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Georgia – Deadline to update Company Registration Data
In a significant move to modernize its business registry, Georgia has introduced new legal requirements under Article 254. This law mandates that companies registered before the 1st of January 2022, must update their registration data to comply with new standards by the 1st of April 2026.
Who’s Affected?
The law applies to:
- Joint-stock companies
- Limited Liability Companies
- Limited Partnerships
- General Partnerships
- Cooperatives
- Georgian branches of foreign companies
Individual entrepreneurs and non-commercial legal entities are exempt from these requirements.
Key Changes and Procedures
Companies must submit the following to the National Agency of Public Registry (NAPR):
1. Original formation agreement (pre-2022)
2. Updated formation agreement (if applicable)
3. Identification documents of founders/trustees
Voting requirements for these changes depend on the company’s pre-2022 statutes. In some cases, additional partner consent may be needed for changes affecting share transfers or partner obligations.
Compliance Timeline
While the law came into effect on the 1st of January 2022, businesses have until the 1st of April 2026, to ensure full compliance.
The Risks of Non-Compliance
Failure to meet the deadline could result in:
- Suspension of company registration
- Public listing of non-compliance
- Restriction of company powers (e.g., contract signing, property management, banking operations)
- Potential company liquidation if not resolved within an additional 3-month grace period
For more information or assistance with these new requirements, please contact mercator@citco.com
