Company Registration in the Kyrgyz Republic. Establishing a Limited Liability Company. Service offer

*The EAEU currently includes 5 countries: Armenia, Belarus, Kazakhstan, Kyrgyzstan, and the Russian Federation.

LLC members can be individuals and legal entities. Number of members: from 1 to 30.

In relation to LLCs, there is no minimum share capital requirement. Nor is there a requirement to pay the share capital in advance: the law allows payment of the share capital during the first year after incorporation.

The director of the company can be a citizen of any country. Citizens of EAEU member states are not required to apply for a work permit.

Information required for company registration:

1. several company names to be checked

Requirements for the company name:

• must not be similar to the name of an existing legal entity;
• must not contain inappropriate, obscene or discriminatory words and expressions;
• must not contain individual words or derivatives that are restricted for use by business companies without the relevant authorization (for example, “national”, “Kyrgyzstan”, “Manas”).

2. notarized copies of passports of the directors and founders

3. notarized power of attorney for a representative in Kyrgyzstan authorizing him/her to communicate with government authorities and the bank

The package of documents specified above will need to be sent to Bishkek in original. Any documents that are not in Russian or Kyrgyz must be provided together with a notarized translation into either of the languages. The cost of translation will depend on the volume of documents.

4. detailed description of the company’s activities

5. geography of business

6. occupation of directors / shareholders / attorneys / beneficial owners

7. source of funds for doing business

Identity verification will also need to be performed during a visit to our company’s office or via a video call.

If the above documents are not available, a new list will be agreed separately with your GSL consultant.

Registration of a company takes 10 – 14 working days.

After registration, the company director will need to visit Bishkek to sign account opening forms at a bank. The opening of a bank account takes 2 – 4 working days.

The Kyrgyz Republic offers 2 options for taxation of LLC business: a general tax regime and a single tax regime.

The general tax regime is where the main taxes imposed on the LLC’s activities are payable separately. The company will be required to pay:

• corporate income tax – 10%;
• sales tax – from 1% to 5% (depending on the type of activity);
• value added tax (VAT) – 12%.

These taxes have the following tax periods:

• corporate income tax – 1 year (assessment of the provisional corporate income tax is submitted every quarter);
• sales tax – 1 month;
• VAT – 1 month.

The simplified tax regime based on single tax is available to small and medium-sized businesses. The annual turnover of such a company should not exceed KGS 30 000 000 (approximately USD 340 000[1]. Single tax replaces the 3 taxes: corporate income tax, sales tax, and VAT. The rate of single tax depends on the company’s activities:

• software development, production and trade, processing of agricultural products – 2% of the turnover (4% if payment is made in cash);
• catering services, saunas, billiards, and baths (except municipal baths) – 8% of the turnover;
• all other types of activities – 4% of the turnover (6% if payment is made in cash).

The single tax period is a quarter.

In addition, e-commerce companies pay a special tax of 2% of the difference in price at which goods are bought and sold, which tax replaces corporate income tax, sales tax, and VAT. The tax period for this tax is a quarter.

Whichever tax regime is chosen, if employees are hired, the LLC will act as their tax agent and will be required to withhold 10% of the employees’ salary as personal income tax. The company will also be required to pay insurance contributions to the Social Fund (10% is withheld from the employee and 27.25% of the payroll fund is payable by the employer).

All reporting in Kyrgyzstan is done electronically by uploading accounts and returns to the official portal. To do this, the company will need to obtain an electronic signature.

It is payable in the cases of incorporation of a company, renewal of a company, liquidation of a company, transfer out of a company, issue of a power of attorney to a new attorney, change of director / shareholder / beneficial owner, and signing of documents.

[1] The exception is made for companies engaged in the clothing industry – they have no restrictions on the turnover.

[2] The fees are valid at July 2024 and do not include VAT.

A full calculation can be made after a precise order is placed and all options required for registering a company in each case are assessed – please contact GSL consultants for details.