itself is quick and does not require you to live in Georgia or to put up minimum capital. Most of the work lies in preparing correct documents, finding a registered address and planning what happens after registration: taxes, the bank and, for foreign owners, the right to work.
If you have not yet decided between an LLC and registering as a sole trader, start with our explainer LLC or sole trader in Georgia: the choice affects liability and taxation.
In short
- Who can found an LLC: one or more individuals or legal persons, including foreign ones. One founder is enough.
- Capital: there is no statutory minimum. The founders set the amount themselves.
- Documents: an instrument of incorporation signed by all founders (a standard charter can be used), the director's consent and a registered address in Georgia with the owner's consent.
- Where: the National Agency of Public Registry, through the Public Service Hall, in person or by a representative under a power of attorney.
- Tax registration happens automatically together with state registration.
- Taxes: profit tax at 15% arises as a general rule when profit is distributed, not when it is earned; dividends paid to individuals are also taxed at 5% at source.
- An LLC does not give the right to live or work in Georgia. Residence and the right to work are separate procedures.
Who can register an LLC in Georgia
A partner of a company can be a natural person or a legal person. The law does not require partners or the director to be Georgian citizens or residents: for a foreign national or a foreign company, the instrument of incorporation contains the equivalent identification data used for foreigners in notarial practice in Georgia. An LLC can be founded by a single person, and a company whose shares all end up with one partner becomes a single-member company.
What you need
- A company name. It must be in Georgian, include the addition indicating the legal form (for an LLC, «შპს») and differ from the names of companies already registered. It cannot include graphic symbols that have no verbal equivalent.
- A registered address. This must be an actual address in Georgia, not a nominal one. You need the owner's written consent to register the company there.
- The instrument of incorporation. It contains the charter and the core data: the name, the registered address, details of each partner, the director and their powers, and the partners' shares in percent, totalling 100%. If the founders do not draw up their own charter, the standard charter approved by the Minister of Justice applies.
- Signatures. All founders sign the instrument of incorporation. Signatures are either notarised or certified by the registration authority (for example, at the Public Service Hall), or made electronically under the Georgian law on electronic signatures.
- The director's consent to act, unless it is already recorded in the instrument of incorporation.
- For a corporate founder: its corporate documents, with an apostille or legalisation and a certified Georgian translation where the documents come from abroad.
Step by step
- Agree the structure. Who the partners are, their shares, who is director and how decisions will be taken. With several partners this is the moment to decide whether the standard charter is enough or a tailored one is needed.
- Check the name against the register and prepare one or two alternatives.
- Secure the registered address and the owner's consent.
- Prepare and sign the documents. If a founder is abroad, a representative can act under a power of attorney. The signature on it must be notarised; a power of attorney issued abroad usually also needs an apostille and a certified Georgian translation.
- File with the registration authority through the Public Service Hall and pay the state fee. The fee depends on the processing time you choose.
- Receive the registration. The company exists from the moment it is registered. The registration data are sent to the Revenue Service automatically, so the company receives its tax registration at the same time.
Obligations taken on in the company's name before registration are borne by the founders and the people who acted, jointly and severally and without limit, unless the creditor agrees otherwise. After registration the company can approve them and take them over. It is simpler not to sign contracts in the name of a company that does not yet exist.
After registration
- Revenue Service account. Access to the taxpayer's account on rs.ge is needed for returns and for communication with the tax authority.
- Bank account. The bank decides independently, based on its own checks of the owners and the activity. If the charter provides for monetary contributions, they are considered made when the money reaches the company's bank account.
- Accounting and reporting. An LLC keeps accounts and files reports under the accounting legislation, separately from its owners.
- VAT. Registration as a VAT payer becomes mandatory once taxable supplies exceed GEL 100,000 over any 12 consecutive calendar months. This applies to an LLC and a sole trader alike.
Taxes: what an owner should know
Georgia taxes company profit as a general rule when it is distributed, not when it is earned. The profit tax rate is 15% (higher rates apply to banks, credit organisations and some other sectors). Profit left in the business is, as a rule, not taxed until distribution.
What counts as distribution is wider than dividends: the Tax Code also taxes expenses unrelated to economic activity, gratuitous transfers and representation expenses above the limit. Dividends paid to an individual or a non-resident company are also taxed at 5% at source, unless the Tax Code or a double tax treaty provides otherwise.
The small business regime with a 1% turnover tax is available only to sole traders, not to an LLC. If that regime is what attracts you, read LLC or sole trader first.
Residence and the right to work
Owning an LLC does not by itself give a foreign national the right to live or work in Georgia. If you, as director or employee, will actually work in Georgia, you may need the right to work under the rules in force since 2026, and a residence permit. See our explainer Right to work in Georgia: what changed in 2026.
Common mistakes
- A registered address that is not real. The law requires an actual address in Georgia; post and notices from authorities go there.
- A standard charter for several partners with arrangements between them. Exit, pre-emption rights and deadlock are easier to settle before a dispute than after.
- Signing contracts before registration. Until registration, the founders answer for them personally.
- Treating the company's money as your own. Payments to owners and unrelated expenses can be treated as distributed profit and taxed.
- Assuming an LLC solves residence. It does not; this is a separate procedure.
How much it costs
Our fees and state fees are counted separately. LLC registration with a standard charter costs $500, with a tailored charter $1,000; both include support through the procedure and the registered address. The state fee is paid separately and depends on the processing time. Details are on the LLC registration page.
What to send in advance
- Passports of all partners and of the future director.
- Two or three options for the company name.
- The planned shares and how decisions will be taken.
- A short description of what the company will do and where its clients are.
- Corporate documents, if a partner is a company.
- Your plans for residence and work in Georgia, if any.
Legal basis
- Law of Georgia on Entrepreneurs: Art. 4, 5(2), 5(3), 5(5), 5(9), 5(10), 6(2), 7, 8, 9, 10, 16(3), 16(5)–(7), 19, 24(2), 28, 56. Text on Matsne.
- Tax Code of Georgia: Art. 97(1), 98(1), 98¹, 130(1), 165. Text on Matsne.
Links lead to the English translation on Matsne. It is unofficial: the Georgian text is authoritative, and English translations may lag behind the current versions.
This is reference material, not legal advice. Requirements change, so check with us before you file documents. See our terms of use.
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