The Legal Nature of a Representative Office
For a business registered abroad, opening a presence in Georgia most often begins with the registration of a branch of the entrepreneur. Under article 15 of the Law of Georgia on Entrepreneurs, an entrepreneur may establish a branch, but the branch is not a legal entity: it is a subdivision of the entrepreneur, and its legal fate depends entirely on the founding entrepreneur. The same principle yields the rule that a branch of an entrepreneur registered in Georgia is not registered, whereas a branch of an entrepreneur registered abroad requires registration in Georgia. The law separately regulates the situations connected with free industrial zones: an entrepreneur registered in a free industrial zone may establish a branch outside the zone in the manner established by the law, and, conversely, an entrepreneur registered outside the zone may establish a branch within a free industrial zone.
The Registration Application and Accompanying Documents
All documents required for the registration of a branch of an entrepreneur registered abroad must be submitted to the registering organ in a form certified according to the legislation of Georgia. The application must contain the firm name of the entrepreneur, its legal address, the main place of business, the legal form and the country whose legislation applies to the registration, as well as the name of the organ of the foreign country with which the entrepreneur is registered and the registration number, where such registration exists. The application must further indicate the firm name of the branch — the entrepreneur's name with the addition of the word indicating a branch, or a firm name different from that of the entrepreneur — the legal address of the branch, the identification data of its head and the scope of his representative authority, the object of activity and, where applicable, the amount of the placed capital. The application must be accompanied by the certified document confirming the registration of the entrepreneur, the founding documents and the charter, the document establishing the identity and powers of the person authorised to manage and represent the company, the decision on the establishment of the branch, and the consent of the person to be appointed as head of the branch.