Business formation in Kazakhstan. Licenses and Dissolution

PRACTICE AREA · CORPORATE & REGULATORY

Business Formation in Kazakhstan

Bond Stone advises international investors on business formation in Kazakhstan — from entity selection and registration through licensing, corporate changes, immigration support, and voluntary dissolution. On-the-ground teams in Almaty and Astana.

Kazakhstan offers one of the most investor-friendly corporate registration environments in Central Asia: 1-business-day TOO registration via egov.kz, no minimum charter capital for most sectors, 100% foreign ownership permitted, and a parallel English common law jurisdiction — the Astana International Financial Centre (AIFC) — for fintech, digital assets, and international holding structures. Bond Stone has advised on company formations in Kazakhstan across energy, mining, financial services, pharmaceuticals, manufacturing, and technology since 2007.

Legal Structures Available in Kazakhstan

TOO (ТОО) — Limited Liability Partnership

Most widely used structure for foreign investors. Minimum charter capital KZT 100 for non-regulated sectors. 100% foreign ownership permitted. Foreign Director appointable without a work permit. Registration via egov.kz within 1 business day.

Registration: 1 business day

AO (АО) — Joint Stock Company

Required for banking, insurance, and securities. Public and private forms. Mandatory audit and enhanced disclosure. Minimum capital set by NBK per sector. Governed by Law No. 415-II (as amended 2024).

Registration: 3–5 business days

AIFC Entity — Company or LLP

Incorporated within the AIFC under English common law. Zero corporate income tax during the AIFC exemption period. AIFC Court dispute resolution. Preferred for fintech, digital assets, investment management, and international holding structures.

Registration: 3–7 business days

Branch / Representative Office

Branch may conduct commercial activity. Representative office limited to non-commercial liaison and marketing. No minimum capital. Head of branch may be a foreign national without a work permit. Accreditation with the Ministry of Justice.

Registration: 3 working days

Kazakhstan Formation — Detailed Guides

Company Formation in Kazakhstan TOO, AO, AIFC entity — step-by-step registration guide	Kazakhstan Investor Visa (C5) For owners and investors establishing a company in Kazakhstan
Work Visa for CEOs & Deputies (C3) Simplified procedure for 100% foreign-owned companies — no work permit required	Branch & Representative Office Registration Full accreditation process — Ministry of Justice, 3-day timeline
Drafting Founding Documents Articles of Association, Shareholders Agreement, Branch Regulations	Corporate Changes Name, address, ownership transfers, director appointments — 1-day re-registration
Business Licenses & Permits Energy, fintech, pharma, construction — Law No. 202-V (2014, as amended 2024)	Closing a Business in Kazakhstan Voluntary liquidation — resolution through tax clearance and de-registration

Key Facts — Business Formation in Kazakhstan

Factor	TOO	AIFC Entity	Branch
Min. charter capital	KZT 100 (most sectors)	USD 1,000 (standard)	None
Foreign ownership	100% permitted	100% permitted	Parent bears full liability
Governing law	Kazakhstani civil law	English common law	Kazakhstani civil law
Corporate income tax	20% on KZ-source income	0% (AIFC exemption period)	20% on KZ-source income
Dispute forum	Kazakhstani courts / arbitration	AIFC Court — English language	Kazakhstani courts / arbitration
EAEU membership	Yes — since 2015	Yes	Yes
Registration timeline	1 business day — egov.kz	3–7 business days	3 working days

Selected Experience — Kazakhstan

Bond Stone has advised on company formations, branch registrations, licensing mandates, and corporate restructurings in Kazakhstan since 2007 — across energy, mining, pharmaceuticals, financial services, manufacturing, trading, and technology sectors.

100+

Formations, branch registrations & restructurings in Kazakhstan since 2007

15+

Sectors covered across all Bond Stone Kazakhstan mandates

10+

Parent company jurisdictions — China, Germany, Turkey, UAE, Ireland, USA and others

AIFC RLA specialisations — Corporate & M&A, Digital Assets, Banking & Finance and more

Chinese investors — EPC, trading & manufacturing

Multiple TOO formations for Chinese EPC contractors, commodity traders, and manufacturing investors entering Kazakhstan — including sector licence applications and AIFC entity structuring for holding and financing structures.

Pharmaceutical & healthcare sector entries

Representative office registrations and full de-registrations for international pharmaceutical companies in Kazakhstan — including Biopharma Pharmaceuticals Factory LLC and DNV GL Kazakhstan. Sector licensing under the Code on Public Health.

AIFC fintech & digital asset structuring

AIFC company and LLP formations combined with AFSA licensing strategy for digital asset exchanges and payment services providers — KuCoin/Peken, Bitget/BTGT Services Ltd, Livil-Algopay, and others.

Joint ventures & minority shareholder protection

Founding document packages for international joint ventures with Kazakhstani partners — Kazakhstani-law Articles combined with AIFC-governed Shareholders Agreements providing pre-emption rights, deadlock resolution, and common law exit mechanisms.

Why Bond Stone for Kazakhstan Formation

✦ AIFC Registered Legal Adviser No. 250 — authorised to advise on both Kazakhstani civil law and AIFC English common law on one mandate

✦ Ranked Legal 500 EMEA and IFLR1000 for Corporate & M&A in Kazakhstan

✦ On-the-ground teams in Almaty (Esentai Tower) and Astana (Talan Towers) — direct Ministry of Justice and AIFC registrar liaison

✦ Full-service formation — entity selection, founding documents, apostille coordination, BIN registration, bank account, and sector licence on one engagement

✦ Bilingual document packages in Kazakh, Russian, and English — all produced in-house

Primary legal authority: adilet.zan.kz · AIFC: aifc.kz

Bond Stone Kazakhstan offices: Almaty · Astana