Registration of legal entities

In accordance with the Law of the Republic of Kazakhstan dated April 17, 1995 No. 2198 " On registration of legal entities ", state registration of legal entities includes checking the compliance of documents submitted for state registration with the legislation of the Republic of Kazakhstan, issuing a certificate of state registration with the assignment of a business identification number, entering information about legal entities into the National Register of Business Identification Numbers.

All legal entities created on the territory of the Republic of Kazakhstan are subject to state registration, regardless of the purpose of their creation, the type and nature of their activities, the composition of participants (members).

Branches and representative offices of legal entities located on the territory of the Republic of Kazakhstan are subject to registration without acquiring the rights of a legal entity.

The state registration of legal entities that are non-profit organizations and the registration of their branches and representative offices are carried out by the justice authorities.

The state registration of legal entities that are commercial organizations and the registration of their branches and representative offices is carried out by the State Corporation "Government for Citizens" through the Public Service Centers (registering bodies).

For state registration of a legal entity, an application is submitted to the registering authority in the prescribed form, with the attachment of constituent documents, in accordance with the requirements of the legislation for a specific organizational and legal form, drawn up in the Kazakh and Russian languages and submitted in duplicate.

Constituent documents of legal entities related to commercial organizations, with the exception of constituent documents of joint-stock companies and state-owned enterprises, are not submitted during state registration. For state registration of joint-stock companies, an application is submitted in the prescribed form, with the attachment of a notarized charter drawn up in Kazakh and Russian languages.

Types of legal entities

In accordance with Article 34 of the Civil Code of the Republic of Kazakhstan, a legal entity can be an organization pursuing the extraction of income as the main goal of its activities (a commercial organization) or not having the generation of income as such a goal and not distributing the resulting net income among the participants (non-commercial organization).

A legal entity that is a commercial organization can be created only in the form of a state enterprise, business partnership, joint stock company, production cooperative.

A legal entity that is a non-profit organization , can be created in the form of an institution, a public association, joint stock company , consumer cooperative, fund, religious association and in another form stipulated by legislative acts.

A non-profit organization may engage in entrepreneurial activity only insofar as it is consistent with its statutory goals.

The most common organizational and legal form of a legal entity is a limited liability partnership (LLP) and a joint stock company (JSC).

A legal entity that is a commercial organization can only be created in the form of state enterprise, economic partnership, joint stock company, production cooperative.

Business entities and categories

Business entities are citizens, oralmans and non-state commercial legal entities engaged in entrepreneurial activity (private business entities), state enterprises (state business entities).

An individual who is a business entity is registered as an individual entrepreneur in the manner prescribed by this Code.

A legal entity that is a business entity can be created in the organizational and legal form provided by Civil Code of the Republic of Kazakhstan.

Depending on the average annual number of employees and the average annual income, business entities belong to the following categories:

  • small businesses, including micro-businesses;
  • medium-sized businesses;
  • subjects of large business.

Small business entities are individual entrepreneurs without a legal entity and legal entities engaged in entrepreneurship, with an average annual number of employees of no more than one hundred people and an average annual income of no more than three hundred thousand times monthly calculation index established by the law on the republican budget and effective as of January 1 of the corresponding financial year.

Microentrepreneurship entities are small businesses engaged in private entrepreneurship with an average annual number of employees of no more than fifteen people or an average annual income of no more than thirty thousand times the monthly calculation index established by the law on the republican budget and valid as of January 1 of the corresponding financial year.

For the purposes of state support and the application of other norms of the legislation of the Republic of Kazakhstan, small business entities, including microentrepreneurship, cannot be recognized as individual entrepreneurs and legal entities carrying out:

  1. activities related to the circulation of narcotic drugs, psychotropic substances and precursors;
  2. production and (or) wholesale of excisable products;
  3. grain storage activities at grain receiving points;
  4. holding a lottery;
  5. activities in the field of gambling business;
  6. activities related to the circulation of radioactive materials;
  7. banking (or certain types of banking operations) and activities in the insurance market (except for the activities of an insurance agent);
  8. audit activity;
  9. professional activity in the securities market;
  10. activities of credit bureaus;
  11. security activities;
  12. activities related to the circulation of civilian and service weapons and ammunition for them.

Individual entrepreneurs and legal entities carrying out the activities specified in this paragraph refer to medium-sized businesses, and in the case established by law, to large-scale businesses.

For private entrepreneurs, in accordance with the tax legislation of the Republic of Kazakhstan, are payers of tax on gambling, flat tax and flat land tax, the criterion for the number of employees is used.

Medium-sized businesses are individual entrepreneurs and legal entities engaged in entrepreneurship that are not related to small and large businesses in accordance with the law.

Large business entities are individual entrepreneurs and legal entities carrying out entrepreneurship and meeting one or two of the following criteria: the average annual number of employees is more than two hundred and fifty people and (or) the average annual income is over three million times monthly calculation index established by the law on the republican budget and effective as of January 1 of the corresponding financial year.

Registration of small businesses

For state registration of a legal entity related to a small business entity, the founder (s) shall submit to the registering authority a notice of the commencement of entrepreneurial activity in the form established by the Ministry of Justice of the Republic of Kazakhstan.

State registration of a legal entity related to a small business entity can be carried out by submitting an electronic notification, which is filled out on the "electronic government" web portal.

The charters (regulations) of legal entities related to small businesses, their branches and representative offices are not submitted in the process of state registration.

State registration of legal entities related to small businesses with foreign participation, with the exception of persons without identification numbers in accordance with the Law of the Republic of Kazakhstan "On national registers of identification numbers", is carried out in the manner prescribed for the registration of legal entities of the Republic of Kazakhstan related to small entrepreneurship. Unless otherwise established by international treaties ratified by the Republic of Kazakhstan, the following must additionally be submitted:

  • a copy of a legalized extract from the trade register or other legalized document certifying that the founder - a foreign legal entity is a legal entity under the laws of a foreign state, with a notarized translation into Kazakh and Russian;
  • a copy of the passport or other identity document of the foreign founder, with a notarized translation into Kazakh and Russian.

Registration of medium and large business entities

State registration of legal entities related to medium and large businesses with foreign participation, with the exception of persons without identification numbers in accordance with the Law of the Republic of Kazakhstan "On national registers of identification numbers", is carried out in the manner prescribed for the state registration of legal entities of the Republic of Kazakhstan related to to subjects of medium and large business. Unless otherwise established by international treaties ratified by the Republic of Kazakhstan, the following must additionally be submitted:

  • a copy of a legalized extract from the trade register or other legalized document certifying that the founder - a foreign legal entity is a legal entity under the laws of a foreign state, with a notarized translation into Kazakh and Russian;
  • a copy of the passport or other identity document of the foreign founder, with a notarized translation into Kazakh and Russian.

Additionally, the following documents are provided depending on the organizational and legal form of the legal entity:

1)    Joint-stock company:

  • the charter, with the exception of a joint stock company operating on the basis of a standard charter;
  • minutes of the constituent assembly, or the decision of the sole participant;
  • a receipt or other document confirming the payment to the budget of the fee for state registration of legal entities and accounting registration of branches and representative offices of a non-profit joint-stock company or a document confirming payment to the State Corporation "Government for Citizens" in the event that the applicant is a large business entity.

If a legal entity belongs to a market entity holding a monopoly position in the relevant commodity market, as well as state enterprises, legal entities, more than fifty percent of the shares (stakes in the authorized capital) of which are owned by the state, and persons affiliated with them, which will carry out their activities on the territory of the Republic of Kazakhstan, except for cases when the creation is directly provided for by the laws of the Republic of Kazakhstan, is carried out by the registering authority with the prior consent of the antimonopoly authority.

2)    Limited Liability Partnership:

  • document confirming payment to the State Corporation "Government for Citizens" with the exception of legal entities related to small and medium-sized businesses.

In accordance with tax legislation, the rate of the state fee for state registration (re-registration), state registration of termination of activities of legal entities (including during reorganization in cases provided for by the legislation of the Republic of Kazakhstan), registration (re-registration), deregistration of their branches and representative offices, with the exception of commercial organizations, is 6.5 MCI or 18 & nbsp; 960.5 tenge.

The size of the MCI from January 1, 2021 is 2,917 (two thousand nine hundred and seventeen) tenge.

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