AIFC · CORPORATE
AIFC Entity Formation
Bond Stone advises on the formation of all AIFC entity types — Company, Limited Liability Partnership (LLP), branch, representative office, and Special Purpose Company (SPC) — under the AIFC Company Regulations 2017 and AIFC General Partnership Rules.
AIFC entities operate under English common law, are exempt from Kazakhstani corporate income tax until 2066, and have access to the AIFC Court for dispute resolution. They are the preferred vehicle for fintech companies, digital asset service providers, investment management firms, international holding structures, and professional services firms seeking a common law base in Central Asia.
Governed by: AIFC Company Regulations 2017; AIFC General Partnership Regulations 2017; AIFC Companies Rules 2017; AIFC Glossary 2017 (as amended). Authority: aifc.kz
AIFC Entity Types
AIFC Company (Private or Public)
Most widely used AIFC vehicle. Private Company: 1–50 shareholders, shares not publicly offered. Public Company: unlimited shareholders, may offer shares publicly. Minimum share capital: USD 1,000 (private). Directors and shareholders need not be resident in Kazakhstan. Registration via AIFC Registrar of Companies.
Registration: 3–7 business days
AIFC Limited Liability Partnership (LLP)
Preferred by professional services firms and investment managers. Partners not personally liable beyond their contributions. Governed by AIFC General Partnership Regulations. No minimum capital requirement. Partners may be individuals or legal entities of any nationality.
Registration: 3–7 business days
Special Purpose Company (SPC)
Used for securitisation, structured finance, and holding structures. Streamlined registration. Minimal ongoing compliance obligations. Often used by international groups to establish a common law holding vehicle in Central Asia without a full operational company.
Registration: 3–5 business days
AIFC Branch of Foreign Company
Extension of a foreign parent entity operating within the AIFC. No separate legal personality — parent bears full liability. May conduct AFSA-regulated activities if the parent holds appropriate authorisation. Requires registration with the AIFC Registrar of Companies.
Registration: 5–10 business days
AIFC vs. Kazakhstani TOO — Which to Choose
| Factor | AIFC Company / LLP | Kazakhstani TOO |
|---|---|---|
| Governing law | English common law | Kazakhstani civil law |
| Corporate income tax | 0% until 1 January 2066 | 20% on KZ-source income |
| Dispute resolution | AIFC Court — English language, common law | Kazakhstani courts or arbitration |
| Min. share capital | USD 1,000 (Private Company) | KZT 100 (most sectors) |
| AFSA licensing access | Direct — required for AFSA-regulated activities | Not eligible for AFSA licensing |
| Residency requirements | None — remote incorporation possible | None (Director may be foreign national) |
| C5 investor visa required | No — incorporated remotely | Yes — must enter Kazakhstan within 2 months |
Registration Process
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Entity selection & name reservation Bond Stone advises on the optimal AIFC entity type based on the client’s activity, ownership structure, licensing requirements, and holding strategy. Company name availability checked and reserved with the AIFC Registrar of Companies. |
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Constitutional documents drafting Bond Stone drafts the Articles of Association (for Companies) or Partnership Agreement (for LLPs) under the AIFC Company Regulations 2017 and AIFC General Partnership Regulations. Shareholders Agreements drafted in parallel where multiple shareholders require additional protections — governed by AIFC Contract Regulations 2017. |
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Registration with AIFC Registrar of Companies Bond Stone submits the registration application via the AIFC self-service portal or in paper form. Registration completed within 3–7 business days. Registration fee: USD 500 (portal) or USD 1,500 (paper). The entity receives its AIFC registration number and certificate. Incorporation can be completed remotely — no physical presence in Kazakhstan required. |
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Post-registration — AFSA licensing & compliance Where the entity intends to conduct AFSA-regulated activities (digital assets, payment services, investment management), a separate AFSA licence application must be submitted after registration. Bond Stone manages AFSA licensing in parallel with entity formation. Ongoing compliance: annual confirmation statement, accounts filing, and AFSA supervisory fee payments. |
Why Bond Stone
✦ AIFC Registered Legal Adviser — authorised to act before the AIFC Registrar of Companies, AFSA, and AIFC Court
✦ Remote incorporation — AIFC entities can be formed without the client physically entering Kazakhstan
✦ Formation + AFSA licensing on one mandate — entity structure and regulatory strategy aligned from day one
✦ Ranked Legal 500 EMEA and IFLR1000 — offices in Almaty and Astana
Primary legal authority: aifc.kz · AIFC Registrar: aifc.kz/do-business/registration/
Register your AIFC entity
Contact Bond Stone for a confidential discussion about AIFC entity type selection, constitutional documents, and registration timeline.
📧 info@bondstonelaw.com
📞 +7 (701) 729 76 72
Request a Confidential Consultation
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