GEORGIA Law and Practice Contributed by: Tamar Jikia and Archil Giorgadze, Andersen in Georgia
tee supervises the financial reporting process, the effectiveness of quality control, risk man - agement and the internal audit of financial information. • Disclosure obligations – Publicly traded com - panies shall disclose significant information, including financial statements and changes in registered data, to ensure transparency and accountability. This includes the publication of annual accounts, business reports and audit reports. 2. Corporate Governance Context 2.1 Hot Topics in Corporate Governance As of 2025, there are no major new corporate governance rules or reforms that stand out as particularly topical or transformative in the Geor - gian jurisdiction. The existing framework under the Law of Georgia on Entrepreneurs and related regulations remains largely stable, with no signif - icant legislative amendments introduced in the area of corporate governance over the past year. In light of the Russian sanctions regime, which has had and continues to have a far-reaching effect, the banks have been compelled to reas - sess their internal strategies and decision- making processes to remain compliant with the evolving legal landscape. Additional develop - ments appear likely, particularly as certain Geor - gian officials are also subject to Western sanc - tions, a situation that underscores the fluidity of the current sanctions framework and its poten - tial to demand further revisions of the banks’ risk management and governance protocols. As for green or sustainability reporting, there have been no formal regulatory developments or mandates in Georgia to date. While some larger or internationally active companies have
begun to voluntarily incorporate ESG principles into their operations and reporting practices, this remains limited and largely market-driven. There is currently no statutory obligation for Georgian companies to conduct sustainability reporting. 2.2 ESG Considerations Georgian commercial banks and other financial institutions are required to disclose environmen - tal, social and governance (ESG)-related infor - mation in a relevant, useful, consistent and com - parable manner. The National Bank of Georgia has developed ESG Reporting and Disclosure Principles. These principles contain detailed guidelines for reporting entities to ensure that their disclosures are fair and comprehensive but concise, strategic, forward-looking and stake - holder-oriented. However, these principles pro - vide non-binding guidelines and do not create additional legal obligations. 3. Management of the Company 3.1 Bodies or Functions Involved in Governance and Management The governance and management of a company usually involve the following bodies with the fol - lowing functions. General Meeting of Shareholders The general meeting of shareholders is the high - est decision-making body in a company. It is composed of all partners or shareholders and is responsible for making key decisions that affect the company’s operations and governance. Its functions are as follows: • approving financial reports and annual accounts;
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