Registration, re-registration of companies

The most common organizational and legal form for creating a commercial legal entity in the territory of Kazakhstan is a Limited Liability Partnership.

Article 2 of the Law of the Republic of Kazakhstan “On Limited Liability and Additional Liability Partnerships” establishes that 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 founding 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.

It follows from this that the founders of the partnership are liable only in proportion to their contributions, this fact saves the founders of the partnership from high risks, limiting them (risks).

The founder of an LLP can be both an individual and a legal entity, while they can also be non-residents of the Republic of Kazakhstan. With the development of foreign economic relations, the creation of an LLP with foreign participation is becoming an increasingly popular service.

Registration of an LLP in accordance with the Standard (State registration of legal entities, record registration of their branches and representative offices) is carried out in two ways: on purpose, through the PSC branches, or through the EGOV portal (if all founders have an EDS).

The creation and registration of an LLP consists of 3 steps:

• Drafting constituent documents;
• LLP registration;
• Concluding a lease agreement, opening an account, insurance, VAT registration.

First step: When drafting constituent documents, it is determined:

• LLP name (checked within a few minutes on the EGOV portal to exclude matches);
• Address of location of the future LLP (own or rented property);
• Type of economic activity (for the agency of statistics, also OKED determines whether a license is required for the further operation of the LLP);
• The size of the authorized capital and the share of the founders are determined (there can be one or more founders);
• The head of the LLP (Director, General Director, etc.) is selected; he can be either the founder or another selected individual.

The founding documents are:

• Decision (with the Sole participant of the LLP) or Minutes of the general meeting of the participants of the LLP (from two founders and above);
• Memorandum of Association;
• The charter of the partnership (it can be standard or drawn up according to one’s own wishes, taking into account the form established by law);
• Order on assuming the position of director of the LLP.

Second step: direct registration of the LLP:

• By submitting constituent documents and the necessary information through the nearest PSC department (within one business day following the day the application was submitted);
• Electronic registration of an LLP through the EGOV portal if all participants of the future legal entity have an EDS (within 15 minutes).

Third step

Here, the final steps are already being taken, the first of which is the conclusion of a lease agreement or obtaining a notarized consent of the owner (individual) to use the premises (buildings, houses, etc.).

After the conclusion of the lease agreement or obtaining consent, a bank account is opened, the LLP is registered for VAT and other actions are carried out in accordance with the wishes of the founder (lei).

With foreign participation, in the created LLP, a few more processes are added to the above processes:

• Obtaining an IIN for a non-resident individual (a notarized translation of the passport into Kazakh is required);
• Obtaining a BIN if the founder is a non-resident legal entity (a notarized translation into Kazakh and Russian of a legalized extract from the trade register is required.

When contacting the LAW COMPANY KORGAN, the process of registering an LLP is greatly simplified, we guarantee a quick and high-quality opening of an LLP without any problems, saving you time, money and nerves.