Registering a foreign company branch in Georgia

An entrepreneur may set up a branch; the branch is not a legal entity. A branch of an entrepreneur registered in Georgia is not registered, while a branch of an entrepreneur registered abroad is (Law on Entrepreneurs, Article 15, points 1 and 4).

Registration covers both state and tax registration; the registry sends the registration data to the Revenue Service electronically (Article 8, points 1 and 2). All documents must be submitted to the registry in a form certified under Georgian law (Article 15, point 4).

What the application must contain

Under Article 15, point 5:

• The company's name, legal address and main place of business.
• The company's legal form and the country whose law governs its registration.
• The name of the foreign registration authority and the registration number.
• The branch's name — the company's name with the word "branch", or a different name.
• The branch's legal address in Georgia.
• Details of the head of the branch and the scope of their authority; if there are several, whether they represent the branch jointly.
• The business purpose of the company and of the branch.
• If any — the company's placed capital.

Documents to attach

Under Article 15, point 6, certified under Georgian law:

• A document confirming the company's registration.
• The company's founding documents and charter.
• A document showing who manages and represents the company, when they were appointed and when their authority ends.
• The company's decision to set up the branch.
• The consent of the person to be appointed head of the branch.

Obligations after registration

• A branch of a joint-stock company or an LLC must publish, or post on its website, the company's financial statements prepared, audited and published under the law of the company's country (Article 15, point 7).
• The head of the branch must notify the registry of changes to registered data, closure of the branch, and the start and end of the company's liquidation or insolvency proceedings (Article 15, point 8).
• The head of the branch is responsible for providing the data to be published to the registry (Article 13, point 6).
• When the company ceases to exist, the branch ceases to exist too (Article 15, point 9).