Opening a company in Georgia pertains to documentation and state registration, which are based on a ‘one contact’ principle. It is possible to open a company in any business field, they include the following but are not restricted to the field of health, safety, environmental protection, gambling, communications and energy. It is important to note that the following business ventures will require licenses. A full list of licensed activities is contained in the Law of Georgia on Licenses and Permits.
ADVANTAGES OF COMPANY FORMATION IN GEORGIABelow are some of the advantages of incorporating a company in Georgia:
- Free Industrial Zones: There are certain cities in Georgia known as Free Industrial Zones. Business or companies incorporated in this areas enjoy certain benefits like tax exemptions on corporate income tax, import tax or local property tax, reduction in building inspection fees, regulatory fees and certain other fees. The Free Industrial Zones (FIZs) cities in Georgia include: Poti, Kutaisi and Tbilisi.
- Favourable tax regimes: The tax rate in Georgia is among the lowest in Europe, the corporate tax rate is pegged at 15%, and there is no capital gains tax charged.
- No capital requirements for starting a company in Georgia.
- Double taxation avoidance treaty with 52 (Fifty two) countries.
BUSINESS IN GEORGIA:The taxation system in Georgia is categorized at the Federal, state and local level. The federal level tax is given the highest priority:
- Corporate Profit Tax (15%)
- Value Added Tax (18%)
👉 There are no restrictions placed on currency conversion, capital returns and profits by the Georgian authorities.
REQUIREMENTS TO REGISTER A COMPANY IN GEORGIA:In order to register a company in Georgia, an entrepreneur must provide the following documents to the National Agency of Public Registry of the Ministry of Justice of Georgia. They include:
- Identity card or notarized power of attorney from the Founder or CEO of the company to begin the registration process;
- Application (received by the registering officer of the Ministry of Justice, who accepts the documents);
- Agreement / charter of the company, signed by all participants and notarized;
- The tenancy agreement for the office (legal address);
- Receipt of payment of state duty.
- Registration of a company in Georgia is performed simultaneously with tax registration.
A characteristic feature of the legislation is that the entrepreneur is not required to provide information on the size of the share capital. Registration as an individual entrepreneur can be done in person by going to the Ministry of Justice with a minimum prepared package of documents or with someone who speaks Georgian, file a registration application on-site, where you must pay the state duty for registration. Separate applications require registration of VAT and registration status of the electronic payer. These applications are filed with the Taxation Revenue Service of Georgia.
BUSINESS REGISTRATION IN GEORGIA: TYPES OF COMPANIES:The following are the types of companies that can be registered in Georgia, they include:
- Sole Proprietorship;
- LLC (Limited Liability Company);
- Joint-stock company;
- General and Limited partnership;
- Solidarity company;
The Law for Entrepreneurs, which has currently been in force (as amended on 30.06.2017) provides an opportunity to register companies in Georgia to any person or legal entity, regardless of the citizenship or residence. Furthermore, it is possible to purchase a company in Georgia.
The only exceptions are sole proprietors (citizens of Georgia) or owners of real estates in its territory. This is due to the credit and tax obligations that apply to all properties of an entrepreneur, regardless of his or her location.
- Joint-stock companies have capital divided into shares that can be owned by both founders and third-parties, this ca be done by acquiring shares in the market. In this form of business, the partners or participants are not personally liable for the company’s losses with the entire joint-stock company limited to the value of its assets.
- Limited Liability Company is the most popular form to be registered in Georgia. This is due to the fact that the property of the founders / participants are separated from the property of the enterprise. In the event of financial conflicts with creditors or tax authorities, liabilities arise in the amount of the company's authorized capital or assets held by the company on the day of the claim.
- Limited partnership is a business form rarely used in Georgia. Some of the partners/participants (commandite partners) do not directly participate in the activities of the company. Their functions are limited to raising capital with their liability limited to the guarantee amount invested. The other members of the partnership are full partners, meaning their liability is unlimited. A commandite partner receives dividends from the company's activities, effectively transferring his/her capital in trust to more active full partners who become accountable for the company’s activities with their assets.
- Joint liability company is a type of commercial partnership in which several individuals (partners) carry out business activities under the name of the company and are accountable for the company's activities with their assets.
- Corporation is a legal entity separate from its owners, shareholders. A corporation may still exist regardless of the status of the individual shareholders.
Documents:✅ Registration Certificate
✅ Company Charter
✅ Summary record of the meeting
Nominee Director is an individual resident in Georgia.
- Resolution effecting the issuing the Power of Attorney
- Apostilled Power of Attorney
- Director Resignation Letter
- Agreement between the Nominee Directors and the Beneficial Owner
- Consent Letter
- Nominee Director’s Declaration
- Deed of Trust
- Share Transfer
- VAT - Yes
- Basic corporate tax rate - 15.00%
- Capital gains tax - No
- Currency control- No
- Corporate tax rates details - 0%.
- If the profit received from doing business is returned to the company, means to be reinvested, the company is automatically exempt from paying income tax.
- Stamp duty - Yes