Branch Office Registration

Introduction: What is Branch Office Registration?

A branch office is a structural subdivision of a business entity (local or foreign company) that is not a separate legal entity but is authorized to conduct business activities. Branch registration is particularly popular for international companies that wish to operate in Georgia without establishing a separate subsidiary (LLC). Opening a branch allows the parent company to directly manage business processes, benefit from Georgian tax incentives, and expand its market presence. However, since the branch is not an independent entity, full liability for its obligations rests with the founding (head) company. This form is ideal for those seeking a simplified corporate structure and direct control.

What Does This Service Cover?

The branch office registration service is comprehensive and covers all necessary legal procedures:

• Document Preparation and Legalization: For foreign companies, obtaining, translating, and notarizing/apostilling founding documents (charter, extract from the registry, resolution to open a branch).
• Submission of Registration Application: Preparing and submitting documents to the National Agency of Public Registry (NAPR) in compliance with Georgian legislation.
• Provision of Legal Address: Registering a mandatory legal address for the branch in Georgia.
• Tax Registration: Registering the branch with the Revenue Service and obtaining taxpayer status.
• Bank Account Opening: Assisting in opening a corporate bank account for branch operations.
• Appointment of Manager: Formalizing the appointment procedures for the branch director/representative.

Common Real-World Scenarios

Branch registration is most commonly encountered in the following scenarios:

• International Expansion: A foreign IT company opens a branch in Georgia to benefit from the "International Company" status and the 5% corporate income tax.
• Construction Projects: A foreign construction company wins a tender in Georgia and opens a branch to mobilize equipment and personnel for a temporary project.
• Banks and Financial Institutions: A major bank expands its network and opens branches in different regions.
• Non-Profit Organizations: An international foundation or NGO opens a branch in Georgia to conduct charitable activities.

Georgian Legal Framework

The legal status of a branch is regulated by the Law of Georgia on Entrepreneurs. The law clarifies that a branch is not a legal entity but is registered in the Registry of Entrepreneurs and Non-Entrepreneurial (Non-Commercial) Legal Entities. Norms of the Civil Code of Georgia regarding representative authority are also important. From a tax perspective, the Tax Code of Georgia treats a branch as a Permanent Establishment, meaning income generated in Georgia is taxed according to local rules, although double taxation avoidance treaties may apply.

Service Process

The registration process with Legal.ge specialists is simple and transparent:

1. Consultation: Analyzing needs and defining the list of documents (especially for foreign companies).
2. Document Preparation: Requesting necessary documents from the head office, translation, and legalization.
3. Registration: Submitting the application to the Public Registry. Registration is usually completed within 1-2 business days.
4. Tax and Banking Procedures: Registering as a taxpayer and opening an account.
5. Final Handover: Delivering the extract and access codes to the client.

Why Use Legal.ge?

Branch registration, especially for foreign companies, requires good knowledge of private international law and local procedures. A small error in translation or apostille can lead to the suspension of registration. On Legal.ge, you connect with corporate lawyers who have years of experience bringing foreign businesses into Georgia. We ensure the speed and legal accuracy of the process.