Corporate counsel for companies operating in Georgia
Georgian corporate law is modern and unusually permissive: the Law of Georgia on Entrepreneurs gives founders wide freedom to design their own governance. That freedom is an advantage only if it is used. Default charters registered at the House of Justice say almost nothing about deadlock, transfer restrictions, or minority protection, and those are precisely the questions that surface when the business becomes worth arguing about.
What I handle
- Formation and structuring. LLC, joint-stock company, branch, or representative office, with tax and liability consequences explained before you choose.
- Charters and governance. Tailored charters, board and director powers, reserved matters, and decision-making thresholds that work in practice.
- Shareholder arrangements. Shareholders' agreements, share transfers, pre-emption and drag/tag rights, option pools, and founder vesting.
- Transactions. Share and asset deals, due diligence, disclosure, and completion mechanics. I have structured several M&A transactions and worked on due diligence from both sides.
- Regulatory and licensing. Identifying which activities need authorisation in Georgia and how to obtain it.
- Ongoing counsel. The general-counsel role for companies too small to employ one, on a retainer or per-matter basis.
Working with foreign-owned businesses
Much of my corporate work is for companies whose owners are not in Georgia. That brings its own requirements: powers of attorney that actually work at the registry, documents legalised in the right order, signing arrangements across timezones, and coordination with business immigration when the team relocates. I also draft in English and Georgian, which avoids the translation gap that causes half of all disputes about what a bilingual contract meant.
Why work with me
Senior Associate at PwC Georgia's legal practice, associate at a Legal 500-ranked firm, LL.M. from Loyola University New Orleans as a Fulbright Scholar. I have assisted in the preparation of a $200 million ICSID arbitration, represented a gambling operator in a $300 million IP dispute, and challenged a GEL 20 million competition fine on behalf of a major pharmaceutical company. Big-firm training, delivered directly and without the bureaucracy.
Frequently asked questions
How long does it take to register a company in Georgia?
Registration at the House of Justice is typically completed within one to two business days once the documents are in order, and expedited same-day service is available. The realistic bottleneck for foreign founders is not the registry but the preparation stage: legalised corporate documents, certified translations, and a power of attorney if you are not signing in person.
Do I need a Georgian director or local shareholder?
Georgian law does not impose a general local-director or local-shareholder requirement for an LLC, so a company can be wholly foreign-owned and foreign-managed. What does need planning is the practical side: a director who actually performs work in Georgia has work authorisation obligations, and banking and tax administration are easier with someone able to act locally.
Is a shareholders' agreement enforceable in Georgia?
Yes. Shareholders' agreements are used and enforced in Georgia, and the Law on Entrepreneurs leaves considerable room to allocate rights by agreement. The practical questions are which provisions belong in the registered charter versus the private agreement, and which remedies will actually be available if the agreement is breached. Getting that split right at the drafting stage is what makes the document useful later.