Tax12 min read
What Business Structure to Open in Georgia: IE vs LLC
What business structure to open in Georgia: an individual entrepreneur at 1% of turnover, an LLC at 15% on distributed profit, or an IT status, with costs.
Levan JojuaCEO and Lead Tax Adviser

In short
- Only an individual entrepreneur can hold Small Business Status, which taxes turnover at 1% up to ₾500,000 a year, and an LLC cannot hold it at any size.
- An LLC pays 15% corporate tax plus 5% dividend withholding only on profit it distributes, pays 0% on profit it keeps, and limits the owner's liability to the company.
- On ₾200,000 of turnover at a 60% margin, an entrepreneur with the status pays ₾2,000 and an LLC that distributes all its profit pays ₾23,100.
Choosing what business structure to open in Georgia sets your tax rate, your personal liability and the bookkeeping the law requires. On ₾200,000 of turnover, the same business can owe ₾2,000 in tax under one structure and more than ₾23,000 under another. One person selling services under ₾500,000 a year usually pays the least tax as an individual entrepreneur with Small Business Status. An LLC usually suits a business with co-owners, exposure to claims or profit to reinvest.
Company Types in Georgia: Comparison Table
The Law of Georgia on Entrepreneurs recognises six legal forms. Foreign founders nearly always register one of two, an individual entrepreneur (IE) or a limited liability company (LLC).
IE and LLC are legal forms, registered at the Public Service Hall. Small Business Status, Micro Business Status, Virtual Zone and International Company Status are tax statuses, each applied for separately at the Revenue Service.
| Structure | Tax on business income | Limit or condition | Owner’s liability | Bookkeeping |
|---|---|---|---|---|
| Individual with Micro Business Status | 0% of turnover | Under ₾30,000 a year, no employees | No company, held by an individual | Lighter reporting than the monthly declaration |
| IE with Small Business Status | 1% of turnover, 3% after the ceiling is crossed | Under ₾500,000 a year, activity not on the prohibited list | Unlimited, personal | Invoices and receipts only, until a VAT obligation arises |
| IE without a status | 20% of profit, expenses deductible | No ceiling | Unlimited, personal | Full income and expense accounts from the first day |
| LLC | 15% plus 5% dividend withholding on distributed profit, 0% on retained profit | Any legal activity, no ceiling | Limited to the company | Full accounts from incorporation, SARAS reporting by category |
| LLC with Virtual Zone status | 0% on IT products it created and sold outside Georgia | Software production in Georgia, no minimum trading history | Limited to the company | Full accounts, exempt and taxable income separated every month |
| LLC with International Company Status | 5% on profit, 5% on salaries, 0% on dividends | 2 years of experience, local substance, 98% of revenue from permitted activities | Limited to the company | Full accounts, other revenue tracked against a 2% cap |
Whichever structure you choose, VAT registration is mandatory once taxable turnover goes above ₾100,000 in any rolling 12 months, and the rate is 18%.
Individual Entrepreneur vs LLC Tax: Example on ₾200,000 of Turnover
Take a service business with ₾200,000 of annual turnover and a 60% margin, which is ₾120,000 of profit.
| Structure | How the tax is calculated | Tax |
|---|---|---|
| IE with Small Business Status | 1% of ₾200,000 of turnover | ₾2,000 |
| IE without a status | 20% of ₾120,000 of profit | ₾24,000 |
| LLC, all profit distributed | 15% corporate tax of ₾18,000, then 5% withheld from the ₾102,000 dividend | ₾23,100 |
| LLC, all profit kept in the company | Nothing is distributed | ₾0 |
For a solo owner who takes out everything the business earns, the IE with the status pays ₾21,100 less than the LLC. The LLC costs less when profit stays in the company, because corporate income tax is charged when profit is distributed, and profit left in the company is taxed at 0% with no time limit.
Which Business Structure to Choose in Georgia: 8 Common Situations
An IE with Small Business Status usually has the lowest tax, but it is unavailable to a business with a co-owner or a prohibited activity. Where more than one of the situations below applies, co-owners, liability and a prohibited activity decide the structure before the tax rate does.
Solo Freelancer Under ₾500,000 Turnover: IE With Small Business Status
An IE with Small Business Status is usually the lowest-tax structure for one person who sells their own services, expects less than ₾500,000 of turnover a year and works in an activity that is not prohibited. The 1% tax is charged on turnover with no deductions, so ₾100,000 invoiced costs ₾1,000. The income also has to count as Georgian-source.
An IE that has only registered pays the standard 20%. The 1% rate needs a second application, for Small Business Status, which the Revenue Service grants.
Turnover Under ₾30,000 With No Employees: Micro Business Status
Micro Business Status taxes turnover under ₾30,000 a year at 0%. It allows no employees, and its list of eligible activities is narrower than for Small Business Status, with ordinary trade and resale restricted more tightly.
Passing ₾30,000 or hiring anyone starts a period of 15 calendar days to apply for Small Business Status. If the application is late, income earned from 1 January of that year until the new status is granted is taxed at 20%. On ₾25,000 of turnover the saving against the 1% regime is ₾250.
Low Margins, Resale or Subcontracting: 1% of Turnover vs 20% of Profit
The 1% is charged on gross turnover, so it costs more when most of the revenue passes through to suppliers. At a net margin of 5% the two taxes cost the same, because 1% of the turnover and 20% of the profit are then the same amount. Below 5%, the 20% rate is cheaper. A reseller with ₾400,000 of turnover and a 3% margin earns ₾12,000 of profit and pays ₾4,000 under Small Business Status, against ₾2,400 as an IE without the status.
Subcontracting has the same effect on the ceiling. An agency that bills ₾600,000 and passes ₾400,000 to subcontractors has crossed ₾500,000 on the full ₾600,000. A business with these numbers should compare an IE without the status and an LLC, because both tax profit and not turnover.
Business With Partners or Investors: LLC Required
An IE always has exactly one owner. It cannot take on a partner, issue shares or raise outside investment. A business with a co-founder or an investor needs an LLC, which can have one or more owners in any agreed proportion and has no minimum share capital.
The standard charter approved by the Ministry of Justice covers a single-owner or evenly split company. Unequal voting rights, investor vetoes or restrictions on selling a stake need a custom charter. A shareholders agreement is a separate private contract between the owners that covers exit, deadlock and disputes, and it is not filed with the registry.
Personal Liability: Individual Entrepreneur vs LLC
An IE is not a separate legal person. Under Article 3(1) of the Law on Entrepreneurs, the owner is personally liable to creditors with all of his or her assets. An LLC is a separate legal person, and liability for its debts is limited to the company.
If the contracts you sign or the staff you employ expose the business to claims, choose an LLC whatever the tax rate. A bank or landlord dealing with a new LLC with no trading history sometimes asks a director or major shareholder to guarantee a first lease or credit line personally, and that guarantee creates personal exposure for that one obligation.
Reinvested Profit: 0% Tax on Profit Kept in an LLC
Corporate tax of 15% and dividend withholding of 5% apply only when an LLC pays profit out. A company that reinvests all of its ₾120,000 of profit owes ₾0 for that year, and one that distributes half owes ₾11,550.
An owner who withdraws everything each year pays 19.25% through an LLC, so the lower tax depends on leaving money in the business. Money in an LLC’s account belongs to the company, and personal spending from it is taxed as a distribution at 15%.
Activities Prohibited Under Small Business Status
Some activities cannot hold Small Business Status at any turnover. Government Resolution No. 415 of 29 December 2010 excludes medical, architectural, legal and notarial services, auditing, consulting including tax consulting, currency exchange, banking, insurance, financial intermediation, gambling and activities that need a licence or permit.
The Revenue Service reads the registered activity code and the wording of contracts and invoices, so work billed as consulting risks exclusion from the status. If your work is on the prohibited activities list, the 1% is unavailable and the choice is between an IE at 20% of profit and an LLC.
Turnover Over ₾500,000: 3% Rate and Loss of Small Business Status
Crossing ₾500,000 in a year does not end Small Business Status. The rate rises to 3% for the rest of that calendar year and returns to 1% on 1 January. Crossing the ceiling in two consecutive years revokes the status from 1 January of the third year, and the business then pays 20%.
It is not settled in published guidance whether a business over the ceiling pays 3% only on the excess or on all of that year’s turnover, so plan for the ₾500,000 turnover threshold before you reach it. An LLC has no turnover ceiling. An IE cannot be converted into an LLC. The switch is a new LLC registration, a transfer of the contracts and the banking to the company, and the closure of the IE.
Virtual Zone and International Company Status for IT Companies
Both IT statuses require an LLC, so an IE cannot hold either. A solo developer with turnover under ₾500,000 usually starts as an IE with Small Business Status.
Virtual Zone status, granted under the Law of Georgia on Information Technology Zones, takes corporate tax to 0% on IT products the company created and sold to clients outside Georgia. The law sets no minimum trading history, headcount or revenue. Sales to Georgian clients, salaries at 20% and dividend withholding at 5% stay under the standard rules.
The Revenue Service has moved toward requiring evidence that the development happened in Georgia. A Virtual Zone company that cannot show it can be asked to restate past filings at 15%, with penalties and interest.
International Company Status, with its tax treatment in Article 23 of the Tax Code, sets 5% on profit, 5% on salaries and 0% on dividends. The applicant has to document two or more years of work in one of the permitted IT or maritime activities, show qualified staff and operating costs in Georgia, and earn no more than 2% of its revenue from outside the permitted list. A new company meets the two-year test only through a partner enterprise that owns more than 50% of its shares or a non-resident enterprise it represents.
A company cannot hold both statuses at once. A separate innovation framework, in force since 2025, adds three more statuses that cannot be combined with either. Published summaries still describe its relief schedule differently, so confirm the rate before relying on it.
Bookkeeping and Filing Requirements for Each Structure
Bookkeeping and filing duties depend on the legal form and the registrations a business holds, and a year with little activity does not reduce them.
- Micro Business Status. Reporting is lighter than the monthly declaration, but it is not a full exemption. Amendments in March 2026 changed procedural details, so confirm the exact filing duty with the Revenue Service.
- IE with Small Business Status. A declaration is due by the 15th of every month, including months with no income. There is no duty to keep formal accounts of income and expenses, only the invoices and receipts behind each transaction. Once a VAT obligation arises, proper accounts of income and expenses are required, and the rate stays at 1%.
- IE without a status. Full income and expense accounts from day one, since a cost can only be deducted if it is documented.
- LLC. Full accounts from the day of incorporation and a corporate tax declaration by the 15th of every month, even when nothing is owed. Every LLC also sits in a SARAS reporting category, and the annual financial statements that category requires are due by 1 October of the following year.
- Virtual Zone and International Company Status. Everything an LLC keeps and files. A Virtual Zone company also records exempt and taxable income separately every month, and an International Company tracks revenue from outside the permitted list against the 2% cap.
An IE or an LLC that buys services from outside Georgia also declares and pays 18% reverse VAT on them, with or without a VAT registration. A first employee adds payroll and pension declarations on the same 15th deadline. An IE taxed at the standard 20% files an annual income tax return before 1 April.
Accounting Cost for Each Business Structure
The price of outsourced accounting depends on how the business is registered. The ranges below are researched market figures and are not our price list.
| Structure | Typical market range a month |
|---|---|
| IE with Small Business Status, not VAT registered, few invoices | Roughly ₾100 to ₾350 |
| IE without a status, full income and expense accounts | Roughly ₾250 to ₾550 |
| VAT-registered IE or simple LLC | Roughly ₾300 to ₾900 |
| LLC with employees, payroll and pension | Roughly ₾500 to ₾1,300 |
| Virtual Zone or International Company Status LLC | Roughly ₾800 upward, often quoted individually |
Our own prices are set by transaction count, where one bank statement row, invoice, payment or expense is one transaction. IE accounting for an entrepreneur who is not registered for VAT is on the Lite package, at ₾180 a month for up to 10 transactions, ₾315 for 11 to 30 and ₾495 for 31 to 60. A simple LLC with no VAT registration and no employees pays the same Lite prices for LLC accounting.
VAT registration, employees, Virtual Zone status or International Company Status moves the business to the Business package, at ₾315, ₾495 and ₾855 for the same bands. All package prices exclude 18% VAT, and more than 60 transactions a month is quoted.
Book a Free Business Structure Consultation
A free 30-minute consultation. Tell us how you plan to register and roughly how many transactions you expect a month, and you leave knowing what that structure has to file and what its accounting costs.
Business Structure in Georgia: FAQ
What is the difference between an individual entrepreneur and an LLC in Georgia?
Only an individual entrepreneur can hold Small Business Status and pay 1% of turnover, but the owner and the business are the same legal person, so the owner answers for business debts with personal assets. An LLC is its own legal person, so its debts are the company's and not the owner's. It pays 15% corporate tax plus 5% dividend withholding on distributed profit, and it can have several owners and outside investors.
What business should I open in Georgia as a freelancer?
For one person selling services with turnover under ₾500,000 a year, an individual entrepreneur with Small Business Status usually costs the least, at 1% of turnover. The activity must not be on the prohibited list in Government Resolution No. 415, and the income has to count as Georgian-source. Under ₾30,000 a year with no employees, Micro Business Status taxes the turnover at 0%.
What company types are there in Georgia?
The Law on Entrepreneurs recognises six forms, which are the individual entrepreneur, general partnership, limited partnership, limited liability company, joint stock company and cooperative. In practice, foreign founders choose between two of them, the individual entrepreneur and the LLC, in all but rare cases. The joint stock company is for a business that raises capital by selling tradable shares, and in a general partnership every partner carries unlimited liability for the whole business.
Can an LLC get the 1% tax rate in Georgia?
No. The 1% rate comes from Small Business Status, which only an individual entrepreneur can hold, and an LLC has no equivalent status. An LLC pays 15% corporate tax plus 5% dividend withholding on profit it distributes and 0% on profit it keeps.
Can I change from an individual entrepreneur to an LLC later?
Yes, but there is no conversion procedure, because the two are different legal forms. A new LLC is registered, the contracts and the banking are transferred to it, and the individual entrepreneur's registration is then closed. Owners usually do this when turnover approaches ₾500,000 or a second owner joins.
Which business structure protects my personal assets in Georgia?
An LLC, where liability is limited to the company. A joint stock company and a cooperative limit liability in the same way. An individual entrepreneur and every partner in a general partnership carry unlimited personal liability, and a bank or landlord can still ask the director of a new LLC for a personal guarantee on a specific lease or credit line.
Do foreigners need a local partner or director to open a business in Georgia?
No. An individual entrepreneur and an LLC have no citizenship, residency or local partner requirement, and a single foreign national can be the sole founder and sole director of an LLC. Both can be registered without visiting Georgia, under a power of attorney signed and apostilled in your own country.
Is there a minimum share capital for an LLC in Georgia?
No. The Law on Entrepreneurs (Article 45) lets founders set the capital at any figure, and the registry does not ask for a deposit or proof of it. The figure stated in the charter is public record, and banks and counterparties look at it.
Which structure is best for an IT company in Georgia?
A solo developer with turnover under ₾500,000 usually starts as an individual entrepreneur with Small Business Status at 1%. A software company exporting its own product needs an LLC to apply for Virtual Zone status, which gives 0% corporate tax on that export income with no minimum trading history. After two years of documented experience, International Company Status becomes available at 5% on profit, 5% on salaries and 0% on dividends.
Is accounting cheaper for an individual entrepreneur than for an LLC?
On market rates, yes. An entrepreneur with Small Business Status and few invoices pays roughly ₾100 to ₾350 a month, and a simple LLC roughly ₾300 to ₾900. Our Lite package costs the same ₾180 a month for either when there is no VAT registration, no employees and up to 10 transactions. VAT registration or staff moves either structure to Business, from ₾315.


