We prepare corporate documents and resolutions for Kazakh LLPs and foreign companies: charters and founding agreements, resolutions of participants and boards of directors, and documents for dividend payments, changes of participants and appointments of managers.
We take into account not only corporate but also tax consequences. For example, when dividends are paid to a foreign participant, we check the applicable rate and the obligation to withhold tax at source.
Properly executed resolutions withstand reviews by state bodies, banks and investors, and protect participants and the company from disputes and from resolutions being declared invalid.
We draft the company’s contracts under the service “Contract Development” taking tax consequences into account.
We study founding documents, participant composition, share distribution, and powers of company management bodies.
We check existing corporate documents for compliance with legislation, identify contradictions and gaps in resolution formalization.
We establish the decision-making procedure taking into account the competence of management bodies, quorum requirements, and voting majorities.
We develop drafts of resolutions, minutes, notices, and other documents in compliance with mandatory legislative requirements.
When necessary, we organize the procedure for coordinating draft resolutions with participants, prepare explanations, and answer questions.
We ensure proper formalization of adopted resolutions, their notarial certification when necessary, and submission to registration authorities.
We form a complete set of documents for the corporate archive and advise on their storage and use procedures.
The cost is determined individually. It depends on the type of documents, the number of participants and the complexity of the resolutions. We will name it after studying the task and the existing documents.
Situation. The sole participant of an LLP was based abroad, and dividends for several years had to be paid to a foreign jurisdiction.
Task. To execute the payment so that the resolution was lawful and the tax at source was correctly calculated and withheld.
Result. We prepared the sole participant resolution taking into account the tax consequences of payment to a foreign recipient. The tax was withheld upon payment.
Situation. A participating interest in an LLP was passing from one foreign company to another.
Task. To prepare corporate documents and ensure state re-registration.
Result. We prepared the corporate documents and successfully completed the state re-registration of the LLP.
In an LLP with one participant, the sole participant decides; with several participants, the general meeting of participants decides. We prepare the resolution stating the period, amount and term of payment and check that the payment is permissible.
As a rule, yes: tax is withheld at source. The rate depends on the status of the recipient and on the applicable double tax treaty. We check the rate and the supporting documents before the resolution is signed.
The set depends on the grounds: sale, gift or another way of transferring the interest. As a rule, these are an agreement, a resolution of the participants, amendments to the constitutive documents and documents for state re-registration. We prepare the full set.
Yes. We take into account the distribution of interests, the decision-making procedure, rules on major transactions, the terms of a participant exit and the tax consequences of the resolutions adopted.
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