Liquidation and Formal Closure After Business Operations in Georgia

Before initiating liquidation, determine whether the business’s legal form is subject to the corporate procedure and whether it can meet its due obligations. A sound reason for dissolution, an appropriate timing and a valid resolution by the competent body form the basis. If the business is already unable, or is expected to become unable, to pay its debts, voluntary liquidation must be distinguished from rehabilitation or insolvency proceedings. The opening of liquidation is prepared with the liquidation resolution, the registration application, evidence of representation and, where applicable, the appointment of a liquidator. The application, company details and representation for the winding-up must be consistent. After registration with NAPR, check that the liquidation status is recorded in the register and that creditors have been notified. During the winding-up, all company assets are recorded. Ongoing business is concluded, transferred or fulfilled; outstanding receivables are collected; and realizable assets are sold with appropriate documentation. Bookkeeping and financial reporting continue until formal closure and must link each winding-up transaction to suitable supporting documents. Creditors are given the opportunity to submit their claims within the applicable period. The liquidator reviews the legal basis, amount, due date, security and any payments already made. Accepted claims are satisfied according to their legally applicable priority. If assets are insufficient, further payments must be controlled and possible insolvency consequences considered. For closure, the final accounts, final report and evidence of creditor satisfaction and residual assets are reconciled. Residual assets may be distributed only after obligations, winding-up costs and applicable waiting periods have been taken into account. Deregistration ends the liquidation status and, for a company, generally also its legal personality. Tax returns, VAT status, bank and payment accounts, and business access credentials require separate closure steps. Business books, tax documents and liquidation records may need to be retained even after deregistration. Subsequent claims are assessed based on their legal basis, how they were previously handled and any potential grounds for liability.