Registration of a legal entity in Kazakhstan
A limited liability partnership (hereinafter referred to as LLP) is one of the most common organizational and legal forms of registration of a legal entity in the territory of the Republic of Kazakhstan.
The Civil Code of the Republic of Kazakhstan provides the following definition for an LLP: A limited liability partnership is a partnership established by one or more persons, the authorized capital of which is divided into shares of sizes determined by the constituent documents; participants in a limited liability partnership are not liable for its obligations and bear the risk of losses associated with the activities of the partnership, to the extent of the value of their contributions. Exceptions to this rule may be provided for by this Code and legislative acts. Participants in a limited liability partnership who have not fully made contributions shall be jointly and severally liable for its obligations to the extent of the value of the unpaid part of the contribution of each of the participants (Article 77).
Depending on the amount of annual income and type of activity, you can register a small, medium or large business.
The Entrepreneurial Code establishes the types of activities that small businesses cannot engage in:
- activities related to the circulation of narcotic drugs, psychotropic substances and precursors;
- production and (or) wholesale of excisable products;
- grain storage activities at grain receiving points;
- running a lottery;
- activities in the field of gambling;
- activities related to the circulation of radioactive materials;
- banking activities (or certain types of banking operations) and activities in the insurance market (except for the activities of an insurance agent);
- auditing activities;
- professional activity in the securities market;
- activities of credit bureaus;
- security activities;
- activities related to the circulation of civilian and service weapons and cartridges for them.
After choosing an activity, the question arises with the location of the future LLP, it can be own or rented real estate. The EGOV portal asks for a certificate of clarification of location, which will indicate the registration code of the address (RCA) of the LLP.
The name of the LLP is checked through the EGOV portal to avoid a match, a special service is provided for this.
The next item is the authorized capital, the minimum amount established by law for medium-sized businesses is 100 MCI, for small businesses it is zero.
It should also be determined with the taxation regime and with VAT.
Depending on the number of founders, a Decision (1 founder) or Protocol (2 or more) on registration of the LLP is drawn up. If there are more than 2 founders, the Memorandum of Association is additionally drawn up.
The Decision/Protocol on the registration of the LLP contains the following items:
- On LLP registration;
- Approval of the Charter;
- Appointment of the Director of the LLP;
- Registration of an LLP in the NAO.
The next mandatory internal document for registration, after the Decision and the Articles of Association, is the Order on taking office of the Director of the LLP.
After all internal documents (Decision/Minutes, Articles of Association, Order) have been prepared, a certificate from the RCA of the location of the LLP has been received, it is possible to apply for registration of the LLP. You can do this in two ways:
- Submit a package of documents through the nearest PSC department;v
- Through the EGOV portal, if all founders have an EDS.
The deadline for registration is one business day following the day the application is submitted. After that, you already receive a Certificate of registration of LLP and BIN.
This completes the LLP registration process.
The amount of the authorized capital will need to be credited to the account of the LLP in the bank within one year after the registration of the LLP.
If you have any difficulties with registration and you need the help of our specialist, then you can contact the phone numbers listed in Contacts or:
+7 701 7058248