Law of the Republic of Kazakhstan on limited liability companies and additional liability companies (22/04/1998)

Law of the Republic of Kazakhstan
on limited liability companies and additional liability companies
(The 22 of April 1998 year № 220-I)

      CHAPTER I.   GENERAL PROVISIONS

      CHAPTER II.  FORMATION OF A LIMITED LIABILITY COMPANY

      CHAPTER III. CHARTER CAPITAL

      CHAPTER IV.  PROPERTY

      CHAPTER V.   GOVERNANCE

      CHAPTER VI.  REORGANIZATION AND LIQUIDATION

CHAPTER I. GENERAL PROVISIONS

Article 1. Relations Governed by This Law

1. This Law shall define the legal status of a limited liability company and an additional liability company, the rights and obligations of their participants, and the procedure for their formation, operation, reorganization and liquidation, all in conformity with the Civil Code of the Republic of Kazakstan.

2. Any specific aspects of a limited liability company and an additional liability company, which have been established with foreign participation, may be provided for by legal acts on foreign investments.

3. The provisions of this Law shall apply to an additional liability company, except where otherwise provided for by Article 3 of this Law.

Article 2. Interpretation of a Limited Liability Company

1. A limited liability company shall mean a company formed by one or more persons, the charter capital of which shall be divided into interests, the size of which interests shall be set forth in foundation documents; the participants of a limited liability company shall not be liable for its obligations and shall bear the risk of losses connected with the operations of the Company to the extent of the value of their contributions. Exceptions to this rule may be provided for by the Civil Code of the Republic of Kazakstan and this Law.

A limited liability company is established for an indefinite period, unless the foundation documents of the company stipulate that the company has been established for a limited time period or until the achievement of a specific goal.

2. A limited liability company is a legal entity.

3. A limited liability company is liable for its own obligations with all of the property belonging to it.

A company is not liable for the obligations of its participants.

4. Participants in a company who have not made their contributions to the charter capital in full shall bear joint liability for its obligations to the extent of the value of that part of each participant's contribution which has not been paid in.

Article 3. Additional Liability Company