Crypto Company Registration in Georgia: Structure and VASP Licensing

Forming the company is the easy half. The VASP licence question and which structure survives banking decide the rest.

Registering a Georgian company to run a crypto business is straightforward on paper and genuinely more layered underneath. Forming the entity is the same process as any other Georgian company. Whether that entity also needs a licence from the National Bank of Georgia, which structure actually survives contact with a bank, and whether the cheap tax rate even applies to what you are building, are three separate questions most guides collapse into one. Here is where each answer actually sits.

Two separate questions, not one

Most searches for "crypto company registration Georgia" are really asking two different things at once: how do I set up the entity, and do I need permission from a regulator to actually run the business. Company formation answers the first question and says nothing about the second.

Registering an LLC in Georgia takes a few business days regardless of what the company does, with no sector-specific approval built into the registry process itself. What changes for a crypto business is what happens after registration: if the activity involves handling virtual assets on behalf of other people, a separate licensing step with the National Bank of Georgia sits between "the company legally exists" and "the company can lawfully operate," and skipping it is not a paperwork oversight - it is operating an unregistered financial service.

When you actually need VASP registration

Georgia defines a Virtual Asset Service Provider as anyone providing a virtual asset service for the benefit of another person, and the National Bank of Georgia has supervised registration for this activity since 1 July 2023, under a rule its Governor approved that June. The activities that trigger it are specific:

  • Exchange between virtual assets and fiat currency or other financial instruments
  • Transfer of convertible virtual assets on behalf of a customer
  • Safekeeping or administration of virtual assets, or of instruments enabling control over them
  • Portfolio management of virtual assets for a client
  • Administration of a trading platform for virtual assets
  • Lending of virtual assets
  • Participation in and provision of financial services related to an issuer's offer or sale of virtual assets

The phrase doing the real work is "for the benefit of another person." A business running an exchange, holding customer assets in custody, or operating a trading platform is squarely inside this list regardless of scale. Someone trading their own portfolio through their own Georgian company, with no customer-facing service attached, is a different question entirely, covered by the ordinary business-versus-personal-activity line we work through in crypto tax in Georgia - VASP registration is about serving other people's assets, not about running your own trading strategy through a registered entity.

Structure choice: why this is not really an IE-versus-LLC decision

For most Georgian businesses, Individual Entrepreneur versus LLC is a live choice with real trade-offs on both sides. For a business that will actually need VASP registration, it narrows considerably. The National Bank's registration process centres on fit-and-proper vetting of the entity's administrators and its significant shareholders, including beneficial owners, alongside requirements for a head office, operational systems and AML/CFT controls. Those are concepts built around a corporate entity with defined officers and a share register, not a sole proprietorship registered against one person's own name.

In practice, that means structuring as an LLC from the outset if VASP registration is genuinely part of the plan, rather than starting as an Individual Entrepreneur and hoping to convert later. Since an IE cannot be converted directly into an LLC - the business has to be re-registered from scratch - getting the structure right before you approach the National Bank saves a second registration exercise later. Current guidance on the registration fee for VASP applicants runs to a fixed figure in the thousands of lari, on top of the LLC's own formation cost, so it is worth budgeting as a distinct line item rather than an afterthought to company registration.

What VASP registration actually involves

The application itself runs through the National Bank of Georgia and covers several distinct areas at once: fit-and-proper assessment of every administrator and significant shareholder, evidence of a genuine Georgian head office rather than a nominal address, documentation of the software systems and internal controls behind whatever service you provide, and a full anti-money-laundering and counter-terrorist-financing programme assessed both at application and on an ongoing basis afterward.

Current guidance also points to a practical, ongoing requirement that the person responsible for the VASP spend meaningful time physically in Georgia each month, reflecting the National Bank's expectation of genuine local oversight rather than a registration held purely on paper. The National Bank has also tightened enforcement recently, requiring registered providers to visibly display their registration certificate across their offices, website and app from the start of 2026, after identifying unregistered operators, including in Free Industrial Zones, misleading customers about their status. None of this is a box-ticking exercise, and treating it as one is the most common way an otherwise well-structured crypto business ends up with an enforcement problem rather than a functioning licence.

Registering the company is not the same as being licensed to operate

An LLC that runs an exchange or holds customer assets without VASP registration is not a business with a paperwork gap - it is operating an unregistered financial service, and the National Bank has been actively identifying exactly this pattern. If your business model touches another person's virtual assets in any of the ways covered above, budget the VASP application into your timeline before you take a single customer, not after.

Realistic timeline and cost

Registering the LLC itself follows the same short timeline as any other Georgian company - a matter of business days once documents are in order. The VASP application is the part that actually sets the schedule, since the National Bank's fit-and-proper review of every administrator and significant shareholder, plus its assessment of your AML/CFT programme and internal systems, is a substantive review rather than a formality, and it runs to weeks rather than days for a first-time applicant with no track record yet.

Budget for three separate cost lines rather than one figure: the LLC's own formation cost, the VASP registration fee itself, and the ongoing cost of the compliance programme - AML/CFT policies, transaction monitoring and the internal controls the National Bank expects to see maintained after registration, not only at the point of application. A business that treats the compliance side as a one-time cost at registration, rather than an ongoing operational commitment, is the one most likely to run into the enforcement pattern the National Bank has been actively targeting.

The Small Business Status question, answered honestly

Once the licensing question is settled, a second one follows close behind: does the business even qualify for Georgia's 1% turnover regime once it is a genuine crypto business rather than personal trading. The honest answer is that this is genuinely unresolved for a trading or exchange business specifically.

The decree governing Small Business Status, Resolution No. 415, excludes currency exchange operations, banking, insurance and financial intermediation, and it was written years before crypto assets existed as a recognised asset class. Whether a crypto trading or exchange business falls inside that exclusion is a real grey area the text does not settle, and English-language guidance on it disagrees. Mining sits more comfortably outside the exclusion, since Georgia's Ministry of Finance classifies it as a service rather than a currency operation, but a business built around exchange or trading activity is closer to the line and needs checking against your specific registered activity before you assume either answer.

Where Small Business Status is genuinely uncertain, an LLC is the working structure regardless: 15% on distributed profit, 0% on what stays in the company, and no activity exclusion of the kind that governs the 1% regime. It is also, independently of the tax question, the structure a VASP application is realistically built around in the first place.

Banking reality: the part everyone underestimates

Licensing and tax structure solved, banking is where a crypto business actually meets friction, and it is worth planning for honestly rather than discovering it mid-application. Georgian banks apply the same enhanced scrutiny to a crypto-labelled business that banks anywhere apply to this sector: detailed source-of-funds questions, a longer compliance interview, and sometimes outright hesitation, independent of whether the business is properly VASP-registered or holds a spotless compliance file.

This friction compounds with a separate effect covered in is Georgia a tax haven: some foreign banks and payment processors flag any low-tax jurisdiction as elevated risk by internal policy, regardless of actual blacklist status, and a crypto business layers its own sector-specific scrutiny on top of that. The practical fix is the same one that helps with the licensing side: genuine documentation of what the business does, clean records of counterparties and transaction flows, and opening the account with a bank that has actually seen a crypto business before, rather than assuming any Georgian bank will treat the application the same way.

Putting the sequence together

The order that actually works is registering the LLC with VASP registration already in mind if the business model needs it, confirming the Small Business Status question honestly rather than assuming it either way, applying for VASP registration before taking a single customer if the service touches other people's assets, and having the banking conversation early rather than after the company is already operational and unable to bank anywhere.

Crypto Company Registration

We'll structure the entity correctly from the start, tell you plainly whether VASP registration applies to your model, and give you an honest read on the Small Business Status question and the banking reality before you register anything.

See what it costs

If you are still deciding whether the business genuinely needs a VASP licence, or whether it is closer to personal trading run through a company for convenience, that distinction is worth getting right before registration rather than after - the fix afterward is a second application and a delayed launch, not a quick correction.

Key takeaways

  • Decide early whether your model genuinely needs VASP registration - treating an exchange or custody service as launch-first, licence-later is an enforcement risk, not a shortcut.
  • Structure as an LLC from the outset if VASP registration is even a possibility, since converting from an IE later means a full re-registration, not a simple amendment.
  • Get a specific answer on the Small Business Status question for your registered activity code before assuming either the 1% rate or the standard rate applies to your business.
  • Budget the VASP fee and the ongoing compliance programme as their own line items in your plan, separate from the LLC's own formation cost.
  • Start the banking conversation early, with an institution that has actually handled crypto clients before, rather than assuming any Georgian bank treats the application the same way.
  • Keep the sequence in order - structure, then the licensing question, then banking - rather than registering first and working out the rest afterward.

Frequently asked questions

Do I need a special licence to run a crypto business in Georgia?

If your business provides a virtual asset service to other people - exchange, custody, trading-platform operation, portfolio management or lending - yes, you need National Bank of Georgia VASP registration, required since 1 July 2023. Trading your own portfolio through your own company does not trigger this requirement.

Can I register as an Individual Entrepreneur and still get VASP registration?

In practice, no. The National Bank's fit-and-proper review is built around named administrators and significant shareholders, which fits a corporate entity rather than a sole proprietorship. If VASP registration is part of your plan, structure as an LLC from the outset.

What activities trigger VASP registration?

Exchange between virtual assets and fiat or other financial instruments, transfer of virtual assets on a customer's behalf, safekeeping or custody, portfolio management, operating a trading platform, lending virtual assets, and participating in an issuer's offer or sale of virtual assets, where any of these is done for someone else's benefit.

Does a Georgian crypto company automatically get the 1% Small Business Status rate?

Not necessarily, and it is genuinely unresolved for a trading or exchange business specifically. The decree governing Small Business Status excludes currency exchange and financial intermediation and predates crypto assets, so whether it reaches a crypto trading business needs checking against your specific activity rather than assuming either way.

Is mining treated differently from trading for licensing and tax purposes?

Yes. Mining is classified by Georgia's Ministry of Finance as the supply of computational power, a service rather than a currency operation, which sits more comfortably outside the Small Business Status exclusion. Trading or running an exchange sits closer to the excluded category and needs individual assessment.

How much does VASP registration cost?

Current guidance points to a fixed government registration fee in the thousands of lari, separate from and in addition to the cost of forming the LLC itself. Budget it as its own line item rather than assuming it is bundled into company registration.

Will Georgian banks treat a crypto company like any other LLC?

Not in practice. Crypto-labelled businesses generally face heavier source-of-funds questions and a longer compliance interview than an equivalent non-crypto company, independent of whether the business is properly VASP-registered. Clean documentation and a bank that has handled crypto clients before both help.

What happens if I run an exchange or custody service without VASP registration?

You are operating an unregistered financial service, not merely missing a formality. The National Bank has actively identified and acted against unregistered providers, including a 2026 rule requiring registered VASPs to visibly display their registration certificate specifically to help customers spot unregistered operators.

Can I convert my Individual Entrepreneur into an LLC once I realise I need VASP registration?

Not directly - Georgia has no conversion mechanism between the two. You register the LLC as a new entity, move the business across, and close the IE, which is why it is worth deciding the structure correctly before you start rather than mid-course.

Does registering a crypto company in Georgia require a residence permit or tax residency?

No. Company registration itself has no residency requirement of any kind, tax or legal. VASP registration is a separate regulatory question about the business's activity, not the founder's residency status.

Is personal crypto trading through my own Georgian company treated as a VASP activity?

No, provided you are trading your own assets rather than providing a service to other people. VASP registration is triggered by serving customers, not by structuring your own trading activity through a registered entity - though whether that activity still qualifies for Small Business Status is the separate question covered above.

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