For over 15 years, liquidation of organisations (liquidation of legal entities and removal from the registration of branches and representative offices) has been one of the direct specialisations of our team. In view of the essential changes to the legislation which have occurred over this time in the Republic of Kazakhstan, the theoretical and practical experience of our lawyers has allowed our firm to take the key position among all firms rendering such legal services.

Several different reasons make businessmen liquidate a firm: it can be situations connected to unprofitability of a business either arisen due to various internal or external circumstances, such as, for example, a real probability of a realisation of tax claims or other governmental inspections, there are judicial claims of creditors against your firm or indeed there have been judgements already given against your firm for the collection of debts or perhaps there is an insoluble corporate dispute between the participants of the firm which has gone to "stalemate" and the firm’s further activity  in connection with the given dispute is impossible.

The apparent simplicity and ease of the process of liquidation has brought many problems for businessmen who have not sought professional advice. Periodic subpoenas, tax bodies, financial police are only but a small part of the fatal consequences which the businessmen have met, having decided not to seek help from professional lawyers. As practice shows, to create a firm is easy, but to close one is difficult. The mistakes made at the end of the firm’s activity can result in unforeseen negative consequences and various forms of liability, including: administrative, civil and criminal.

In other words, the discontinuance (closing) of a business is an extremely delicate and difficult procedure arising for many different reasons and having various variants to its fulfilment.

Lawyers of our company specialise in enterprises’ shutdown (branches and representative offices) of all forms of ownership and are ready to render you with qualified help in the optimal closing of your business, in view of all the concrete circumstances and with the minimisation of possible negative consequences.

We can offer you some basic variants of your exit from business:
1. Voluntary liquidation;
2. The sale of the shares of authorised capital and change of participants (founders), and also the executive board;
3. Bankruptcy

Voluntary liquidation

If you have chosen the procedure of voluntary liquidation, you have, as a minimum, 2 pluses:
- You receive a final verdict on liquidation of your organisation by way of exception records about the firm from the Uniform register of legal entities and Electronic Bank;
- The creditors’ claims against your company, not satisfied because of the insufficiency of property of the liquidated company, are considered to be extinguished.
Certainly, there are some minuses of voluntary liquidation. For example, the duration of the procedure and, the main thing is an obligatory tax inspection at the time of the firm’s liquidation. Therefore, by choosing voluntary of liquidation, it is necessary to estimate gravity of concerns of the results of a tax inspection. In the case of doubt it is better to you to familiarise yourself with the other forms of exit of your firm from the given business.

Changes to the Founders and Executive board

This way achieves the fastest exit of the owners from the working business, and the firm continues to exist. The obligatory tax inspection will not be carried out at the time of alienation of a share of a participation in the authorised capital.
The replacement of the founders is undertaken by the conclusion of the appropriate contracts for the sale and purchase (or donations) of shares in the authorised capital of the firm between the old and new founder. After the contracts have been concluded, the changes in the constitutional documents are registered in the authorised state body. Also we shall help you to make the changes to the executive board of your firm. Our lawyers will prepare packs of all the documents necessary for the realisation of the above-stated, will develop an optimal plan for the firm’s sale, will assist in notarisation of documentation, and will ensure the fast passage of the documents to the state bodies.

Bankruptcy

Bankruptcy is most difficult way to close a firm. It is connected with the court hearing. Only on the basis of the appropriate court decision can the legal entity be recognised as insolvent, which is necessary for its liquidation.

* The most widespread form is voluntary liquidation. The basic stages of work on liquidation are the following:
1. The preparatory work drawing up necessary documents for liquidation to tax bodies;
2. Initial procedure of liquidation in the Justice department;
3. Procedure of liquidation in Statistics department;
4. Procedure of liquidation in the Justice department.

It is necessary to note that the procedure for liquidation necessarily demands the teamwork of lawyers and auditors (bookkeepers). In particular, the following documents should be prepared by auditors (bookkeepers):

• Work with creditors and debtors;
• Preparation of Intermediate Liquidating Balance;
• Preparation of the final Liquidating Balance after the statement of the Intermediate Liquidating Balance by Tax bodies;
• Inquiry receipt of the absence of debts of the LLP in the budget for tax payments and fines.

If you do not have qualified auditors (bookkeepers) whom you would entrust with the performance of actions to protect your interests in the Tax body, we can involve professional auditors and bookkeepers.