Joint Liability Company in Georgia
JLC · Formation from $40
Last verified: June 13, 2026
Corporate Tax
15.0%
State Tax
0.0%
Formation Cost
$40
Annual Fee
$0
Comparison Scores
Privacy, remote setup, banking, and tax efficiency
Calculate full formation cost
Break down one-time filing fees and recurring costs for any supported entity type.
Who Should Choose This?
Profiles that typically benefit from this entity
- Professional service providers (e.g., lawyers, accountants, consultants) who trust each other implicitly.
- Small family-owned businesses with very low liability risks.
- Founders who want maximum flexibility in profit distribution without complex corporate governance.
- Entrepreneurs testing a low-risk joint venture before converting to a Limited Liability Company (LLC).
Who Should Avoid This?
Scenarios where another structure may be better
- Startups looking to raise venture capital or angel investment.
- E-commerce, manufacturing, or high-risk businesses prone to lawsuits, accidents, or significant debt.
- Founders who want to protect their personal assets (homes, savings) from business liabilities.
Advantages
- +No minimum capital requirement to start the business.
- +Simple management structure with no mandatory board of directors or complex corporate governance.
- +Benefits from the Estonian tax model (0% corporate tax on retained earnings, 15% only on distributed profits).
- +Low state formation costs (100 GEL for standard registration).
- +High flexibility in drafting internal partnership agreements and determining profit distribution.
Disadvantages
- -Unlimited joint and several personal liability for all partners regarding company debts.
- -Significantly harder to raise external capital or attract investors compared to an LLC or JSC.
- -The actions of one partner can legally bind and financially jeopardize the other partners.
- -Not suitable for high-risk business activities, e-commerce, or manufacturing.
- -Less privacy, as the details of all partners must be registered publicly with the National Agency of Public Registry.
Formation Steps
Choose and verify a unique business name with the National Agency of Public Registry (NAPR).
Draft and sign the Partnership Agreement (Charter) detailing profit shares, liabilities, and management rules.
Obtain a registered legal address in Georgia (a virtual office provider can be used).
Notarize and apostille the passports of all partners and a Power of Attorney if forming the company remotely.
Submit the application and pay the state registration fee (100 GEL for standard 1-day processing, 200 GEL for same-day expedited).
Receive the Extract from the Registry and the 9-digit Identification Number confirming the company's legal existence.
Register with the Revenue Service of Georgia for tax purposes and open a corporate bank account.
Cost Breakdown
Detailed breakdown of formation and ongoing costs
| Item | Type | Amount |
|---|---|---|
| State filing fee (Standard) | One-time | $40 |
| Registered office / Virtual address | Annual | $200 |
| Notarization and translation of documents | One-time | $150 |
| Legal / Agency formation fee | One-time | $300 |
| Accounting services (starting) | Annual | $600 |
| First year total | $1,290 | |
| Annual ongoing | $800 | |
Real-World Examples
Typical use cases for this entity type
- A boutique legal consulting firm founded by two Georgian lawyers who share profits and liabilities equally.
- A small family-run agricultural export business where trust is high and corporate formalities are kept to a minimum.
- A joint venture between two freelance software developers pooling resources for a specific, short-term, low-risk project.
Common Mistakes
Pitfalls to avoid during setup and operations
- Choosing a JLC instead of an LLC without fully understanding the severe risks of unlimited personal liability.
- Failing to draft a comprehensive partnership agreement, leading to future disputes over profit sharing and decision-making.
- Not registering the company with the Revenue Service immediately after NAPR registration, causing compliance issues.
- Assuming one partner's bad business decisions or debts won't affect the other partners' personal assets.
- Trying to open a corporate bank account remotely without strong proof of local business substance or ties to Georgia.
Other entity types
Other formation options in Georgia
Limited Liability Company (LLC)
- Tax
- 15.0%
- Formation
- $37
Individual Entrepreneur
- Tax
- 1.0%
- Formation
- $10
Virtual Zone Company
- Tax
- 0.0%
- Formation
- $40
LLC (International Company)
- Tax
- 5.0%
- Formation
- $74
Joint Stock Company (JSC)
- Tax
- 15.0%
- Formation
- $135
Branch Office
- Tax
- 15.0%
- Formation
- $75
Limited Partnership
- Tax
- 15.0%
- Formation
- $38
Cooperative
- Tax
- 15.0%
- Formation
- $37
Compare with Other Countries
| Country / Type | Tax | Formation | Annual |
|---|---|---|---|
| 🇬🇪 Joint Liability Company(JLC) | 15.0% | $40 | $0 |
FAQ
What is a Joint Liability Company (JLC) in Georgia?
A JLC is the Georgian equivalent of a General Partnership, where two or more partners engage in business under a single brand name and have unlimited joint and several liability for the company's debts.
Do I need to visit Georgia to form a JLC?
No, you can form a JLC remotely by providing a notarized and apostilled Power of Attorney to a local legal representative.
What is the corporate tax rate for a JLC?
Georgia applies a 15% corporate income tax, but under the Estonian model, this tax is only levied when profits are distributed as dividends. Retained earnings are taxed at 0%.
Are partners personally liable for the company's debts?
Yes, all partners in a JLC have unlimited personal liability. If the company cannot pay its debts, creditors can go after the partners' personal assets.
Is there a minimum capital requirement?
No, there is no minimum share capital required to establish a Joint Liability Company in Georgia.
Can foreigners be partners in a Georgian JLC?
Yes, there are no residency or citizenship restrictions for partners in a Georgian JLC.
How long does it take to register?
Once all properly formatted and apostilled documents are submitted to the NAPR, registration typically takes 1 to 2 business days.
Do I need a local registered agent?
You are required to have a registered legal address in Georgia, but you do not need a resident director or a formal registered agent like in the US.
Detailed Tax Rates
Corporate Income Tax
| From | To | Rate |
|---|
Georgia uses the Estonian model of corporate taxation, where retained earnings are not taxed. The 15% corporate income tax is only applied when profits are distributed as dividends or used for non-business expenses.
Personal Income Tax (Top rate: 20.0%)
| From | To | Rate |
|---|---|---|
| $0 | No limit | 20.0% |
Georgia applies a flat 20% personal income tax rate on worldwide income for residents, though foreign-sourced income is generally exempt under the territorial tax system. Small businesses with turnover up to 500,000 GEL can opt for a 1% turnover tax.
Capital Gains Tax
20.0%
Capital gains for individuals are generally taxed at the flat 20% personal income tax rate, with exemptions for residential property held for over two years. Corporate capital gains are taxed at 15% only upon distribution.
VAT / GST
18.0%
Registration Threshold: GEL100,000
Non-resident providers of digital services to Georgian consumers are required to register and charge 18% VAT on these services.
Withholding Tax
Georgia has a broad network of over 55 double taxation treaties that can reduce withholding tax rates on dividends, interest, and royalties, in some cases down to 0%.
Payroll & Social Security
Georgia does not have a traditional social security tax. Instead, there is a mandatory pension contribution where the employer, employee, and the state each contribute 2% of the gross salary.
Other Taxes
Property Tax
Property tax is levied at up to 1% of the market value of the property, depending on the owner's household income. Families with an annual income below 40,000 GEL are exempt.
Small Business Turnover Tax
Individual entrepreneurs with an annual turnover of up to 500,000 GEL can register for Small Business Status and pay a flat 1% tax on gross turnover instead of standard income tax.
Incentives & Support
Virtual Zone Person (VZP)
Tax exemption for IT companies exporting software and digital services outside of Georgia.
0% Corporate Income Tax and 0% VAT on export revenues.
Eligibility: Must be an IT company developing software/IT products and exporting them to foreign clients.
Free Industrial Zone (FIZ)
Special economic zones designed for manufacturing, processing, and export-oriented businesses.
0% Corporate Tax, 0% Property Tax, 0% VAT, and 0% Customs Duties on imports/exports.
Eligibility: Companies must physically operate within a designated FIZ (e.g., Tbilisi, Poti, Kutaisi) and obtain a FIZ license.
International Company Status (ICS)
Preferential tax regime for IT and shipping companies with substantial local presence.
Reduced 5% Corporate Income Tax, 5% Personal Income Tax on salaries, and 0% Dividend Tax.
Eligibility: Must operate in IT or shipping sectors, have at least 2 years of experience, and maintain real substance (employees/office) in Georgia.
Formation Requirements
Minimum Capital
No requirement
There is no minimum capital requirement to form a Joint Liability Company (JLC) in Georgia.
Local Director
Not Required
Foreigners can act as directors and partners without any residency restrictions.
Registered Office
Required
Virtual office allowed. $100 - $300 per year
Notarization Required
Yes
Power of Attorney (Remote)
Required
A notarized and apostilled Power of Attorney is required if the founders are not physically present in Georgia during registration.
Timeline
Standard: 2-3 business days days
Expedited: 1 business day days ($40)
Required Documents
- 1Passport copies of all partners
- 2Power of Attorney (if forming remotely)Apostille needed
- 3Partnership Agreement / Charter
- 4Consent of the registered office provider
- 5Notarized specimen signaturesApostille needed
Compliance & Reporting
Annual Filings
Annual Corporate Income Tax Return
Penalty: Late filing incurs financial penalties and potential administrative restrictions from the Revenue Service.
SARAS Financial Reporting
Penalty: Fines and restrictions on business operations, including difficulties in securing bank loans or passing future audits.
Annual Property Tax Return
Penalty: Late payment penalties and interest charges apply to the outstanding tax balance.
Audit Requirement
Not Required
Mandatory only for companies with an annual turnover exceeding 200,000 GEL or those falling into specific SARAS categories (Category I-IV).
Accounting Standard
IFRS / IFRS for SMEs
Tax Return Deadline
April 1 (Annual CIT) and 15th of each month (Monthly CIT on distributed profits)
VAT Filing Frequency
Monthly (by the 15th of the following month)
Data Protection
Governed by the Law of Georgia on Personal Data Protection, which aligns closely with European GDPR standards.
Banking & Payments
Bank of Georgia (BOG)
One of the largest traditional banks in Georgia. Offers excellent multi-currency business accounts and digital banking, but typically requires physical presence and proof of local business substance.
TBC Bank
A leading Georgian bank known for its award-winning business app and API integrations. Strict KYC procedures apply for non-resident founders.
Payze
Remote-friendlyA popular Georgian fintech and payment gateway that allows local companies to accept international payments easily. Very friendly to digital businesses.
Payoneer
Remote-friendlyWidely used by Georgian IT companies and freelancers to receive USD/EUR payments globally, as traditional platforms like Stripe are not natively supported.
Payment Gateways
Payze, Unipay, 2Checkout, Payoneer, Bank of Georgia E-commerce, TBC E-commerce
Currency
GEL
Multi-Currency: Supported
Account Opening
Opening a corporate bank account in Georgia has become stricter for non-residents due to enhanced KYC regulations. While multi-currency accounts are standard, traditional banks like TBC and Bank of Georgia typically require physical presence, proof of local substance, or detailed business contracts. Remote opening via Power of Attorney is possible but faces higher rejection rates.
Practical Information
Timezone
UTC+4
Business Language
Georgian (official), English, Russian
Legal System
Civil law
Ease of Doing Business
#7
IP Protection
Intellectual property is protected by Sakpatenti (National Intellectual Property Center) and aligns with WIPO and EU standards under the Deep and Comprehensive Free Trade Area (DCFTA) agreement.
Double Tax Treaties
58 countries
Notable treaties: United Kingdom, Germany, United Arab Emirates, Turkey, China, Singapore
Visa & Residency Options
1-Year Visa-Free Regime
Citizens of over 95 countries can live, work, and operate a business in Georgia visa-free for up to 365 days. The period resets upon leaving and re-entering the country.
Working Residence Permit
Available to foreign business owners and employees. The Georgian company must demonstrate a minimum annual turnover of 50,000 GEL per foreign employee to qualify.
Investment Residence Permit
Granted to foreigners who invest at least $300,000 USD in the Georgian economy (e.g., real estate or business). It offers a 5-year permit that can lead to permanent residency.
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Changelog
Data updates and changes on this page
Verified state filing fees, tax rates, and compliance requirements for Georgia Joint Liability Companies for 2026.
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