Skip to content

After Registration: The Compliance Calendar Every Georgian Company Needs

A post-registration operating rhythm for keeping a Georgian company clean: which obligations exist, when each falls due, who owns it, what missing one actually costs, and the annual review that catches drift before an authority does.

Beka Shakulashvili · Founder & Managing Partner June 29, 2026 10 min read
Aerial view of old Tbilisi at dusk: lit streets and tiled roofs below Narikala fortress, the Kura river beyond
Old Tbilisi at dusk, below Narikala fortress

A company is not finished on the day it is registered; that is the day its obligations begin. The difference between companies that sail through a bank review, a due diligence exercise or a tax inspection and companies that spend a stressful month reconstructing their own history is rarely intelligence or honesty. It is rhythm: the strongest founders treat registration as the beginning of a controlled routine in which notices are tracked, changes are documented, filings are reviewed, and the company's records stay consistent with reality.

Compliance is not an event. It is a calendar.

The obligations, mapped

Monthly

Filing rhythm

Most active companies file every month, not annually

Nil

Returns that can still be due

For a VAT-registered company, even an empty month

2

Separate obligations

Late filing carries a fine on the tax the return shows; late payment carries interest

ObligationCycleApplies whenUsual owner
Corporate income tax declarationMonthly when a taxable event occurred; every month for a VAT-registered companyProfit distributed, or non-business expense incurredAccountant
VAT declarationMonthlyVAT-registered, or threshold crossedAccountant
Payroll withholding and pensionMonthlyAny employee on payrollAccountant
Registered address validityContinuousAlways - notices are served thereCompany
UBO declaration accuracyOn every ownership changeAny transfer or restructuringCompany + lawyer
Annual financial statementsAnnualBy size categoryAccountant
Special status conditionsContinuousVirtual Zone, International Company, SBS and similarCompany + advisor
What a typical Georgian LLC owes, and on what cycle.

What a missed deadline actually costs

The direct cost of a late filing is usually a fine and interest, and for a small company the amounts are survivable. The real cost arrives later and is harder to price: a bank review that finds unfiled periods and restricts the account while it asks why; a preferential tax status that depended on conditions nobody was monitoring; a buyer's due diligence that reads three years of sloppy records as risk and discounts the price accordingly. Compliance debt behaves like technical debt - cheap to avoid, expensive to repay, and always repaid at the least convenient moment.

Tax Code of Georgia· Liability for failure to file and for late payment
A return filed late carries a fine of 5% of the tax the return shows where the delay is not more than two months and 10% where it is longer, and no fine where that tax is zero. Tax paid late carries interest of 0.05% for each day of delay. An understated liability is sanctioned separately.
Stated in outline from the Georgian text as read at the time of writing; the English translation on the Legislative Herald still carries older wording on the late-filing fine. Rates are set by the Code and change; the point that does not change is that the return and the payment are two separate obligations, each with its own consequence.
Worked example

The dormant company that was not dormant enough

A founder registers an LLC, registers it for VAT from the start, starts slowly, and decides the company is "dormant" for a year - no revenue, so, they assume, nothing to file.

  1. 1A VAT-registered company's filings do not pause for inactivity: its VAT, profit tax and payroll returns stay due every month even when they show nothing, and the months accumulate as unfiled periods.
  2. 2Eighteen months later the business starts properly and applies for a bank account.
  3. 3The bank's review sees a company with a filing gap; the Revenue Service profile shows eighteen months of returns that were never filed.
  4. 4The founder pays an accountant to reconstruct and file the back periods, and the account opens six weeks later than planned. On the text of the Code a late return that shows no tax carries no percentage fine, so the cost is the accountant's work and the delay.

The company was honest and had no revenue to hide. The cost - fees and six weeks - bought nothing except the lesson that "nothing happened" is itself a fact that must be filed.

Illustrative. A company outside VAT is treated differently: the Code deems an unfiled return a nil return, with exceptions set by the Minister of Finance. The treatment of unfiled periods should be confirmed for the current year.

What should be monitored continuously

Worked example

The director who resigned on paper and stayed in the registry

A company replaces its director by written decision of the partners. The new director starts work immediately. The registry filing is put on a list and forgotten.

  1. 1For registry purposes the former director remains the person with authority to represent the company.
  2. 2The new director signs a supply contract; the counterparty's lawyer checks the registry and finds a different name.
  3. 3Filings submitted under the new director's credentials are queried, because the person filing is not the person recorded as authorised.
  4. 4The former director, meanwhile, remains publicly associated with a company they no longer manage, which is a problem for them as much as for the company.

A decision changes the internal position; only the filing changes the position the outside world is entitled to rely on. The gap between the two is where contracts get challenged and filings get rejected.

Illustrative. Filing deadlines for registered data changes should be confirmed for the specific change.

  • Registered address and official notices - a notice does not have to be read to be served: as the Tax Code reads at the time of writing, a paper document is delivered once it is signed for at the registered address, and an electronic one left unread for 30 days can be served by public notice.
  • Director, shareholder, and beneficial-owner changes - filed promptly, with the UBO declaration updated in the same motion.
  • Tax registrations, VAT exposure, payroll, and monthly filings where relevant.
  • Accounting documents, invoices, contracts, and bank statements - complete in the month they arise, not reconstructed at year end.
  • Special tax-status eligibility and ongoing substance evidence - the conditions are continuous, not a one-time grant.
  • Renewals, licences, and regulated-activity triggers - especially when the activity quietly evolves.

Next step

Someone has to own the calendar

Most of these deadlines are missed because nobody was watching, not because they were hard. Trustlex keeps the registered address, reads the official notices and runs the filing calendar as one monthly service.

See what the secretarial plan covers

A practical rhythm

  1. Monthly: send the accounting pack by a fixed date; check tax and document completeness; file even when nothing happened.
  2. Quarterly: review activity against VAT and payroll exposure, and against the assumptions behind any special tax status.
  3. On every change: update director, shareholder, address, charter, or UBO information promptly - the registry is a live record, not a souvenir of incorporation.
  4. Annually: review the company file as if a bank, investor, or authority will ask for it tomorrow - because eventually one of them will. A company that holds taxable property also has property tax dates to diarise: the return and payment by 1 April, the advance payment by 15 June and the tax on land by 15 November, at the time of writing; confirm against the Tax Code.

Assign every obligation a named owner and a date. An obligation owned by "the company" is owned by nobody; the calendar works when each line says who, what and when. Trustlex's compliance calendar exists to keep exactly that visible after registration, rather than buried in email threads.

What this article does not cover

Licensed and regulated activities - payments, crypto, gambling and similar - carry sector-specific obligations on top of everything here, with their own regulators and their own calendars. If your activity is or may become regulated, the general calendar above is the floor, not the ceiling, and the sector rules need their own review.

Related articles