Set Up a Representative Office in Kazakhstan

Foreign businessmen can set up a representative office in Kazakhstan with the assistance of our team of specialists. The representative office (also known as a liaison office) is very similar to a branch office, in the sense that both structures lack legal personality and are a sub-division of the parent company that has incorporated them.

What is the purpose of a representative office in Kazakhstan?

The representative office is not allowed to engage in any form of commercial or industrial activities, as its purpose of incorporation is just to act as a representative in Kazakhstan of the parent company.

What are the activities that can be carried out through a liaison office?

As a non-commercial entity, the liaison office can perform a set of activities. Our consultants in company registration in Kazakhstan present in the list below some of the main operations it can engage in:

1. employ local/foreign workforce;
2. enlarge the foreign company’s clientele;
3. find new business partners;
4. provide assistance in negotiations, meetings, events;
5. engage in marketing, analyze the local consumer market, etc.

Who is entitled to open a representative office in Kazakhstan?

Foreign companies as well as foreign non-profit organizations can establish a liaison office in Kazakhstan. Of course, the structure can be set up by local entities, which, in this case, also include state enterprises.

Where can investors set up a representative office in Kazakhstan?

It is possible to set up a liaison office in Kazakhstan in any region of the country, but it must be noted that this entity can also be registered in the country’s special economic zones (SEZ).

What is the registration procedure at a national level?

Some of the main rules on company incorporation in Kazakhstan for this entity are:

• Article 43 of the Civil Code of the Republic of Kazakhstan;
• the Law of the Republic of Kazakhstan dated April 17, 1995 No. 2198 On State Registration of Legal Entities and Registration of Branches and Representative Offices;
• the Appendix 1 to the Order of the Minister of Justice of the Republic of Kazakhstan dated May 29, 2020 No.66.

What are the requirements for setting up a representative office in a SEZ?

For those who want to register a representative office in the AIFC (Astana), the registration of the structure must be done as per the rules of the Astana Financial Services Authority (AFSA), the main regulator of the Astana International Financial Center (AIFC). In order to set up a representative office in Kazakhstan in the AIFC, investors must pay various fees, as mentioned below:

• USD 4,200 (authorization fee);
• registration fee – USD 500 for online registration or USD 1,500 for in-person registration;
• USD 1,400 (supervision fee, paid on a yearly basis).

What is the main documentation required for registration?

In order to set up a liaison office in Kazakhstan, businessmen must prepare a registration file containing the documents required by law. For this purpose, they need to have:

1. a completed application form;
2. the regulations of the representative office approved by the parent company;
3. the power of attorney granted to the person who acts as a representative of the foreign company;
4. according to the portal of the Government of Kazakhstan, it is also necessary to submit the decision of the parent company to establish a representative office;
5. a legalized extract from the Commercial Register operating in the country where the parent is registered, that testifies that the legal entity is registered in the respective country;
6. a copy of the company’s bylaws;
7. proof of paying the processing fee;
8. foreign documents must be translated into Kazakh and Russian.

How long does it take to set up a representative office in Kazakhstan?

According to the law, investors can set up a company in Kazakhstan as a liaison office in a period of 5-10 working days.

Do I need to obtain a tax number?

Yes. While the representative office is not set up for commercial purposes, it still needs to have a tax identification number for reporting purposes.

Is it necessary to open a local bank account?

Yes. Representative offices set up in Kazakhstan need to complete their financial transactions through a local bank account. For this purpose, investors can choose any commercial bank they prefer, where they need to submit the registration paperwork and the details on their tax identification.

Are there any reporting obligations?

Yes. Even though the liaison office does not engage in commercial activities, it will still have to abide by certain reporting obligations, some of which derive from employment matters, which create tax obligations such as:

1. the payment of the personal income tax;
2. the payment of health and social contributions.

What do I need to do if I want to hire foreign workforce?

Investors who want to hire foreign employees in a representative office in Kazakhstan need to abide by the immigration procedures available here. Also, it is required to respect the procedures imposed by the Ministry of Labor (obtain the necessary approvals). Our consultants, specialized in any matter concerning company formation in Kazakhstan, can also assist you in this sense.

If you plan to register a liaison office or you want to open a company in Kazakhstan for commercial purposes, we invite you to contact our team for professional assistance and advice.