Incorporation · Compare

LLC vs IE vs Small Business Status

The three Georgian foreign-founder structures, side-by-side. Pick the right one in three questions.

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The three-question decision tree

You don’t need a long comparison matrix to pick the right structure. You need three yes/no questions answered in order:

  1. Are you the only founder? No → LLC. Yes → continue.
  2. Do you expect annual revenue clearly above 500,000 GEL?Yes → LLC. No → continue. “Maybe” → standard IE for the year, then convert to LLC.
  3. Do you expect outside investment, significant hires, or an acquisition? Yes → LLC. No → SBS.

That’s the decision in 30 seconds. The longer answer follows.

Worked tax-cost examples

Three foreign founders, identical revenue, identical 20% deductible business costs[1]:

Founder A — 50,000 GEL/year revenue, single founder:

Founder B — 250,000 GEL/year revenue, single founder:

Founder C — 750,000 GEL/year revenue, single founder:

The crossover point: SBS dominates under 500,000 GEL of revenue. Above 500,000 GEL the LLC dominates, especially when reinvesting profit (the Estonian-style CIT model means retained earnings are tax-free until distribution).

The full comparison

LLC vs Individual Entrepreneur vs Small Business Status — full feature comparison
Feature
LLCLimited Liability Company
Standard IEIndividual Entrepreneur
IE + SBSSmall Business Status
Separate legal entity
YesNo (sole trader)No (sole trader)
Number of owners
Up to unlimited shareholdersSingle (the founder)Single (the founder)
Limited liability
Yes — capped at contributed capitalNo — personal liabilityNo — personal liability
Tax base
Distributed profit onlyNet income (after costs)Gross turnover
Tax rateTax Code of Georgia, consolidated
15% CIT on distribution20% PIT on net income1% on turnover (3% for some services)
Revenue cap
NoneNone500,000 GEL / calendar year (hard threshold)
VAT registration threshold
100,000 GEL turnover100,000 GEL turnover100,000 GEL turnover (SBS does not exempt VAT)
Foreign ownership
100% allowed100% allowed (any nationality)100% allowed
Director / management
Single director (any nationality)The founder personallyThe founder personally
Setup time at PSH
1 business day standardSame daySame day + SBS election (1–3 business days)
Setup state fees
~100 GEL standard~50 GEL~50 GEL (election is free)
Charter / constitutional document
Required (notarised)Not requiredNot required
Annual financial statements
Yes — IFRS for SMEs typicallyNo — annual income tax return onlyNo — annual income tax return only
External investment / share issuance
Yes — full share issuanceNot possibleNot possible
Activity exclusions
Some regulated activities (banking, insurance) need separate licencesSome regulated activities need licencesSeveral activities excluded entirely; some at 3% rate instead of 1%
Best for
Multi-founder, scaling, investor-backed, or revenue clearly above 500K GELTransitioning out of SBS, or activities excluded from SBSSolo founders under 500K GEL revenue with eligible activity

Frequently asked questions

Which structure is best for a solo digital nomad in Georgia?
For a solo digital founder with eligible activity and revenue under 500,000 GEL/year, Small Business Status (an Individual Entrepreneur with the 1% election) is dramatically more efficient than either an LLC or a standard IE. SBS is the default recommendation for this profile.
Which structure should multi-founder SaaS teams use?
An LLC is the only Georgian structure that supports multiple owners, share issuance, vesting, and external investment. Multi-founder SaaS teams should incorporate as a Georgian LLC regardless of revenue level.
Can I start as an IE+SBS and switch to an LLC later?
Yes. The standard pattern as revenue approaches 500,000 GEL/year is to incorporate a Georgian LLC mid-year, migrate active business contracts to the LLC effective from a chosen date, and let the IE wind down. Coordination with an accountant ensures clean cutover for tax-year purposes.
Does Small Business Status reset to a higher cost on day 366?
Crossing 500,000 GEL of turnover during a calendar year disqualifies the IE from SBS retroactively for that entire year, with all income recharacterised at the standard 20% PIT. The retroactive bill can be substantial; founders close to the threshold typically convert to LLC pre-emptively.

Sources

  1. CIT, PIT, SBS, and VAT rules used in the worked examples.(retrieved )
  2. Entity-form legal framework.(retrieved )
  3. Setup timelines and state fees.(retrieved )
  4. Small Business Status election and excluded-activity guidance.(retrieved )

Deep-dives: LLC · Individual Entrepreneur · Small Business Status

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