International NGO Registration in Georgia — the Lawful Route
An international fund may exist in Georgia in two ways: either the foreign non-commercial legal entity registers a branch (representation) under the procedure established by Georgian legislation, or the founders create a new Georgian non-commercial legal entity in Georgia. 'Re-registration' — transforming a foreign fund into a Georgian fund — is not a lawful route; nor does any foreign-agent registration regime exist. This page explains in detail the three norms on which the branch route — the most frequently chosen — stands: Article 28 — the registration route, Article 32 — the decision-making framework, and Article 35 — the designation of local leadership.
Article 28 — the Registration Route
The registration of a branch (representation) of a foreign non-commercial legal entity takes place in the register of entrepreneurs and non-commercial legal entities, kept by the National Agency of the Public Registry — a public-law legal entity within the governance of the Ministry of Justice. The procedure is defined by this Code and by the rules established by Georgian legislation for the registration of a branch of a foreign entrepreneurial legal entity. For an international fund this means that its form reflected in Georgian law is precisely the branch entry — the legal entity itself remains foreign, while its authority to operate in Georgia arises from this register act.
Article 32 — the Decision-Making Framework
On matters within its competence the registering organ follows the rules established by the Georgian laws on the Public Register and on Entrepreneurs; the liquidation of the branch is likewise resolved through the Entrepreneurs-law route. The practical significance of this framework is that the registration process is built not on separately invented rules but on the general registry system: the formalization of applications, the grounds of refusal and the avenues of appeal derive from the general registration legislation. The applicant therefore knows the shape of the rules in advance — and this predictability is itself the system's value.
Article 35 — Local Leadership
The governance of the branch is resolved by Article 35: the founder — the international fund itself — designates the branch's leadership or representation, sole or collegial, and it is precisely these persons who create the fund's legal connection in Georgia. Hence the practical conclusion: documenting the leadership and the precision of its mandate are part of the quality of registration — a vague mandate becomes a problem later, in dealings with third parties.
The rhythm of the project matters as well. In practice, the Georgian stage of an international fund unfolds in three steps: selecting the model — comparing the two routes against the activity plan; documentary preparation — shaping the founder's decisions, the leadership mandate and the registration materials; and the register act — filing the application and awaiting the outcome under the rules deriving from the general registration legislation. Each step is a checkpoint of legal control, and when passed correctly the whole process remains predictable.
Comparing the Two Routes — Branch or a New Georgian Entity
Where the choice has not yet been made, the decision stands on comparing the two models. The branch route preserves the connection with the international structure and leaves governance in the founder's hands; the route of a new Georgian non-commercial legal entity creates a fully Georgian subject with its own governing organs. Both routes are lawful; the choice depends on the volume of activity, the funding model and long-term plans — which is exactly why it should begin with legal analysis. An experienced lawyer here does not merely choose a form — he foresees which model generates which subsequent issue: a branch requires a permanent legal connection with the founder, while a new entity requires full local governance and reporting. This difference should be brought into the open before registration, not after.
Frequently Asked Questions
Below we answer the most frequent questions about registering international funds.
May a foreign fund be re-registered?
No — a foreign fund does not re-register as a Georgian fund; there are two routes: registering a branch or creating a new Georgian non-commercial legal entity — and moving between them later is a new process, not a re-registration.
Where is a branch registered?
In the register of entrepreneurs and non-commercial legal entities, by the National Agency of the Public Registry, under the established procedure.
Who governs the branch?
The founding fund designates the leadership or representation — sole or collegial — in accordance with Article 35.
Does foreign-agent registration exist?
No — no such regime exists in Georgian law; activity is regulated by general norms.
How We Help on Legal.ge
On Legal.ge you can contact an experienced non-profit-law lawyer who puts the registration of an international fund on the right route from the outset: assesses the two models, prepares the branch's registration documents and defines the leadership mandate. Fill in the request form on the site and get a qualified consultation on Legal.ge.