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Illegal Trick by the Public Registry - To Block "Trialeti"!

Illegal Trick by the Public Registry - To Block "Trialeti"!

In order to artificially prevent the re-registration of "Trialeti," the Public Registry this time even changed a word in the text of "Trialeti’s" charter - replacing the word "decision" with the word "consent" - and based precisely on this altered interpretation, blocked the registration.

We appealed this decision - as requested by them, once again to the Public Registry itself.

Because we are not confident in the objective and fair review of our appeal, we are also publishing the appeal publicly so that society itself can see the methods being used in the fight against "Trialeti."

Anyone who reads this appeal will clearly see:
• how the entire state system is fighting against "Trialeti";
• and how many difficulties we have to endure in order to preserve independent media!

Prime Minister Irakli Kobakhidze, the Ministry of Finance, the Revenue Service, the Ministry of Justice, the Public Registry, the local authorities - and now even the director of LLC "Accept," the owner of a 10% share in "Trialeti," Bidzina Ivanishvili’s nephew, Kakha Kobiashvili!

It is very difficult, but we will endure everything!

"Trialeti" has been fighting for 36 years and will not stop!

In the end, the truth will prevail!

 

Administrative Appeal
Regarding a Decision Issued by the National Agency of Public Registry

 

On May 8, 2026, the National Agency of Public Registry adopted Decision No. B26356925/3, by which the registration proceedings of LLC Tele-Radio Company "Trialeti" were suspended.

We are appealing this decision because it is based on an incorrect interpretation of the registered charter and on a formulation of the charter’s content that was effectively altered by the Public Registry.

Documentation of LLC Tele-Radio Company "Trialeti," signed by 90% of the partners, was submitted to the Public Registry.

Despite this, the Registry once again identified a new deficiency, which suspiciously coincided with the demands of Kakha Kobiashvili, director of LLC "Accept," the company of Bidzina Ivanishvili and the partner holding a 10% share in "Trialeti," as well as their representative, Alla Kakhniauri.

In its decision, the Public Registry claims that, according to Article 4.2 of the registered charter, “in the event of the transfer of a share by a partner, the consent of the company’s partners is required,” and on this basis demands that the new charter also reflect the necessity of 100% consent of the partners.

However, this information is not true.

The organization’s registered charter directly states:

“Article 4.2. In the event of the transfer of a share by a partner, a decision of the company’s partners is required.”

In the Public Registry’s decision, the word “decision” was arbitrarily replaced with the word “consent,” which substantively changes the meaning of the provision.

“Decision” and “consent” are legally different concepts.

The partners’ decision referred to in the charter means a decision adopted by the partners’ meeting, and not the individual consent of each partner.

This is even more clearly demonstrated by other articles of the charter.

In particular, Article 7.3 of the charter defines the exclusive authority of the partners’ meeting, including:
• changing the members of the company;
• making amendments to the company’s charter;
• adopting a decision on the termination of the company’s activities.

The same article directly states:

“A majority of the votes of the participants in the meeting is required for the adoption of decisions by the partners’ meeting.”

To explain more simply what “a decision of the company’s partners” means, we will provide an example from the Law of Georgia on Entrepreneurs itself:

Article 126. Decision of the Partners of a Limited Liability Company

2.      The partners’ decision shall be adopted by more than half of the votes of the participants in the voting, unless otherwise provided for by the statute.”

Accordingly, the law itself clearly distinguishes between:
• a partners’ decision;
• and the individual consent of each partner.

“A partners’ decision” means a decision adopted by a majority vote at the partners’ meeting, and not the 100% consent of all partners.

Therefore, the Public Registry’s interpretation of the word “decision” as “consent” conforms neither to the content of the company’s charter nor to the logic and terminology of the Law of Georgia on Entrepreneurs.

Accordingly, the charter unequivocally confirms that a “decision” of the partners does not mean the unanimous consent of all partners.

At the same time, it is important to note that the content of the relevant provisions of the registered charter is reflected unchanged in the new charter as well.

The new charter does not abolish the requirement for a partners’ decision, does not simplify the procedure for the transfer of shares, and does not alter the legal status of the partners.

Accordingly, it is unclear on what basis the Public Registry interpreted the new charter as no longer reflecting the requirement contained in the registered charter.

In reality, the very same principle has been preserved unchanged — namely, that decisions on the relevant matters are adopted by the partners’ meeting in accordance with the procedure established by law and the charter.

It is particularly noteworthy that, in its decision, the Public Registry replaced the word “decision” with the word “consent” and, precisely on the basis of this altered wording, demanded 100% consent.

We believe that either the Registry’s lawyers have made a serious legal error, or the decision was adopted under the influence of the demands of third parties.

We cannot confirm whether this occurred at the direction of the representatives of the company’s partner, LLC "Accept"; however, the fact remains that the text of the charter was incorrectly cited in the Registry’s decision and its legal meaning was altered.

Furthermore, if this deficiency does not constitute a deliberate barrier and is merely an error, this too is highly troubling for a state institution of the scale of the National Agency of Public Registry.

We would also like to draw attention to one important circumstance:

If we assume that the interpretation made by the Public Registry is correct and that 100% consent of all partners is required for registration, then the Registry’s decision effectively creates a mechanism by which a single partner can completely block the company’s activities and the re-registration process.

Especially when it concerns a partner company affiliated with the authorities, which is not favorably disposed toward LLC Tele-Radio Company "Trialeti," and where there is reasonable suspicion that their objective is to terminate the functioning of TV company "Trialeti."

In such circumstances, the said partner is given the opportunity simply not to sign the minutes of the meeting, as a result of which, under the Public Registry’s interpretation, "Trialeti" would never be able to complete the registration process.

This means that the interpretation adopted by the Registry effectively makes it possible, on the basis of the will of a single partner, to completely paralyze the company’s activities and ultimately threaten the existence of independent media.

We believe that the purpose of the law cannot be to allow an interpretation that places a mechanism for the total blocking of the company in the hands of one partner and turns the Registry's decision into an instrument for halting the functioning of an independent media outlet.

We Demand:

  1. The annulment of Decision No. B26356925/3 dated May 8, 2026;
  2. That the Public Registry correctly interpret Article 4.2 of the charter; 
  3. Confirmation that the Partners' Decision constitutes a decision of the partners’ meeting and does not require unanimous (100%) consent;
  4. Resumption of the registration proceedings based on the submitted documentation.

 

We hope that the National Agency of Public Registry will objectively assess the presented circumstances, correctly interpret the content of the registered charter, and make its decision on the basis of the law and legal principles.

We believe that, during the registration process, it is impermissible to apply an altered interpretation of the registered statute’s text, especially when such interpretation substantially changes the legal status of the partners and creates an artificial barrier to the registration proceedings.

TV-Radio Company 'Trialeti' has been operating in Georgia for 36 years and has always acted within the framework of the law. Accordingly, we demand that the registration process proceed in compliance with the principles of legality, objectivity, and impartiality.

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