An ordinary Georgian LLC, when it's the right vehicle.

What you get#

A Georgian limited liability company owned by you, registered with the National Agency of Public Registry and set up to trade, contract, hold assets and open corporate banking. Foreign owners can hold 100% of the shares, there is no minimum capital, and the company is managed from wherever you are.

A clean legal vehicle. Limited liability, a bilingual charter written for how your business actually runs, and a structure that suits co-founders, holding arrangements and future investors.

Profit you keep in the business isn't taxed while it stays there. Georgian profit tax arises when profit leaves the company — mainly as a distribution — not each year on what you earn. What counts as leaving the company is set out below; it is wider than dividends alone.

A base you can build on. If your activity later qualifies for Virtual Zone or International Company status, the same LLC can apply when it meets the conditions.

What we do#

We form the company end-to-end, remotely via Power of Attorney: you send us a passport scan, we prepare the PoA and arrange its online notarisation (or a notary in your country where needed), apostille and courier to Georgia, and we draft the charter, arrange the Georgian legal address, file the registration and prepare the documentation the bank will ask for. Registration itself takes one working day once the complete application is filed; most of the lead time is your Power of Attorney being notarised, apostilled and couriered to Georgia. Tax registration happens automatically with the company registration.

Before we form anything, we check whether a specialist route fits better — Individual Entrepreneur for solo work, Virtual Zone for qualifying IT companies, International Company for established IT or maritime operations, or a Free Industrial Zone for physical goods. If one does, we tell you.

What's included#

• Structure check — ordinary LLC versus the specialist routes, before anything is filed
• Bilingual charter drafted for your ownership and management set-up
• Company registration via Power of Attorney
• Georgian legal address arrangement
• Bank-account-ready documentation pack
• Briefing on monthly filings and the transactions that trigger profit tax

Scope and pricing are quoted after a free consultation, because they depend on the number of shareholders and whether any shareholder is itself a company. Corporate banking and monthly accounting are available as separate services.

When an ordinary LLC is the right structure#

An ordinary LLC fits readers who:

• Run an operating business that doesn't qualify for a special tax status — or doesn't need one
• Want a company to hold Georgian assets or reinvest profit inside the business
• Plan to grow into Virtual Zone or International Company status later and need the company first

If you work alone and bill foreign clients, an Individual Entrepreneur with Small Business Status is usually simpler. If you build software for foreign clients, check Virtual Zone first. See Compare structures for the full picture.

Tax in brief#

An ordinary LLC pays 15% profit tax when profit is distributed, calculated on the grossed-up distribution. The same tax applies to certain payments the law treats like a distribution: expenses unrelated to the business, gifts, related-party dealings not at market terms, and some investments and loans — for example lending to individuals or non-residents, or buying unlisted shares in a foreign company. Dividends paid to individuals or foreign companies carry 5% withholding; an applicable tax treaty or your home country's rules may give a foreign tax credit for it, depending on where you live. VAT registration (18%) applies once taxable supplies pass 100,000 GEL in 12 months; we check how your sales count.

We map which of your plans trigger tax before you commit, so the structure matches what you intend to do with the money.

Why Happy Georgia#

Independent advisory. No tied banks, no referral fees, no hidden product placement. We recommend an ordinary LLC only when it fits better than the alternatives.

Foreign clients only. Our entire practice is foreigners setting up in Georgia. Every engagement starts from your own situation: where you live and pay tax, who your clients are, and what you plan to do in Georgia.

Fixed pricing. We quote in EUR, we honor the quote, no surprises later.

Frequently asked questions#

How long does it take?#

Registration takes one working day once the complete application is filed. The time before that is mostly your Power of Attorney being notarised, apostilled and couriered to Georgia, which depends on your country. Your engagement letter sets out the timeline for your set-up.

Can I reinvest profits without paying tax?#

Profit kept and used in the business isn't taxed while it stays there. Some uses are taxed as if distributed — including lending to individuals or non-residents, buying unlisted shares in a foreign company, and spending unrelated to the business. We go through your plans so you know which are which.

Can the LLC apply for Virtual Zone or International Company status later?#

Yes, if it meets the conditions at the time it applies: qualifying IT activity and Georgian developer substance for Virtual Zone; a qualifying IT or maritime activity, operating history and Government approval for International Company. The status applies from when it is granted, not retrospectively, and how profit retained from before the status is treated when it is later distributed isn't settled in the Tax Code — we confirm that before you rely on it.

Does owning assets through an LLC help with HNW tax residency?#

Not by itself. Assets owned by your LLC belong to the company, not to you, and the rules on the USD 500,000 Georgian-assets requirement don't say how a shareholding in a Georgian company is counted. We don't treat an LLC as a route to HNW tax residency without confirming the treatment for your case.

Can I open a corporate bank account remotely?#

We open it on the company's behalf via Power of Attorney. For foreign-owned LLCs, banks usually expect Georgian operating substance — typically a lease and a Georgian-paid employee. See Corporate Account.

Do I need a work permit to run the company?#

It depends on your role, the company and whether you work from Georgia. See Work permit; we check your position in the consultation.

Ready to set up?#

A free consultation tells us whether an ordinary LLC is the right structure for your situation. If it is, we move to setup. If a specialist route fits better — Individual Entrepreneur, Virtual Zone, International Company or a Free Industrial Zone — we tell you.