Preparing to Establish a Business in Georgia: Foreign Founders and Branch Offices

A new Georgian company creates a separate legal entity with its own formation documents, ownership interests, and representation rules. A branch office, by contrast, belongs to the foreign parent company and organizationally continues its activities in Georgia. It should therefore first be determined who will enter into contracts, hold assets, hire employees, and be liable for obligations. For a branch office, evidence is particularly needed of the existence and representation of the foreign company, as well as the resolution to establish the branch and the authorized person. For a new company, the focus is instead on shareholders, management, the articles of association, contributions, and authority to represent the company. Depending on their origin and intended use, foreign documents may require an apostille or other certification, as well as a Georgian translation. Names, registration numbers, addresses, and representation details should be consistent across originals, translations, and applications. A usable business address in Georgia and arrangements for receiving official notices should also be prepared. Corporate registration does not automatically resolve questions of entry, residence, or personal work authorization; these must be assessed separately for the individuals involved. Tax residence, possible permanent establishment implications, cross-border payments, and applicable double taxation rules must likewise be considered separately. Banks and payment service providers may request additional evidence about owners, the business model, the source of funds, and expected transactions. Powers of attorney should cover the specific scope of representation and be in a form suitable for use in Georgia. Before filing, it is advisable to compare current registry requirements with the company documents available in the country of origin so that missing certifications or translations do not delay registration.