On the basis of the Law of Republic Kazakhstan «About companies with the limited and additional liability», a company with the limited liability has a brand name, which must contain a name of the company, and also words "company with the limited liability" or an abbreviation of "CLL".
The brand name of a company with additional responsibility must contain accordingly words " company with additional responsibility" or abbreviation of "CAR".
A company with the limited liability is a commercial organization, it has the civil rights. The place of location of a company with the limited liability is the place of location of its constantly operating organ.
Out of place of location the CLL has a right to create branches and open representative offices.
Creation of a company with the limited liability begins with the conclusion of constituent agreement by its founders and it is completed by the state registration of a company as a juridical person.
Constituent agreement
Constituent agreement of a company with the limited liability
- consists in writing
- is signed by each founder or its authorized representative
- is certified notarially
The juridicial persons included in the number of founders can be presented by their leaders, which are competent to operate on behalf of the proper juridical person without a warrant. The refusal of signing of the agreement means a refuse to enter in a company. Signing of agreement with reservations is not allowed. The features of a status of separate participants of a company must be fixed in a text of an agreement, signed by all founders. A constituent agreement is subject to be notarially certificated.
Founders, signing a constituent agreement, after the state registration of a company, become the participants of the company.
Charter
The Charter of the company with limited liability is a document, defining a legal status of the company as a juridical person.
During the state registration of the company its charter is considered as a constituent document. The Charter of the company with limited liability must contain:
- a trademark,a place of location and an address of the company;
- a list of participants of the company (with the exclusion of a company, a conducting of a register of the participants of the company of which is realized by a recorder, with pointing out of their name, place of location, the address, the bank requisitions (if a founder is a juridical person) or name, place of inhabitation and the document data, certifying a personality (if a founder is a physical person);
- an information about the amount of the authorized capital of the company;
- an order of formation and competency of organs of the company;
- the terms of reorganization and cessations of activity of the company;
- an order of sharing the net income of the company when conduct of a register of participants of the company is realized by a recorder.
The copies of the charter of the company, and also all documents about its subsequent changes, are kept in an organ, carrying out the state registration of the company.
Authorized capital
The primary size of the authorized capital is equal to the sum of founders’ contribution and can not be less the sum, equivalence to 100 sizes of monthly calculation index upon the date of presentation of documents for the state registration of the company. The contribution into the authorized capital of the company with the limited liability can be the money, securities, things, property rights, including right for land-tenure and a right on the results of intellectual activity and other property.
