Investment Vehicles in Kazakhstan

Kazakhstani LLC (LLP) — most common vehicle

The LLP (limited liability partnership) is the most commonly used investment vehicle for foreign investors in Kazakhstan. Governed by the Law on Limited and Additional Liability Partnerships No. 220-I dated 22 April 1998. Key features: limited liability, flexible governance, no mandatory audit for smaller entities, and straightforward registration. Minimum charter capital: 100 MCI (Monthly Calculation Index), or zero for a small business, with separate figures for microfinance and payment organisations (Art. 23(2)). Foreign ownership: up to 100% permitted in most sectors. Bond Stone recommends the LLP for most inbound investment mandates where a Kazakhstani operating entity is required.

Kazakhstani JSC — for larger enterprises

The JSC (joint-stock company) is the required form for banks and insurers and the usual form for companies intending to list on the Kazakhstan Stock Exchange (KASE). Its minimum charter capital is 50,000 MCI unless another law sets a different figure. Governed by the Law on Joint-Stock Companies No. 415-II dated 13 May 2003. It carries a higher compliance burden than an LLP, including a mandatory annual audit and a board of directors. Bond Stone advises on JSC formation and corporate governance for regulated financial institutions and listed companies.

AIFC entity — English common law vehicle

An AIFC Private Company Limited by Shares or LLP is the English common law alternative to the Kazakhstani LLP — governed by AIFC Companies Regulations 2017. Key advantages: English law governance, internationally familiar constitutional documents, AIFC Court access, and AFSA regulation eligibility. Used as a holding vehicle above Kazakhstani operating entities and for financial services businesses requiring AFSA licensing. The AIFC RLA status of Bond Stone's partners enables the firm to form and advise on AIFC entities directly.

Branch office — limited presence

A branch office is not a separate legal entity — it is a structural subdivision of the foreign parent company operating in Kazakhstan. The parent company bears unlimited liability for the branch's obligations. Branches cannot hold subsoil use licences or certain other regulatory licences independently. Useful for: initial market presence before committing to a full subsidiary, and for representative functions. Record registration is through the State Corporation Government for Citizens. Bond Stone advises on branch office formation and the circumstances where a branch is preferable to a subsidiary.

Representative office — no commercial activity

A representative office is permitted to conduct only representative and marketing functions — it cannot carry out commercial activity or generate revenue in Kazakhstan. Used for: market research, client relationship management, and coordination functions. The foreign parent bears all liabilities. Bond Stone advises on representative office registration and the compliance obligations that arise from maintaining a Kazakhstani presence even without commercial activity.