Liquidation of SP and LLC in Kyrgyzstan
While starting a business in Kyrgyzstan is one of the simplest and most affordable procedures in the post-Soviet region, liquidating a Sole Proprietorship (SP) or a Limited Liability Company (LLC or OsOO) can be quite complex and time-consuming. Many foreign entrepreneurs, registered SPs or LLCs in Kyrgyzstan to maintain access to global markets. However, business needs change — relocation, restructuring, or upscaling — and this leads to the need for closure or liquidation.
It’s important to note that liquidation is not always tied to loss or bankruptcy. Often it’s a logical next step in business evolution. However, the process in Kyrgyzstan is highly regulated and can stretch over several months, requiring persistence, time, and an understanding of local bureaucratic systems.
Liquidation of a Sole Proprietorship (SP) in Kyrgyzstan
According to Kyrgyz law, an SP can terminate operations in two ways:
- By voluntary decision (via written application)
- By court ruling
Once the decision to close the business is made, the process includes:
- Notifying the tax authority of intent to close
- Collecting numerous forms, stamps, and signatures from state institutions
- Submitting the documents to the tax office for liquidation approval
Usually, a tax audit may be initiated, extending the timeline. The SP must prepare all business records and respond to inquiries. If the audit is avoided or completed smoothly, the steps are generally as follows:
- Submitting Form STI-164 to the tax office
- Appointment of a tax inspector to handle the case
- Inspector determines whether an audit is required
- If no irregularities are found, an audit report is issued
- Any outstanding taxes or penalties must be paid
- Obtaining bank statements and submitting declarations/invoices
- Filing a liquidation tax declaration
- Closing all bank accounts
- Visiting the Social Fund to remove the SP from their registry
- Collecting confirmations from all banks (no active accounts)
- Submitting documentation to the State Statistics Committee
- Destroying the company seal (if applicable) with confirmation from police
- De-registering cash registers (if applicable)
- Submitting all documents to the tax office: business registration certificate, tax ID, social fund and statistics confirmations
- Waiting for the tax authority’s final decision and receiving the official liquidation certificate
The full process may take up to 6 months. It involves multiple visits to various institutions and coordination with government officers.
Fortunately, SP liquidation can be performed remotely through a notarized power of attorney.
Liquidating an LLC (OsOO) in Kyrgyzstan
Compared to SPs, closing an LLC is more complicated due to the number of required documents, mandatory inspections, and approval by the Ministry of Justice.
The general process includes:
- Shareholder resolution on liquidation
- Appointment of a liquidation commission
- Preparation of a liquidation balance sheet
- Submission of liquidation application to the Ministry of Justice
- Tax and Social Fund audits
- Final approval of the liquidation balance by the tax authority
- Seal destruction (if applicable)
- Obtaining an archive certificate
- Submitting the complete liquidation file to the Ministry of Justice
- Distribution of remaining assets among shareholders
If creditors exist, the liquidator must notify them. If obligations cannot be met due to lack of assets, the company must undergo bankruptcy proceedings (Art. 100 of the Civil Code of Kyrgyzstan).
Once all documents are approved and submitted correctly, the Ministry of Justice issues a formal liquidation order, which becomes the official date of closure. All records are then archived.
Why Use Professional Help?
The liquidation of an SP or LLC is significantly more difficult than registration. It requires time, legal knowledge, and the ability to interact with various state bodies. Delegating this process to professionals ensures faster and cleaner results.
Our company provides full support for remote liquidation of SPs and LLCs in Kyrgyzstan via power of attorney. We handle:
- Preparation and submission of all documents
- Communication with tax authorities, the Social Fund, and the Ministry of Justice
- Guidance on settling debts and de-registration
- Monitoring of the full procedure until official closure
You do not need to be physically present in the country. We ensure transparency, compliance, and efficiency every step of the way.
If you need to close your business in Kyrgyzstan quickly and without visiting the country — contact us. We’ll handle the process professionally, securely, and on time.
