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LLC Formation

Do I need to be physically present in Georgia?

No, LLC registration can be done remotely via a Power of Attorney granted to a lawyer on Legal.ge.

Is there a minimum capital requirement?

No, there is no minimum authorized capital requirement for opening an LLC in Georgia.

Can I open a bank account for my LLC?

Yes, once the LLC is registered, you can open a corporate bank account. This can also be done remotely in many cases.

What is the "Estonian Model" of taxation?

It means corporate income tax (15%) is paid only when profits are distributed as dividends, not when they are earned or reinvested.

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3 min

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Introduction: What is LLC Formation?

A Limited Liability Company (LLC) is the most common and popular legal form of business in Georgia, used by over 95% of registered enterprises. Its popularity is due to the simplicity of management and limited liability—partners are not liable for the company's obligations with their personal assets (with statutory exceptions). An LLC is ideal for both small startups and large holding companies. LLC registration is a fast and flexible process that does not require a minimum charter capital, making it accessible to any entrepreneur.

What Does This Service Cover?

The LLC formation service on Legal.ge is a turnkey solution covering:

  • Charter Preparation: Drafting a standard or customized individual charter tailored to the partners' needs (especially important when there are multiple partners).
  • Registration Procedures: Preparing and submitting the application to the National Agency of Public Registry.
  • Legal Address: Providing a mandatory address for company registration (if needed).
  • Tax Registration: Registering the company with the Revenue Service, assigning an activity code (NACE), and choosing a tax regime.
  • Bank Account Opening: Assisting in opening a corporate account with leading Georgian banks.
  • Tax Consultation: Initial consultation on the "Estonian Model" (deferral of corporate income tax) and VAT.

Common Real-World Scenarios

The LLC form is used in almost every business scenario:

  • Starting a Startup: Creating a tech or service company where founders want to limit liability.
  • Joint Venture: Two or more companies establishing a new LLC to execute a specific project.
  • Family Business: Opening a restaurant, shop, or hotel with family members' participation.
  • Foreign Investment: A foreign investor establishes a subsidiary in Georgia to manage local operations.

Georgian Legal Framework

LLC activities are regulated by the Law of Georgia on Entrepreneurs. The new legislation (2021) increased the importance of the standard charter and clarified issues of director liability. The law provides broad freedom to define partners' rights in the charter (e.g., different voting rules). From a tax perspective, the Tax Code of Georgia applies, which provides a 15% corporate income tax rate for LLCs only upon distribution of dividends (the so-called Estonian Model), which is a unique advantage for reinvestment.

Service Process

The process is fast and efficient:

  1. Information Gathering: Identifying partners, share distribution, and electing a director.
  2. Document Drafting: The lawyer prepares the charter and minutes of the meeting.
  3. Registration: Documents are submitted to the Public Service Hall. Presence is mandatory or possible via power of attorney.
  4. Completion: Within 1-2 days, you receive an extract from the registry, officially establishing the company.
  5. Next Steps: Banking and activating the tax portal (RS.ge).

Why Use Legal.ge?

Although LLC registration seems simple, a correctly drafted charter is a guarantee for preventing future conflicts. Standard templates often do not account for specific partner agreements. Lawyers on Legal.ge will help you set up the corporate structure correctly from the start to avoid misunderstandings in the future and focus on business growth.

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