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International NGO Branch Setup

How long does it take to register an NGO branch in Georgia?

Once all documents from the head office are properly prepared, legalized (apostilled), and translated into Georgian, the registration at the Public Registry takes only 1-2 business days. However, gathering the correct foreign documents usually takes 1-3 weeks. We guide you through the document collection phase to minimize delays.

Can a foreign citizen be the head of the branch?

Yes, there are no restrictions on the nationality of the branch director. A foreign citizen can be appointed as the head. However, for practical purposes (banking, signing documents), it is often beneficial if the person resides in Georgia or visits frequently. We also assist with obtaining residence permits for foreign directors.

Do we need a physical office address to register?

Yes, you must provide a legal address in Georgia during registration. This can be a rented office or a virtual address provided by a service provider. We can assist in setting up a legal address and handling correspondence if you do not yet have a physical office space.

Is the branch liable for VAT?

A branch must register for VAT if its taxable turnover (from economic activities) exceeds 100,000 GEL in any 12-month period. Grant funding is generally not considered taxable turnover. However, if the branch imports goods or services (reverse charge), VAT obligations may arise regardless of turnover. We provide tax advisory to clarify your VAT status.

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Establishing a branch of an International Non-Governmental Organization (INGO) in Georgia is a strategic step for foreign entities looking to expand their operations into the Caucasus region. Georgian legislation offers foreign non-commercial legal entities a flexible and transparent mechanism for registering a local representation or branch. The status of a branch differs from establishing an independent local NGO in that a branch is not a separate legal entity from the head office but rather a structural subdivision. This means the foreign organization is directly liable for the branch's obligations, although the branch enjoys significant autonomy and can carry out all activities provided for in the head office's charter. As a regional hub, Georgia attracts numerous international foundations, humanitarian missions, and human rights organizations that require qualified legal support to navigate complex registration procedures and ensure compliance with local regulations.

This service encompasses complex legal procedures necessary for the full functioning of a foreign organization's branch. Specialists ensure the preparation, translation, notarization, and legalization (apostille) of all required documentation. The service includes:

  • Legal analysis of the head office's founding documents and their adaptation to Georgian legislation;
  • Drafting necessary decisions and powers of attorney for branch registration;
  • Submitting documentation to the National Agency of Public Registry and managing registration procedures;
  • Registering the branch for tax purposes with the Revenue Service;
  • Assistance with opening bank accounts and legal consultation on financial transactions with the head office;
  • Consultation on drafting employment contracts for local and foreign staff;
  • Handling formalities related to the appointment of a person with representative authority.
This process requires deep knowledge of private international law and local administrative procedures to avoid bureaucratic delays.

The need to establish an INGO branch often arises in specific scenarios. For instance, a European charity foundation plans to implement a large-scale grant project in Georgia and needs an official representation to hire local contractors and pay taxes. Another scenario is when an international human rights organization opens a regional office in Tbilisi to cover the South Caucasus countries and requires legal status for office leasing and securing visas for foreign experts. It is also common for a global environmental organization to launch a joint project with the Georgian government, where donor requirements mandate having a registered branch locally. Another example is a humanitarian mission wishing to import and clear goods under preferential terms, for which a local identification code is essential. In all these cases, the involvement of a qualified lawyer is critically important.

Georgian legislation clearly regulates the registration of branches of foreign non-commercial legal entities. The primary regulatory act is the "Civil Code of Georgia," which defines the legal status of a branch of a legal entity. According to the "Law on Public Registry," registration of a foreign entity's branch is mandatory in the Registry of Entrepreneurs and Non-Entrepreneurial (Non-Commercial) Legal Entities. Regarding tax obligations, the "Tax Code of Georgia" applies, granting the branch taxpayer status, albeit with specificities stemming from its non-commercial nature and international double taxation treaties. Furthermore, if the organization plans to issue or receive grants, the "Law on Grants" is relevant, regulating the legal regime of grant agreements.

The process of registering a branch with a specialist involves several stages. The first stage is consultation and determining the list of documents based on the head office's jurisdiction (e.g., considering laws of the USA, Germany, or France). In the second stage, the client provides the head office documents (charter, registry extract, decision), which must be apostilled or legalized. The lawyer ensures these documents are translated into Georgian and notarized. The third stage involves preparing and submitting the application to the Public Registry. Upon successful registration, the lawyer helps the organization activate its account on the tax portal (RS.ge) and gain access to electronic services. The entire process, provided documents are complete, can be finalized in 2-5 working days, although the preparatory period depends on the speed of sending documents from abroad.

The Legal.ge platform allows you to connect with experienced lawyers who have years of practice in registering international organizations. Our specialists are well-versed in both Georgian legislation and the nuances of private international law, ensuring a smooth process. Finding a specialist on Legal.ge reduces risks, saves time, and guarantees that your organization's branch will be fully compliant with local regulations. Trust professionals and start your operations in Georgia with a solid legal foundation.

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