How to close (liquidate) an LLP in Kazakhstan in 2026: procedure, timeline, tax audit and foreign staff

A limited liability partnership (TOO/LLP) in Kazakhstan can be closed voluntarily at any time, but not quickly. The law gives creditors at least two months from the date the liquidation notice is published, and the application to register the termination can only be filed after that period and with no tax debt outstanding. For a company without disputes, the realistic timeline starts at about three months. A field tax audit makes it longer. Below are the steps, the places where time usually gets lost, and what to do about foreign employees.

Liquidation, dormancy or selling the business

Before starting a liquidation, compare the options:

If the LLP has debts it cannot pay, this is no longer a voluntary liquidation but a matter for the Law on Rehabilitation and Bankruptcy, which is a separate topic.

Liquidation step by step

1. Participants' decision. The general meeting (or the sole participant) decides to liquidate, appoints a liquidator or liquidation commission, and sets the procedure and deadlines. From that moment, management of the LLP passes to the liquidator.
2. Notifying the registering authority and the tax office. The justice and tax authorities are informed of the decision. The liquidation notice can be filed through egov.kz with an electronic digital signature (EDS).
3. Publication. The liquidator publishes the liquidation notice and the procedure for creditor claims in a nationwide print publication. Creditors have at least two months from the publication date. Known creditors receive written notice.
4. Settling with employees. Employment contracts end on the ground of "liquidation of the employer" (Article 52 of the Labour Code). Employees get written notice at least one month in advance and compensation equal to one month's average earnings (Article 131).
5. Inventory and interim balance sheet. Once the creditor period ends, the liquidator draws up an interim liquidation balance sheet listing the claims and how they were resolved.
6. Tax procedure. The tax office receives, at the same time, the tax application, the interim liquidation balance sheet, the liquidation tax returns and, if applicable, an application to deregister the cash register. The liquidation returns cover the period from the start of the tax period to the filing date.
7. Paying creditors and the final balance sheet. After obligations are settled, the final liquidation balance sheet is prepared and approved by the participants. Remaining assets are distributed to participants, and any amount above their contribution is taxed as dividends.
8. Closing accounts and registering the termination. Bank accounts are closed and the application for state registration of the liquidation is filed (Article 16 of Law No. 2198). The company ceases to exist once the entry is made in the National Register of Business Identification Numbers.

Tax audit, desk review or simplified procedure

The new Tax Code has applied since 1 January 2026. The rules for meeting tax obligations on liquidation were approved by Ministry of Finance Order No. 654 of 31 October 2025, as amended on 20 February 2026 (in force from 7 March 2026). There are three possible routes:

• Tax audit. It is ordered on application and starts within a set period after the application is received. How long it lasts depends on the volume of transactions. VAT payers, importers and exporters, and companies flagged by the risk management system are the most likely to face one.
• Desk review. For micro and small businesses that meet the conditions, the field audit is replaced by a remote analysis of tax data.
• Simplified procedure. No desk review is carried out on returns filed before 17 December 2025 for periods before 1 January 2026, provided the company meets the micro or small business criteria. The simplified procedure does not waive payment of the amounts shown in the liquidation returns.

Which route is open to your company depends on its category in previous periods, its VAT status and its filing history. Check this with your accountant before filing, and clear any discrepancies in the tax account at the same time.

Since 2026, the application to terminate activity can also be filed online through the Ministry of Finance's unified entrepreneur account. The procedure itself is still governed by tax legislation.

Timeline and costs

Costs include the published notice, the accountant's work on the liquidation returns, notarised powers of attorney and translations (for a foreign participant) and, where applicable, the registration fee. Get a quote for your specific company.

Foreign participants: what to plan for

• Power of attorney. A participant who cannot travel signs a notarised power of attorney for the liquidator or a representative. Documents issued abroad need an apostille or consular legalisation plus a notarised translation; see our guide to apostille and translation of documents.
• Decision of a foreign corporate participant. If the participant is a foreign company, its management body takes the decision, and that document is also legalised and translated.
• EDS. Filing on egov and in the taxpayer account requires a valid EDS for the liquidator or head of the company. To get one, a foreigner first needs an IIN.
• Repatriating funds. Assets distributed to a non-resident participant above its contribution are subject to withholding tax, and the rate may be reduced under a double tax treaty. More in our overview of 2026 taxes for foreign business.

Foreign employees and their permits

Liquidating the employer affects the immigration status of foreign staff:

• The foreign labour permit is issued to a specific employer. Once the employment and the company itself end, the permit loses its basis.
• The C3 work visa and any temporary residence permit obtained on the company's request also lose their basis. The employee must leave before their lawful stay ends, or arrange a new basis in advance, for example with a new employer who obtains a permit and visa in its own name.
• Notifications. As host party and employer, the company reports the termination of contracts to the authorities that issued the permit and the visa, within the deadlines set by the rules. Failing to meet host-party obligations leads to fines; see employer fines for foreign workers.
• EAEU citizens work without permits, but their temporary residence permit under an employment contract is still tied to the employer.

A practical rule: plan for foreign employees at the same time as the liquidation decision, not after the notice is published. Otherwise the visa or residence permit runs out before the person can move to another employer.

Common mistakes

• Filing for registration of liquidation before the two months have passed. The application will not be accepted.
• Not reconciling the tax account before the tax procedure. Penalties and small arrears block registration.
• Forgetting the cash register and card terminals. The tax procedure does not start until the cash register is deregistered.
• Closing the bank account too early, and then being unable to pay the tax.
• Letting a foreign employee go without a plan. The visa is cancelled while the new employer still has no permit.

How Visa Navigator can help

We prepare participants' decisions and powers of attorney for foreign founders, arrange translation and legalisation, coordinate the accountant and the egov filings, and handle the exit of foreign employees from their status or their move to a new employer. Decisions on audits and registration are made by the tax and justice authorities. More on the company registration service page.

This material is for information only and does not constitute legal advice. Rules and practice change — verify the current requirements as of the date you apply.