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Company Formation Georgia

Updated on Thursday 21st November 2019

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Starting a business in Georgia can represent an attractive investment decision; for instance, the registration of a company in this country can be completed in a matter of days, if all the necessary documents are prepared. Aside from the easy incorporation process, foreign investors will be glad to know that their companies will benefit from the same rules as the local companies. 

The team of specialists representing BridgeWest is ready to offer company formation services in Georgia and can help businessmen in all the formalities involved in starting a business here. Besides, our specialists have the necessary experience in offering offshore company formation services; foreign businessmen can also rely on our team on opening an offshore bank account in an reputable offshore location.  

Company incorporation in Georgia

Any person - no matter his or her nationality or residency - can be a director or a shareholder in a company in Georgia. Shareholders of a Georgian company can be natural persons or legal entities. The company must have a local registered office (BridgeWest offers this type of service) and no start-up capital is required for incorporating a limited liability company in Georgia.

The first step when deciding to open a company in Georgia is to select the name of the new company. The next step will be preparing the certificate of incorporation or the articles of association that will require information about the business activities, the shareholders, the shares that will be issued and the company structure. The client must also appoint a registered agent, set up the corporate records books and prepare the corporate bylaws.

If the investors do not want to go through the incorporation process themselves, they can name representatives who, through power of attorney with the specific apostile and notarization of a Georgian public notary, will be allowed to conduct the incorporation process. The power of attorney will be useful in setting up a bank account for the new company also.

Once the registration with the Agency of Public Registry is concluded, the new company will receive its certificate of incorporation and it will be allowed to conduct business activities. After the registration process is completed, the new Georgian company is also required to register with the tax authorities.

The registration process is simple, only requiring an application form that contains data about the shareholders, directors and management board, a certificate of the bank account, the registered office and the articles of association of the company. As mentioned above, the incorporation process and registration for taxes are very simple and fast, taking about one week to have the company established and running business operations in Georgia. Bridgewest provides the following services:
  • drawing up the articles of association that can be signed through power of attorney (Georgian laws require powers of attorney for any public notary proceedings);
  • drawing up documents for company incorporation in Georgia: specimen signatures, identification papers copies, application forms required for company registration;
  • arranging public notary proceedings (all procedures for company incorporation are done in front of a Georgian public notary);
  • providing a registered office in Georgia on demand (the registered office serves as headquarters for the company in Georgia and it will be made public);
  • setting up a bank account for the company in Georgia (BridgeWest will help in setting up the share capital bank account, as well as a current bank account once the company is incorporated);
  • recommending a Georgian accountant, as accounting services are needed for new businesses in Georgia.

The limited liability company in Georgia

The Georgian limited liability company is the most common type of company as it requires no minimum share capital, it can be incorporated with only one shareholder and its shareholder or shareholders will be held liable for the company’s debts and obligations to the extent of their contributions.

The joint stock company in Georgia

The joint stock company in Georgia requires at least one shareholder. There is no minimum share capital required for the incorporation of a joint stock company, but it must have an authorized capital. The shares of a joint stock company in Georgia can be traded on the stock exchange.

The limited partnership in Georgia

Limited partnerships in Georgia can have at least two natural persons or legal entities as founding members and one of the shareholders will be considered a general partner and will have full responsibility for the company’s debts and obligations, but it will also have managing rights, while the limited partners will be held liable to the extent of their contributions and have no decision-making rights.

Are there any other business forms available in Georgia? 

Yes, foreign investors can also register other business forms than the ones presented above. For example, businessmen can also start a general partnership, a cooperative or an individual entrepreneur, which designates a sole trader, the simplest way of carrying a business activity in this country; our team of specialists can present more information on these company types.  

How can one register a company in Georgia? 

As we presented at the beginning of the article, the procedure of company formation in Georgia is very simple (still, we highly advise you to address to our specialists, especially if there are language barriers). The registration of a business is based on three main steps – pay a registration fee, register the selected company type with the Entrepreneurial Register (the institution will issue an identification number and a certificate of state and tax registration) and open a corporate bank account. 

Foreign investors must also consider this country when selecting a foreign jurisdiction for expanding a business due to the fact that the registration process has very low costs and fees. For example, the registration fee is of GEL 100, for the standard registration procedure, but the investors can also opt for a faster registration process, in which case they will pay a fee of GEL 160.  

When opening a corporate bank account, investors must also prepare to pay a small fee, just like in the case of other jurisdictions. However, in Georgia, setting up a bank account has very low fees, which can vary from GEL 10 to GEL 100, depending on the bank at which investors have decided to open the bank account. The fee charged by the bank is applicable in most of the jurisdictions, including when opening an offshore bank account in an offshore jurisdiction.  

In order to set up a corporate bank account, investors have to present a set of company documents, including the certificates issued by the Georgian authorities during the procedure of company formation in Georgia. More information on this subject can be presented by our team of experts

Why invest in Georgia? 

In the last decade, the business environment in Georgia was drastically changed, in the sense that the country is now more open to foreign investments and it has already created economic ties with European countries. The local authorities are interested in creating policies suitable for foreign investments and in the last few years, the country has been seen as one of the top investment destinations at a global level. With regards to this subject, we mention the following: 
  • according to the National Statistics Office of Georgia, the gross domestic product (GDP) growth rate is of 4.8%; 
  • the GDP per capita is of $ 4,722 and, in Central Asia and Europe, Georgia is seen as the 1st jurisdiction for doing businesses;
  • at a global level, Georgia occupies the 9th rank for doing business;
  • the country stands as the 11th jurisdiction for its open trade policies; 
  • its cities rank as having the cheapest cost of living, being on the 3rd place in Central Asia and 11th at a global level.

Taxation in Georgia

The standard VAT rate in Georgia is 18% and a zero VAT rate applies to exports, tourism facilities, international transport and transfers of gold to the National Bank of Georgia. The corporate tax in Georgia is set at 15%. For Georgian companies, the tax on dividends and interests is set at 5% for both local and foreign entities and individuals. Other Georgian taxes are the following: 
  • the personal income tax is imposed at a rate of 20%;
  • the import tax is charged at three different rates, as follows: 0%, 5% and 12%;
  • the property tax can be charged at a rate of maximum 1% from the value of the property;
  • the pension contribution is paid as follows: 2% by the employer, 2% by the employee and 2% by the Georgian government;
  • tax benefits and deductions can also be obtained from the double tax treaties signed by the local authorities (more than 50 double tax treaties). 
It is worth knowing that Georgia applies some of the lowest taxes applicable to corporate structures and natural persons obtaining taxable income in its region, which makes it an attractive business destination. However, investors can obtain even more tax benefits when starting the offshore company set up process in an offshore jurisdiction. 

BridgeWest is also able to offer ready-made Georgian companies and VAT registration. Please contact us for more information about how to open a company in Georgia and prices. Our specialists can also represent investors interested in offshore company formation services, that can be offered for numerous offshore jurisdictions.