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LLP Re-registration and Company Changes in Kazakhstan
We prepare participants' resolutions, charter amendments and share agreements, check the rights of the other participants and file the changes. Most of the work is done under a power of attorney, including when the participants are non-residents.
LLP re-registration in Kazakhstan is not required for every change, and that is the first thing to establish. A new company name, a reduction of the charter capital and, as a rule, a change in the participants (the LLP's shareholders) are formalized through re-registration. A new director or a new legal address is handled by amending the registration data. The procedure determines the document package, the timing and how the change appears in the National Register. That is why we read the charter and the company extract first, and only then tell you what to file and how.
Selling a share needs particular care. You have to check the pre-emptive rights of the other participants and of the LLP itself, the consent of the seller's spouse, any encumbrances and the tax consequences. If the buyer is a foreigner, they need business immigrant status: a citizen of an EAEU country needs a business immigrant temporary residence permit, a citizen of any other country needs a C5 visa. The buyer obtains an IIN and a digital signature in person.
Who it is for
- Participants replacing the director of their LLP
- Companies taking on a new participant or seeing an existing one leave
- Sellers and buyers of a share in an LLP
- LLPs changing their name, business activities or capital
- Companies with foreign participants and non-residents
Requirements
- The charter and an up-to-date company extract
- A resolution of the participants or the sole participant
- For a share sale: a check of pre-emptive rights and required consents
- Notarized consent of the spouse if the share is joint marital property
- For a foreign buyer: a business immigrant residence permit or a C5 visa, plus an IIN and a digital signature
- A notarized power of attorney if we handle the process
What we do
- Study the charter and the extract and determine whether you need re-registration or an amendment
- Prepare participants' resolutions, orders, charter amendments or a new version of the charter
- Draft a share purchase or gift agreement
- Check pre-emptive rights, consents and encumbrances
- File the documents and obtain confirmation of registration
- Tell you what to update afterwards: the director's digital signature, bank signature cards, details held by counterparties
Key documents
- Charter and company extract
- Participants' resolution on the changes
- Charter amendments or a new version of the charter in Kazakh and Russian
- Share purchase or gift agreement
- Notarized consent of the seller's spouse, if required
- Documents of the new participant or director: passport, IIN, and for foreigners an apostille and a translation
How it works
- Taskyou send the company extract and describe the changes
- Procedurebased on the charter and the law, we decide between re-registration and an amendment
- Documentsresolutions, charter amendments, share agreement and consents
- Filingwe file the changes under a power of attorney and follow the registration
- After registrationdigital signature for the new director, the bank, counterparties
What to watch out for
- A share sale that ignores the other participants' pre-emptive rights can be challenged
- Without the seller's spouse's consent, a deal involving joint property can be declared invalid
- A foreigner cannot become a participant without business immigrant status or a permanent residence permit
- A new director without their own digital signature cannot sign reports or payments, so issuing one needs to be planned ahead
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.
When is LLP re-registration in Kazakhstan required?
Re-registration covers a change of company name, a reduction of the charter capital and, usually, a change in the participants. A new director or a new legal address is simpler and goes through as an amendment to the registration data. The charter shows which procedure applies in your case, so we start there.
How do I change the director of an LLP?
The participants pass a resolution appointing the new director, and the change is then entered into the registration data. After that, the new director needs their own digital signature, and the bank needs an updated signature card and access rights. We prepare the documents and walk you through the order of steps.
Can a foreigner buy a share in a Kazakhstan LLP?
Yes, but first they need business immigrant status: a citizen of an EAEU country needs a business immigrant temporary residence permit, and a citizen of any other country needs a C5 visa. Holders of a permanent residence permit do not need a separate status. A non-resident buyer obtains the IIN and digital signature in person.
How do I sell a share in an LLP without mistakes?
Check the charter and the pre-emptive rights of the other participants and of the LLP itself, obtain the necessary consents, including the spouse's, prepare the agreement and the participants' resolutions, and register the changes. We also assess the tax consequences for the seller separately.
Do I need to travel to Kazakhstan?
Most of the work is done under a notarized power of attorney. You will need to come if a new director or a non-resident participant needs an IIN and a digital signature: these are issued only in person at a Public Service Center. Participants' resolutions can be signed abroad.
Can I change the OKED code and business activities?
Yes. If the activities are listed in the charter, we prepare the amendments to it. It is worth agreeing the new OKED code with your accountant, because the type of activity can affect which tax regime is available to the company.
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
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