Georgia Company Formation

Georgia is a popular jurisdiction for company formation, especially for non-residents. It offers a favorable tax regime, low operating costs, and a simplified registration process, making it an economically attractive option for international businesses.

  • Time frame: 1-5 days.
  • Popular company type for non-residents:
    • Limited Liability Company (LLC)

Georgia Company Formation. Georgia LLC Main Characteristics and the basic rules of Company registration in Georgia

Georgia has emerged as an increasingly attractive jurisdiction for international business and Georgia company formation. Its strategic location, business-friendly environment, and simplified regulations make it a compelling alternative to traditional offshore havens. This guide provides a comprehensive overview of forming a company in Georgia, specifically tailored for non-residents.

Georgia: Prestige Offshore Jurisdiction?

While not traditionally considered a “tax haven” in the classic sense, Georgia offers significant advantages that can be leveraged for international business structuring. It boasts a low tax burden, a stable political climate, and a commitment to transparency, making it a reputable and increasingly popular choice. The perception of “prestige” comes from its growing recognition as a legitimate and well-regulated jurisdiction, rather than a place solely for tax avoidance.

Guide to Forming a Company in Georgia for Non-Residents

This guide will walk you through the process of establishing your business presence in Georgia.

Types of Companies Available for Non-Residents

Georgia offers several company structures suitable for non-residents. The most common include:

  • Limited Liability Company (LLC) / Limited Liability Partnership (LLP) (შპს): This is the most popular choice, offering limited liability protection to its owners. It’s flexible and suitable for a wide range of business activities.
  • Joint Stock Company (JSC) (სს): Suitable for larger enterprises seeking to raise capital through the issuance of shares.
  • Individual Entrepreneur (IE): A simpler structure for sole traders, but it doesn’t offer limited liability.
Advantages of Georgia Company Formation for Non-Residents
  • Low Tax Rates: Georgia has a relatively low tax burden, including a flat 15% corporate income tax rate on distributed profits. Undistributed profits are not taxed.
  • Simplified Tax System: The tax system is straightforward and easy to understand.
  • Strategic Location: Georgia is a gateway between Europe and Asia, offering access to both markets.
  • Ease of Doing Business: Georgia consistently ranks high in the World Bank’s Ease of Doing Business index.
  • No Currency Controls: Free movement of capital in and out of the country.
  • Double Taxation Treaties: Georgia has double taxation treaties with numerous countries, preventing double taxation of income.
  • Stable Political and Economic Environment: Georgia has made significant strides in economic and political reforms.
  • Relatively Low Operating Costs: Compared to Western Europe, operating costs in Georgia are generally lower.
Disadvantages of Georgia Company Formation for Non-Residents
  • Due Diligence Requirements: While the process is streamlined, thorough due diligence is still required.
  • Language Barrier: While English is becoming more widely spoken, Georgian is the official language.
  • Limited Access to Financing: Securing financing from local banks can be challenging for newly established companies without a track record.
  • Reputation: While improving, Georgia’s reputation as a business hub is still developing compared to more established jurisdictions.
What is Required for Company Registration in Georgia?
  • Company Name: A unique company name that complies with Georgian regulations.
  • Registered Address: A physical address in Georgia to serve as the company’s official address.
  • Shareholders/Founders Information: Details of the company’s shareholders or founders, including passport copies and proof of address.
  • Director(s) Information: Details of the company’s director(s), including passport copies and proof of address.
  • Charter/Articles of Association: A document outlining the company’s purpose, structure, and rules.
Procedure for Georgia Company Registration

The company registration process in Georgia is relatively straightforward and can be completed online or in person at the Public Service Hall. Here’s a step-by-step overview:

1. Choose a Company Name: Verify the availability of your desired company name through the National Agency of Public Registry (NAPR) website.
2. Prepare Required Documents: Gather all necessary documents, including passport copies, proof of address, and the company’s charter. Ensure all documents are translated into Georgian if they are not originally in Georgian or English.
3. Appoint a Legal Representative (Optional but Recommended): While not mandatory, engaging a local legal representative can significantly streamline the process, especially for non-residents unfamiliar with Georgian laws and procedures.
4. Submit Application to NAPR: Submit the application and supporting documents to the NAPR either online or in person.
5. Pay Registration Fee: Pay the required registration fee.
6. Receive Registration Certificate: Upon successful registration, you will receive a registration certificate confirming the establishment of your company.
7. Register with the Tax Authority: Register your company with the Georgian Revenue Service to obtain a tax identification number (TIN).
8. Open a Bank Account: Open a corporate bank account in Georgia to manage your company’s finances.

Timeframe for Company Registration

The company registration process in Georgia is generally quick and efficient. Under normal circumstances, you can expect the registration to be completed within 1-3 business days. Expedited registration services are also available for a slightly higher fee, reducing the timeframe to as little as one business day.

How We Can Help You with Our Professionals

Navigating the intricacies of Georgia company formation can be challenging, especially for non-residents. Our team of experienced professionals offers comprehensive support to guide you through every step of the process, ensuring a smooth and efficient establishment of your business in Georgia.

  • Company Formation Consulting: We provide expert advice on the most suitable company structure for your specific business needs and objectives.
  • Document Preparation and Translation: We assist with the preparation and translation of all required documents, ensuring compliance with Georgian regulations.
  • Registered Agent Services: We can act as your registered agent in Georgia, providing a local address for official correspondence.
  • Bank Account Opening Assistance: We facilitate the opening of a corporate bank account in Georgia, navigating the requirements and procedures of local banks.
  • Tax and Accounting Services: We offer comprehensive tax and accounting services to ensure compliance with Georgian tax laws.
  • Legal Support: We provide access to experienced legal professionals who can advise on various legal matters related to your business in Georgia.
  • Ongoing Support: We offer ongoing support to help you manage your company’s operations in Georgia, including assistance with regulatory compliance, reporting requirements, and other administrative tasks.

By leveraging our expertise and local knowledge, you can minimize the complexities of Georgia company formation and focus on growing your business. Contact us today to learn more about how we can help you establish a successful business presence in Georgia. We are committed to providing you with the highest level of service and support, ensuring a seamless and efficient experience.

FAQ on Taxes in Georgia

1. What is Corporation Tax in Georgia?
Corporation Tax in Georgia is set at a flat rate of 15%. This tax applies to profits earned by resident companies. Notably, Georgia has a unique deferred tax system on reinvested profits, allowing businesses to defer tax on profits that are not distributed as dividends.

2. What is the tax rate on dividends in Georgia?
Dividends paid to both resident and non-resident individuals are subject to a 5% tax. This relatively low rate makes Georgia an attractive destination for investors looking at dividend distributions.

3. How is Income Tax structured in Georgia?
Income Tax in Georgia is progressive, with a flat rate of 20% applied to monthly income exceeding 2,000 GEL. Income below this threshold is not taxed, promoting higher disposable incomes among lower earners.

4. What is the VAT rate in Georgia?
Value Added Tax (VAT) in Georgia is set at 18%. This tax applies to goods and services sold within the country. Certain goods may be exempt from VAT or subject to reduced rates, enhancing business competitiveness.

5. Are there other taxes in Georgia?
Yes, Georgia features various taxes, including property tax (assessed annually), excise tax on specific goods (like alcohol and tobacco), and environmental fees. Additionally, there are specific business licenses and permits that may incur fees depending on the nature of the business activity.

This FAQ provides a foundational understanding of the tax system in Georgia, facilitating informed decision-making for businesses and investors.

FAQ: Georgia Company registration

What are the benefits of forming a company in Georgia for non-residents?

Forming a company in Georgia offers several advantages for non-residents. The country has a favorable business climate, low corporate tax rates (15%), and simple registration procedures. Additionally, Georgia’s strategic location serves as a gateway between Europe and Asia, providing access to important markets. The country also has free trade agreements with multiple countries and offers full foreign ownership of businesses.

What types of companies can non-residents establish in Georgia?

Non-residents can establish various types of companies in Georgia, including Limited Liability Companies (LLCs), Joint Stock Companies (JSCs), and Sole Proprietorships. LLCs are the most common choice due to their flexible structure and limited liability for owners. Each type of company has specific requirements regarding registration, management, and taxation, so it’s essential to choose the one that best suits your business needs.

What is the process for non-residents to register a company in Georgia?

The process for registering a company in Georgia for non-residents involves several clear steps. First, you must choose a unique company name and prepare the necessary documentation, including your passport and proof of address. Next, you need to file the registration application with the National Agency of Public Registry. The process is typically completed within a few days, and you will receive your company registration certificate.

Are there any minimum capital requirements for starting a business in Georgia?

Georgia has minimal capital requirements for most types of companies. For a Limited Liability Company (LLC), there is no minimum capital requirement, while a Joint Stock Company (JSC) requires a minimum capital of 100 GEL (approximately 30 USD). This makes it accessible for non-residents to start a business without significant financial investment.

Do non-residents need to hire a local representative to start a company in Georgia?

No, non-residents do not need to hire a local representative to establish a company in Georgia. However, having a local legal counsel or a trusted advisor can be beneficial for navigating local regulations, tax laws, and ensuring compliance with all requirements. This can help streamline the process and avoid potential pitfalls during the company formation.

What are the tax obligations for companies in Georgia?

Companies in Georgia are subject to a flat corporate tax rate of 15%. However, the income earned by a company is taxed only when distributed as dividends. Additionally, there are various incentives and exemptions available, such as those applicable in Free Industrial Zones. Understanding the tax obligations is crucial for effective financial planning and compliance.

Our team of consultants are here to take you through the process.