According to the “law of Georgia on Entrepreneurs” the following organizational and legal forms of the enterprises can be formed in Georgia:
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Incorporation
A company, whose liability to creditors is limited to its assets. The capital of a limited liability company may be fixed in any amount and is divided into shares. A share shall be transferable. There is no restriction on capital amount when founding a LLC. Majority of the companies in Georgia are registered as LLCs.
An individual engaged in the economic activities. IE shall fulfil his/her rights and obligations as an individual and therefore is subject to personal liability.
A company whose capital is divided into shares of a certain types and quantity as determined by the charter of the company.There is no restriction on capital amount when founding a JSC. The company’s liability to its creditors is limited to all of its assets and the shareholders are not liable for the company’s obligations. A JSC may issue ordinary and preferred shares. JSCs in which number of shareholders exceed 50, shall maintain the share register through an independent registrar.
A company in which several persons carry out entrepreneurial activity under single common entity name. The liability of several partners to creditors of the partnership is limited to payment of a fixed guarantee amount (limited partners) while other partners (general partners) are jointly and severally liable. The partners of an LP can be both legal entities and individuals. Partners with limited liability are not allowed to participate in the management of the LP.
A company in which several persons (partners) conduct entrepreneurial activity jointly, under single common entity name, and are jointly and severally liable with all their assets to the creditors as joint debtors.
A company may establish its sub-unit in Georgia that is not a separate legal entity. The BO of the Georgian company is not subject to registration at NAPR.
A company which is based on the labor activity of its members or established for developing the business and increasing the income of the members. The main objective of a cooperative is not to gain the profit but to satisfy the members’ interests. The liability of a cooperative to creditors is limited to its own assets.
There are no restrictions on foreign ownership or corporate governance of legal entities in Georgia with few exceptions. A Company shall have a charter capital, but the Georgian legislation does not contain any specific requirements with regards to the amount of charter capital.Also Georgian legislation does not contain any limitations with regard to the minimum/maximum number of directors/founders of a company. Therefore, it is upon the discretion of founding partners to determine the charter capital amount. The National Agency of Public Registry (NAPR) provides the registration of all types of legal entities. The registration completed on the same day of submission of required documents costs 200 GEL, otherwise ordinary registration takes 1 business day and the relevant fee is 100 GEL. The list of documents required to register a company depends on the organizational-legal form of the company and its founders.
Following documents are required to be submitted for ordinary Limited Liability Company (LLC) registration:
All the documents issued outside Georgia shall be notarized and apostatized or legalized, then translated in Georgian and notarized.
In order to register as an IE, an interested person shall submit an ID card and application for registration.
- No restrictions on foreign ownership or corporate governance of legal entities in Georgia.
- Not any specific requirements with regards to the amount of initial capital.
- Not any limitations on the number of directors/founders of a company.
- Company formation is possible without being in the country .
- Company can be fully managed remotely.
- Registration can be completed on the same day of submission.