LLC registration

What an LLC is

A limited liability company is a legal entity that exists independently of its founders. It has its own assets, account and obligations.

As a rule, a founder is not liable for the company's debts with their own assets. That is the LLC's main advantage over an individual entrepreneur.

Our role

The documents and charter are prepared by a licensed lawyer. We coordinate, interpret, book appointments and are beside you at every step.

Our aim is that on registration day every document is ready and the next steps - the bank and the accountant - start straight away.

Who can register

An LLC's founder can be a citizen of any country or a foreign company. Residence in Georgia is not required.

There can be one founder or several. A single-member LLC is a perfectly normal form.

Additional requirements apply to some activities - finance, medicine. We check this before registration.

The name

The company name is registered in Georgian, and a Latin version is often added. The name must be unique.

Before registration we check whether a similar name is already registered.

The spelling of the Latin and Georgian names must be the same in every document - at the bank, in contracts, on invoices.

The charter

The charter is the company's core document: name, address, founders, shares, management rules.

For a single-member LLC a standard charter is often enough. For several partners it should be more detailed.

The charter is in Georgian. We always prepare a translation in your language, so you know what you are signing.

Capital

In Georgia, as a rule, an LLC needs no minimum share capital.

But some activities or banks may have their own expectations. We check this separately.

We decide the capital question together with the accountant, with future reporting in mind.

The founder's documents

For a natural person the main document is the passport. A foreign passport needs a Georgian translation.

The passport must be valid on registration day, and the name in the translation must be written exactly as at the bank.

We set the document list in advance for every case, because the details differ.

A foreign company as founder

If the founder is a foreign company, documents proving its registration are needed - an extract, the right of representation.

These documents often need an apostille and a notarised translation. Preparing them in your country takes time.

The bank checks such a structure in particular detail - right up to the ultimate owner.

The director

The director manages the company and signs on its behalf. They can be a founder or another person, a foreigner too.

The director gives consent at registration. If they are far away, we often arrange this by power of attorney.

The director is responsible for the company's obligations - declarations, deadlines. That is worth keeping in mind when choosing one.

The legal address

The company needs a legal address in Georgia. If the address belongs to someone else, the owner's consent is needed.

The address can be an office, a rented flat or an address service at a coworking space.

Official letters arrive at the address. We plan in advance how they are received and translated.

Describing the activity

At registration the company's activity is briefly described. This description matters to the bank too.

The more precisely you describe what you do and for whom, the more smoothly the bank check goes.

If the activity is licensed, we check this before registration, so the company is not opened in vain.

Where registration happens

Registration is carried out by the Public Registry, and the application goes in at the House of Justice or another state services office.

Offices in Tbilisi, Batumi and other cities work the same way.

We book the appointment in advance and bring all the documents, with copies and translations.

Timing

Standard registration often takes one or two working days. A fast-track option also exists.

The timing always depends on the documents being ready. An apostille on foreign documents takes weeks.

So we build the plan backwards: when you need a ready company and bank, and what must start first.

Power of attorney

If you cannot come, registration is often done by power of attorney. You sign it at a notary in your country.

The power of attorney needs an apostille and is given a notarised translation in Georgia.

The lawyer prepares the text so it covers every action needed, and nothing more.

Registration day

At the House of Justice the documents are submitted, the fee is paid and the application is registered.

You have an interpreter beside you, and we explain every document before you sign.

After registration the company officially exists, and we move on to the next steps.

The extract

After registration an extract from the Public Registry is available. It is the main proof that the company exists.

The extract is needed for the bank, partners and contracts.

For use in another country it often needs an apostille and translation.

The identification code

The company receives an identification code, which also serves as its tax number.

This code goes on every invoice, contract and bank document.

The code often makes a separate tax registration unnecessary, but access to the portal still has to be set up.

The tax portal

On the Revenue Service's online portal declarations are filed and taxes are shown.

We set up portal access after registration, and it is often managed by the accountant with your consent.

The portal is in Georgian. The accountant and we explain every important notification.

The company seal

In Georgia a company seal is, as a rule, not mandatory. A signature is enough.

Some partners or foreign organisations still ask for a seal, out of habit.

If you need one, making a seal is simple and takes a few days.

The bank account

Opening an account is the key step after registration. The bank checks the company and owner in detail.

It needs the extract, the charter, passports, a description of the activity and sometimes an explanation of the source of funds.

Banks often ask for the director or owner to visit in person. So we tie the visit to registration.

An accountant from the first month

A company has reporting obligations from registration day, even if there is no income yet.

We choose the accountant before registration, so the first declaration is not missed.

Accounting details are on a separate page.

VAT

VAT registration becomes mandatory above a certain turnover, and is sometimes done voluntarily earlier.

Voluntary registration has its pluses and minuses. The accountant explains them.

Rules for exports and services provided abroad must be checked separately.

The beneficial owner

Banks and some state systems ask for information on the company's ultimate owner - the person who really owns it.

A complex structure - a company within a company - makes this harder and slows the process down.

A transparent structure is often the best strategy for a quick bank opening.

A branch as an alternative

If you already have a company in another country, you can register a branch in Georgia instead of a separate LLC.

A branch is not an independent legal entity, and its taxation and liability work differently.

Which is better - an LLC or a branch - is decided by a lawyer and an accountant, according to both countries' rules.

Changes to the charter

Changing the address, director or activity requires a change to the charter or the registry.

A change is also registered at the House of Justice, and is often quick.

After a change, a new extract must be given to the bank and partners.

A new partner

Transferring a share or bringing in a new partner is an official procedure, and often needs a notary.

When a new partner joins, the shareholders' agreement should be updated.

Selling a share may also have tax consequences. The accountant checks this.

Annual reporting

Besides monthly declarations, a company submits annual reporting according to its category.

The scope of reporting depends on the company's size. For a small company it is simple.

The accountant keeps track of the deadlines, and we remind you of every important date.

The first contracts

After registration you need a contract template and an invoice form for your first clients.

The lawyer prepares the template, in Georgian-English or the languages you need.

The company name, code and bank details must be correct on the invoice - the bank checks this.

Translation for home

The tax authority or bank in your country may need information about the company.

For that we translate the extract and charter and, where needed, add an apostille.

Check at home in advance which document is needed and in what form.

LLC or individual entrepreneur

If you work alone and sell services, an individual entrepreneur is often simpler. If you have partners, employees or investors, an LLC is better.

An LLC has more reporting, but separates personal and business finances more clearly.

Some start as an individual entrepreneur and move to an LLC later. We plan that path with the accountant.

Public information

In the Public Registry the company's basic data - founders, director, address - is often available to everyone.

It is part of transparency, but for some it raises a question of confidentiality.

If this matters to you, the lawyer explains what information is visible and what options exist.

Property in the company's name

A company can own property: an office, a car, equipment.

Buying property in the company's name has tax and accounting consequences. The accountant checks this before the purchase.

Sometimes property is better in a personal name, sometimes in the company's. There is no general answer here.

Keeping documents

The company's documents - charter, decisions, contracts - should be kept in an organised way.

A digital archive in both languages makes every check and dealing with the bank easier.

We often create one shared folder where every new document goes straight away.

The company and residence

A company does not automatically give residence by itself. But a business can, under certain conditions, be a ground for residence.

If residence is the goal, we set up the company so that future requirements are taken into account.

The residence process is in the immigration section.

When the company is not trading

Sometimes a company is registered but starts trading later. Declarations are mandatory even then, even if they are zero.

A zero declaration is simple, but skipping it leads to a fine.

If a company will not trade for years, it is sometimes better to close it and open a new one later. We weigh this with the accountant.

Online services

Many registry services - getting an extract, some changes - are available online.

This makes running a company from abroad easier, especially with the help of an accountant or a representative.

We check in each specific case what can be done online and what requires a visit.

Why things get delayed

The most common reasons: a mistake in the name in the translation, no consent from the address owner, an expired passport.

A foreign document without an apostille or with a wrong translation often comes back.

Checking the documents in advance - before you travel - prevents all of this.

Common mistakes

Opening a company with no bank plan. Looking for an accountant only after the first declaration.

Registering a licensed activity without checking. A complex structure that slows the bank down.

We check all of this in the first conversation.

What we need from you

Copies of the founders' and director's passports, or the foreign company's documents.

The preferred name, a description of the activity and a legal address option.

Whether you plan to come over or we work by power of attorney, and when you need the bank.

Price

The state fee is official and depends on the registration timing.

The cost of the lawyer, notary, translation and our coordination are separate lines, agreed in advance.

We add nothing to our partners' prices.