LLC Registration in Georgia: A Step-by-Step Guide
Setting up a Limited Liability Company (LLC) in Georgia has become a popular option for both local entrepreneurs and foreign investors. Georgia’s business-friendly environment, straightforward registration process, and favourable tax policies make it an attractive destination for business incorporation. In this article, we provide a detailed guide on how to register an LLC in Georgia and explain how Georgia Business and Residential Law can assist you in the process.
Why Register an LLC in Georgia?
An LLC is one of the most commonly used business structures in Georgia due to its flexibility and limited liability protection. The main benefits of registering an LLC in Georgia include:
- Limited Liability Protection: Owners (shareholders) are only liable for the company’s debts and obligations to the extent of their capital contribution, protecting personal assets.
- Ease of Registration: Georgia has one of the simplest and fastest business registration processes in the region, with many companies being established within a day.
- Favourable Tax Regimes: LLCs benefit from Georgia’s territorial tax system, meaning only income earned within the country is taxed. Additionally, the country’s corporate income tax system only taxes profits that are distributed to shareholders.
- No Minimum Capital Requirements: Georgia does not impose a minimum capital requirement for LLC formation, making it accessible to small businesses and startups.
Step-by-Step Guide to Registering an LLC in Georgia
Choose a Unique Company Name
The first step in registering an LLC in Georgia is choosing a unique company name. The name must not be similar to an existing company and must comply with Georgia’s naming regulations. It is advisable to check the availability of the name with the National Agency of Public Registry (NAPR) before proceeding.
Prepare the Required Documents
You will need to prepare several key documents to register your LLC. These include:
- Articles of Association (Charter): This outlines the company’s structure, ownership, and purpose. It must include details such as the company’s name, legal address, and information about the shareholders and directors.
- Application Form: The application form can be submitted in Georgian and must include basic information about the company, such as the registered address and ownership structure.
- Shareholder Information: Details of the shareholders, including identification documents, must be provided.
Submit Documents to the Public Registry
Once you have prepared the required documents, you can submit them to the Public Registry via the National Agency of Public Registry (NAPR). Submissions can be made online or in person at the Public Service Hall in Tbilisi or other cities.
- Standard Registration: LLC registration typically takes 1-2 business days.
- Express Registration: For an additional fee, express registration can be completed in 1 business day.
Open a Bank Account
Once your LLC is registered, you will need to open a corporate bank account in Georgia. This is necessary for managing your company’s financial transactions, such as paying taxes and receiving payments. Most banks in Georgia, including TBC Bank and Bank of Georgia, offer corporate banking services to LLCs.
Register for Taxes
Your LLC will need to be registered with the Revenue Service of Georgia for tax purposes. The main taxes applicable to LLCs include:
- Corporate Income Tax: Georgia operates under an “Estonian model,” where companies are only taxed on distributed profits (15%). Retained earnings are not taxed, which promotes reinvestment in the business.
- Value-Added Tax (VAT): If your business is expected to generate more than 100,000 GEL annually, you must register for VAT, which is set at 18%.
Obtain Necessary Permits or Licenses
Depending on the nature of your business, you may need to apply for additional permits or licenses. For example, businesses involved in food production, construction, or pharmaceuticals will need sector-specific permits. At Georgia Business and Residential Law, we help businesses navigate these regulatory requirements.
Common Mistakes to Avoid
Failing to Submit Complete Documents:
Incomplete or incorrect submissions can delay the registration process. We ensure all documents are accurately completed and filed.
Choosing a Non-Unique Company Name:
If your company name is not unique, your application will be rejected. We assist in verifying name availability.
Not Registering for VAT When Required:
Some businesses overlook VAT registration, leading to penalties. Our team helps ensure your LLC meets all tax registration requirements.
How Georgia Business and Residential Law Can Help
At Georgia Business and Residential Law, we provide comprehensive support throughout the LLC registration process. Our services include:
- Document Preparation and Filing: We handle the entire documentation process, ensuring compliance with Georgian laws.
- Bank Account Assistance: We assist in opening corporate bank accounts in Georgian banks.
- Tax and Compliance Guidance: We provide ongoing support to ensure your LLC remains compliant with local tax laws and regulations.
Conclusion
Registering an LLC in Georgia offers many benefits, from favourable tax policies to a quick and easy registration process. However, navigating the legal and administrative requirements can be challenging without expert guidance. At Georgia Business and Residential Law, we take the stress out of LLC registration by handling all aspects of the process for you. Contact us today to get started on establishing your business in Georgia.
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