- Home
- Business consulting in Kazakhstan
- Kazakhstan
- Due Diligence on a Kazakhstan Company
Due Diligence on a Kazakhstan Company for Buyers and Investors
We review a Kazakhstan company before you buy a stake or invest money. The result is a clear list of risks: what to fix before the deal and what to reflect in the price and the contract.
Due diligence in Kazakhstan is a review of a company before a purchase or an investment, and its findings directly shape the price and the deal terms. In Kazakhstan LLPs the same problems come up again and again: stakes changed hands without respecting the other members' pre-emptive right, there are tax debts or unresolved tax notices, currency contracts were performed without a registration number, or the code or trademark formally belongs to a developer or a founder rather than to the company.
We look at several areas at once: corporate documents and the history of stakes, taxes and past audits, currency contracts, contracts with major customers and suppliers, the team and rights to the product. You receive a report with risks and recommendations. It helps you negotiate, set out the seller's representations and decide which fixes to require before signing, so you don't have to deal with them later as the owner.
Who it is for
- Buyers of a stake in an LLP or of a whole business
- Investors and funds before investing in a Kazakhstan startup
- Foreign companies acquiring a local LLP
- Founders who want to pass an investor's review without surprises
- LLP members before buying out another member's stake
Requirements
- Access to incorporation documents, members' resolutions and the history of changes
- Tax returns, State Revenue Committee notices and audit reports for recent years
- Currency contracts, registration numbers and repatriation records
- Contracts with major customers, suppliers and employees
- Documents on product rights: code, trademark and licenses
- Consent of the seller or the company to disclose documents
What we do
- Review incorporation documents and the history of stakes, including whether pre-emptive rights were respected
- Check taxes: the regime, filings, debts, notices and audit results
- Check currency contracts: registration numbers, repatriation deadlines and loans from non-residents
- Analyze major contracts for hidden obligations and change-of-control clauses
- Check employment contracts and the company's rights to its product
- Prepare a report with risks and recommendations: what to fix before the deal and what to reflect in the price and representations
Key documents
- Charter, foundation agreement and members' resolutions
- Registration certificates and extracts on the list of members
- Tax returns, reconciliation statements and tax authority notices
- Foreign trade contracts and bank documents on registration numbers
- Contracts with customers, suppliers, the team and outside developers
- Certificates and agreements on intellectual property rights
How it works
- Briefwhat you are buying or investing in, the deal timeline and where to focus
- Document requestwe give the seller or the company a list of documents and access we need
- Reviewdocuments and stakes, taxes, currency contracts, agreements, team and product rights
- Risk reportwhat was found, how serious it is, how to fix it or reflect it in the deal
- Next steps in the dealif needed, we move on to the deal structure, the contract and consents
Timeline
Timing depends on the size of the company and how quickly the seller provides documents; we give an estimate after the brief.
Timelines are approximate: government agencies, consulates and banks set them.
What to watch out for
- The review relies on the documents the seller provides; what is hidden may not show up in the report, which is why representations in the contract matter
- Tax and currency control violations pass to the new owner together with the company
- Code rights registered to a developer rather than the company are a common problem in IT deals
- A compressed deal timeline reduces how deep the review can go, so plan for it
FAQ
How much does it cost?
Our service fee is on request. Government fees, translations, insurance and other mandatory costs are paid separately; we send the full estimate before you sign.
What does due diligence in Kazakhstan involve?
It is a review of a company before a purchase or an investment: documents, taxes, debts, contracts and product rights. Based on its findings, the buyer or investor understands which risks they are taking on and how to reflect them in the price and the contract.
What do you check in a Kazakhstan LLP?
Incorporation documents and the history of stakes, taxes and audits, currency contracts, contracts with major customers, the team and rights to the product. The outcome is a list of risks with recommendations on what to fix before the deal and what to reflect in the price.
How long does due diligence take?
It depends on the size of the company and how quickly the seller provides documents. A small LLP with tidy accounting is reviewed faster; a company with a history of reorganizations and currency contracts takes longer. We give you an estimate after the brief.
What if the review finds problems?
The usual options are: the seller fixes the violations before signing, the parties lower the price, or the contract gets representations and an indemnity clause. Sometimes the buyer walks away from the deal, and that is also a valid outcome of the review.
Is due diligence worth it for a small deal?
Even when you buy a small stake, you also take on a share of the company's obligations. A short review of taxes, stakes and currency contracts often pays for itself during the price negotiations.
Do you guarantee the result?
No. Decisions are made by government agencies, consulates and banks. We are responsible for preparing and checking documents, filing and support, and we tell you about the risks upfront.
Related programs
Let’s discuss your case
We will check whether the program fits your citizenship, income and family, and send an estimate with the full list of costs.
