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Autors:

  1. Liza Zhumakhmetova, Partner at SIGNUM Law Firm
  2. Gaukhar Kudaibergenova, Senior Associate at SIGNUM Law Firm
  3. Ulan Stybayev, Associate at SIGNUM Law Firm

On 11 March 2017, the Law of the Republic of Kazakhstan (‘RK’) No. 49-VI ‘On Amending Certain Legislative Acts of the Republic of Kazakhstan on Improvement of Civil and Bank Laws and Business Conditions’ came into force[1] (‘the Law’).

We would like to draw your attention to significant changes to the civil laws, as well as Kazakhstan laws on rehabilitation and bankruptcy, movable and immovable property, the bank and the tax laws of the RK.

Rehabilitation and Bankruptcy

  • The liability for premeditated or false bankruptcy of a legal entity may be imposed for both act and failure to act by the founder (shareholder) and/or officer thereof.[2]
  • The base remuneration for temporary administrator, rehabilitation, temporary and bankruptcy managers determined by the competent body is set by the meeting of creditors.
  • The bankruptcy manager must conclude an agreement on conducting bankruptcy proceedings with the creditors’ committee within 10 working days from the date of his appointment, and make an estimate of administrative expenses for the bankruptcy proceedings within 20 working days from the date of appointment.
  • Creditors may now be notified on holding a meeting through Internet.

State Registration of Movable and Immovable Property

  • As from 2 May 2017, a necessary condition for the state registration of the immovable property rights is entering in the legal cadaster information system the identification and technical details of buildings, constructions and/or components thereof for the newly created immovable property.[3]
  • E-registration of the pledge of movable property is possible by filing an e-application certified by e-signatures of the pledger and pledgeholder.
  • The ‘Unified Register of Pledge of Movable Property’ was set up. This is an information system that provides single access to information on the movable property pledge and filing an e-application to register a movable property pledge.

Bank Laws [4]

  • Reorganization procedure, i.e. changes in the company structure, is no longer applicable to the banks in the following cases:
  • Willful reorganization in accession;
  • Transmission of assets and liabilities between a parent bank and a subsidiary.

Subsidiary banks that transferred their assets and liabilities to the parent bank and lost the license to conduct banking operations are entitled to retain the word ‘bank’ in their name. The statute of limitations will not apply to claims of such subsidiary banks.

Tax Laws [5]

  • VAT registration timeline was reduced from 5 working days to 1 working day as of the filing of the tax application.
  • Kazakhstan legal entities at the state registration stage may voluntarily be VAT registered, and notarized certification of the taxpayer’s location is no longer required.
  • VAT deregistration by the tax authority’s decision absent a notice to the taxpayer is possible if the chief executive or the sole founder (shareholder) of the company, or the individual entrepreneur is:
  • an inactive individual entrepreneur/company;
  • the chief executive or the sole founder (shareholder) of an inactive company.

[1] Save for certain provisions of the Law.

[2] The Civil Code of the Republic of Kazakhstan (General Part) adopted by the Supreme Council of the Republic of Kazakhstan on 27 December 1994; The Civil Code of the Republic of Kazakhstan (Special Part) No. 409-I dated 1 July 1999.

[3] Previously, the condition was only the state technical inspection of buildings, constructions and/or components thereof. From 2 May 2017, both conditions must be met.

[4] The Law of the Republic of Kazakhstan No. 2444 ‘On Banks and Banking in the Republic of Kazakhstan’ dated 31 August 1995.

[5] The Code of the Republic of Kazakhstan No. 99-IV ‘On Taxes and Other Mandatory payments to the Budget (Tax Code)’ dated 10 December 2008.

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