Article 14. The Founding Agreement of a Limited Liability Company The Law on Limited and Additional Liability Companies

Home / RLA / Article 14. The Founding Agreement of a Limited Liability Company The Law on Limited and Additional Liability Companies

1. A limited liability partnership is established on the basis of a foundation agreement.

2. The founding agreement of a limited liability partnership must contain:

1) the decision on the establishment of the partnership, its corporate name and location;

2) a list of the founders of the partnership, indicating their name, location, bank details (if the founder is a legal entity) or name, place of residence and identification document data (if the founder is an individual);

3) the procedure for establishing a partnership; the obligations of the founders related to its establishment, as well as other conditions for the founders to carry out activities to establish a partnership; determining the powers of these persons, as well as other persons who are authorized to represent the interests of the partnership being established in the process of its creation and registration;

4) the amount of the authorized capital of the partnership;

5) information on the composition, amount and timing of each founder's monetary contribution to the authorized capital of the partnership or on the monetary assessment of the contribution in kind or in the form of property rights; the procedure for deciding on additional contributions to the authorized capital of the partnership, as well as the consequences of late contributions to the authorized capital of the partnership;

6) determination of the founder's share in the partnership's assets; the procedure for transferring the shares of the partnership's participants;

7) approval of the charter of the partnership;

8) the procedure for the distribution of the partnership's net income.

Upon the decision of the founders, other conditions may be included in the founding agreement regarding the establishment of a partnership and its activities that do not contradict this Law and other legislative acts.

3. The constituent agreement of a limited liability partnership may specify the subject and objectives of its activities.

4. The founding agreement of a limited liability partnership is included in the documents constituting a commercial secret, unless otherwise provided by the founding agreement, and is subject to presentation to state and other official bodies, as well as to third parties only by decision of the bodies of the partnership or in cases established by the laws of the Republic of Kazakhstan.

Submission of the founding agreement to the Government for Citizens State Corporation is not required during state registration.

5. The terms of the founding agreement are binding for the founders who signed this agreement, as well as for new participants who joined the partnership after its establishment and registration.

The Law of the Republic of Kazakhstan dated April 22, 1998 No. 220-1.

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