Incorporate.ltd
๐Ÿ‡ฌ๐Ÿ‡ช

Limited Liability Company (SPS (แƒจแƒžแƒก))

แƒจแƒ”แƒ–แƒฆแƒฃแƒ“แƒฃแƒšแƒ˜ แƒžแƒแƒกแƒฃแƒฎแƒ˜แƒกแƒ›แƒ’แƒ”แƒ‘แƒšแƒแƒ‘แƒ˜แƒก แƒกแƒแƒ–แƒแƒ’แƒแƒ“แƒแƒ”แƒ‘แƒ

Company formation in Georgia

Best Answer

The SPS (แƒจแƒžแƒก) is best suited for: Digital nomads and remote workers based in Georgia, IT companies and developers qualifying for Virtual Zone status, Freelancers and consultants with international clients, Solo founders seeking the lowest-cost legitimate company structure, E-commerce businesses targeting non-Georgian markets. Georgia uses a distribution-based (Estonian-style) corporate tax system. Retained and reinvested profits are taxed at 0%. A 15% corporate income tax applies when profits are distributed as dividends. Virtual Zone companies pay 0% corporate tax and 0% dividend tax on qualifying IT income earned from non-Georgian sources. Small Business status entities pay 1% on annual turnover up to GEL 500,000. VAT is 18% with a registration threshold of GEL 100,000. Personal income tax is a flat 20%, with dividends taxed at 5%. Georgia operates a territorial tax system โ€” foreign-source income earned by non-residents is exempt from Georgian tax.

Who this is for
  • Digital nomads and remote workers based in Georgia
  • IT companies and developers qualifying for Virtual Zone status
  • Freelancers and consultants with international clients
  • Solo founders seeking the lowest-cost legitimate company structure
  • E-commerce businesses targeting non-Georgian markets

Key Facts

Min. Shareholders1
Max. ShareholdersUnlimited
Min. Directors1
Minimum CapitalGEL 1 (no practical minimum)
LiabilityLimited to share capital contribution
Setup Timeline1โ€“3 business days via House of Justice or Revenue Service
Annual Cost$200โ€“$800 (accounting, registered address, state fees)

Step-by-Step Formation Process

1

Choose a company name and prepare documents

Verify name availability through the National Agency of Public Registry (NAPR). Prepare the founding charter (company statute), which outlines share structure, director appointments, and activities. Documents can be prepared in Georgian or with a certified translation.

2

Register at the House of Justice or Public Service Hall

Submit the founding charter, director and shareholder identification documents, and the registration application. The House of Justice offers same-day registration for an express fee of GEL 100 (~$37) or next-business-day standard registration for GEL 50 (~$19). A notary is available on-site to certify signatures.

3

Register with the Revenue Service

Obtain a tax identification number and register as a taxpayer with the Revenue Service of Georgia. This is typically completed at the same time as the business registration. If applying for Virtual Zone or Small Business status, a separate application to the Revenue Service is required.

4

Apply for Virtual Zone status (if IT company)

Submit an application to the Revenue Service describing the IT services your company provides and confirming that income will be earned from non-Georgian sources. If approved, the company receives 0% corporate tax on qualifying IT income and 0% income tax on dividends from those profits.

5

Open a business bank account

Apply at TBC Bank or Bank of Georgia โ€” both offer strong online banking and international transfer capabilities. In-person account opening in Tbilisi is straightforward and typically takes 1โ€“2 hours. Bring the company registration extract, director identification, and proof of business activity. A Wise Business account is a useful supplement for multi-currency payments.

6

Register for VAT (if applicable)

VAT registration is mandatory once annual taxable turnover exceeds GEL 100,000 (~$37,000). Registration is done through the Revenue Service portal (rs.ge). Virtual Zone IT companies earning only foreign-source income are generally not required to register for VAT, but may do so voluntarily.

Required Documents

  • Passport or national ID of all founders and directors
  • Founding charter (company statute) โ€” in Georgian or with certified translation
  • Registration application form
  • Power of attorney (if registering through a representative)
  • Proof of registered office address in Georgia

Cost Overview

Cost Breakdown (USD)
Annual Cost
$200โ€“$800 (accounting, registered address, state fees)
Country Formation Range
$50โ€“$200

Tax Treatment

Georgia uses a distribution-based (Estonian-style) corporate tax system. Retained and reinvested profits are taxed at 0%. A 15% corporate income tax applies when profits are distributed as dividends. Virtual Zone companies pay 0% corporate tax and 0% dividend tax on qualifying IT income earned from non-Georgian sources. Small Business status entities pay 1% on annual turnover up to GEL 500,000. VAT is 18% with a registration threshold of GEL 100,000. Personal income tax is a flat 20%, with dividends taxed at 5%. Georgia operates a territorial tax system โ€” foreign-source income earned by non-residents is exempt from Georgian tax.

Pros & Cons

Advantages
  • One of the fastest and cheapest company formations in the world โ€” under $100 in a single day
  • 0% corporate tax on retained profits (15% only on distribution, like Estonia)
  • Virtual Zone status offers 0% tax on IT income from non-Georgian sources
  • Small Business status offers 1% tax on turnover up to GEL 500,000
  • No minimum capital requirement in practice
  • No local director or shareholder residency requirement
  • 100% foreign ownership with no restrictions
  • Territorial tax system โ€” foreign-source income for non-residents is exempt
  • Strong and accessible banking with TBC Bank and Bank of Georgia
Disadvantages
  • Lower global business reputation compared to Western jurisdictions โ€” some clients may question credibility
  • Virtual Zone status is limited to IT companies with non-Georgian income only
  • Small domestic market with limited local business opportunities
  • Georgian language barrier for official documents and some government interactions
  • Remote bank account opening is more difficult than in-person
  • Payment processor and fintech onboarding may face extra scrutiny for Georgian entities
  • Limited access to EU single market โ€” Georgia is not an EU member

Ready to form a SPS (แƒจแƒžแƒก) in Georgia?

Get a personalised cost estimate and next steps.

Get Started

This content is educational and does not constitute legal or tax advice. Always consult a qualified professional for your specific situation. Data last verified March 2026.