Obtaining a payment licence in Kyrgyzstan

Introduction

Advantages of opening a payment licence in Kyrgyzstan

Obtaining a payment licence in Kyrgyzstan, issued by the National Bank of the Kyrgyz Republic, is a key permit for companies that authorises them to carry out financial transactions and provide services within the payment systems in the country. This authorisation serves as a basis for creating the necessary conditions for conducting payment transactions.

• Legality of operations: the existence of a licence confirms that the company's activities comply with the laws of Kyrgyzstan, providing a legal basis for financial transactions. This provides protection for both the company and its customers.
• Reliability of financial operations: licensed companies must meet strict criteria in the area of finance and payments, which contributes to the stability of the financial environment and strengthens the confidence of customers and investors.
• Customer protection: the licence obliges operators to provide a high level of customer service, including the protection of their financial data and transactions.
• Professionalism and expertise: obtaining a payment licence in Kyrgyzstan requires a demonstration of professionalism and competence of the company and its employees, which contributes to the development of financial competencies.
• Regulatory support: The National Bank of the Kyrgyz Republic, as the regulator, provides oversight of licensed operators, which helps prevent fraud and maintains market stability.

Difference between a payment organisation licence and a payment system operator licence in Kyrgyzstan

Kyrgyzstan distinguishes between the licensing of payment institutions and payment system operators, with each of these types of licences entitling them to different types of financial services activities.

Opening a licence by a payment organisation in Kyrgyzstan enables it to directly make payments, ensuring the transfer of money from the sender to the recipient. This includes performing a variety of payment services, including money transfers, processing credit and debit card transactions, and providing other payment services. In order to perform these functions, organisations need to comply with the financial and operational requirements set by regulators, given their direct role in carrying out payment procedures.

On the other hand, obtaining a payment system operator's licence in Kyrgyzstan means being responsible for developing and maintaining the technical structure necessary for payments. Such operators focus on enabling payments, including developing software, ensuring data and transaction security, and integrating a variety of payment instruments and channels. While they do not interact directly with customers to make payments, their activities are critical to ensuring the reliability and efficiency of payment processes.

Thus, while both payment organisations and payment system operators are important players in the payment landscape, their roles and responsibilities differ. Payment organisations deal with the direct execution of payment transactions and interactions with customers, while payment system operators provide the technical basis and infrastructure for these transactions.

Types of activities requiring a payment licence in Kyrgyzstan

List of licensable activities

In Kyrgyzstan, in order to carry out certain payment transactions, a company must obtain a specialised licence, which entitles it to carry out specific payment activities.

One of the licensed avocations is ministering remittances for commodities and amenities wrought by tertiary parties in Kyrgyzstan. This signifies that the enterprise executes the function of a middleman, expediting remittances amidst consumers and purveyors of commodities and amenities. The pivotal constituent herein is the utilization of contemporary intelligence and electronic technologies to ascertain swift and safeguarded processing of transactions, to augment the convenience of employment for clientele, and to assure the safeguarding of transactions.

Another licensable undertaking concerns the governance and dispersal of pecuniary enlightenment within remittance arrangements. This encompasses the methodologies of reception, manipulation, and conveyance of data concerning tertiary party remittances and liquidations, alongside the rendering of manipulation and clearing amenities. Such establishments with an enrolled remittance charter in Kyrgyzstan furnish technical succor for remittance methodologies, authenticating and harmonizing remittance dealings, overseeing hazards, and adhering to regulatory benchmarks. Their undertakings are pivotal to the operation of interbank liquidations and the effective functioning of the remittance framework.

In pursuance of the aforementioned undertakings, enterprises must undergo the procedure of procuring a remuneration charter in Kyrgyzstan, validating their adherence to the nation's juridical and regulatory prerequisites. This assures that enterprises' remuneration transactions adhere to the elevated benchmarks of security and robustness that are pivotal to safeguard the concerns of all stakeholders within the realm's fiscal framework.

Types of activities covered by a payment system operator's licence in Kyrgyzstan

In Kyrgyzstan, the endeavors falling under the class of remuneration mechanism overseer credentialing encompass an assortment of undertakings directed towards instituting and sustaining the groundwork for the execution of remunerations. Such overseers are not immediately engaged in the execution of dealings, but proffer the groundwork and amenities requisite for their actualization. The principal facets of remuneration mechanism overseers envelop:

• Establishment and perpetuation of remuneration edifice: this encompasses formulation and modernization of algorithmic resolutions, bolster of operationality systems, and provision of circumstances for digital compensations.
• Transaction safeguarding: those pursuing a payment scheme overseer credential in Kyrgyzstan are mandated to guarantee a lofty tier of remuneration safeguarding, encompassing counter-deception strategies, ciphering of patron archives, and discreetness.
• Facilitating compatibility with the monetary system and pecuniary institutions: overseers guarantee that their schemes are harmonious with the edifice of banks and other pecuniary institutions to expedite compensations.
• Assisting utilizers and participants in the remuneration edifice: furnishing technical bolster and counsel to all participants in the remuneration progression, from banks to terminus utilizers.

Hence, the function of remuneration mechanism conductors is pivotal to the operation of the digital remittance milieu, as they furnish the requisite technological scaffold for the enactment of sound, guarded, and effective electronical dealings.

Popular forms of legal entities for obtaining a payment licence in Kyrgyzstan

Various forms of legal entities are used to open a payment licence in Kyrgyzstan, each of which has its own peculiarities and registration procedures.

• The participants hold shares and are not personally liable for the company's debts.
• The incorporation process includes choosing a name, preparing incorporation documents, registering with state authorities, opening a corporate account, obtaining a seal and stamp, and issuing shares.

• Participants have shares in the authorised capital and limited liability.
• The registration process is similar to that of a JSC, but taking into account the peculiarities of an LLC.

These forms of legal entities allow foreign and local companies to effectively conduct business in Kyrgyzstan, including obtaining payment licences. When choosing a form of legal entity, it is important to consider the requirements of local legislation, the financial and operational capabilities of the company, and strategic objectives in the Kyrgyz market.

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Procedure for obtaining a licence

General requirements for applicants

As part of the procedure for issuing licences for payment services in Kyrgyzstan, strict requirements are imposed on applicants due to the need to maintain stability, security of financial transactions and their compliance with legislation.

Applicants for a licence must be registered as a legal entity in Kyrgyzstan, which covers both joint stock companies and limited liability companies. It is a prerequisite to show evidence of financial strength to guarantee the reliability of payments, which implies a sufficient level of capital and resources to ensure the protection of operations. The need for qualified staff with professional knowledge and experience in finance and payment systems is also key.

Special restrictions for shareholders and participants of payment systems are also defined:

• Excluded are persons and affiliated structures registered in jurisdictions classified as offshore, according to the list approved by the National Bank of Kyrgyzstan.
• Issuance of a payment operator's licence in Kyrgyzstan is prohibited to individuals and entities that are under international sanctions imposed by the UN or in countries that are subject to such sanctions.
• Denial of a licence threatens entities that fail to provide full information on their activities, financial position, ownership structure and beneficiaries, or fail to prove their integrity.
• Persons against whom judicial restrictions or bans have been imposed under the laws of Kyrgyzstan or other states.
• The ban on participation also applies to individuals and legal entities that have not confirmed the legitimacy of the origin of their financial resources invested in the capital of the payment organisation.

Compliance with these requirements and restrictions is fundamental to opening a licence to conduct payment services in Kyrgyzstan. For organisations seeking to operate in the financial services sector and participate in the payment systems, it is critical to pay attention to each of these aspects to ensure full compliance with the licensing regulations and to keep their activities within the country's legal framework.

List of documentation

In applying for a payment licence in Kyrgyzstan, applicants must submit a set of required documents for review and approval by the National Bank of the Kyrgyz Republic. The list of required materials includes:

• A statement of intent to obtain a licence, signed by the head of the applicant company and executed in accordance with the regulations.
• Notarised copies of the documents establishing the company, including its charter, acts of state registration, protocols on the appointment of management, supported by signatures and seals confirming the authority.
• Information on the founders of the company with registration in Kyrgyzstan, confirming their official status, financial condition and legality of their activities.
• Details of the origin of the funds allocated to the formed authorised capital, with the relevant documents attached.
• Questionnaires from key persons and founders with attached evidence of their qualifications and eligibility.
• Information on persons associated with the applicant, with evidence attached.
• A business plan describing strategic objectives and expected financial results for the next three years.
• Agreement with a bank to conduct payment transactions in Kyrgyzstan and open a special account.
• Preliminary agreement with a bank or payment system on realisation of payments.
• Proof of contribution of authorised capital that meets the requirements.
• Internal regulatory documents defining the processes of operation of the payment system in Kyrgyzstan.
• Official authorisation to represent the interests of the applicant, confirmed by the management.
• Personal documents of the founder-physical person, including a certificate of income and confirmation of absence of debts to tax authorities.
• Confirmation of technical readiness of the system to perform payment transactions.

Detailed and accurate documentation is critical to the successful completion of the licensing process. Applicants need to pay close attention to every element in the documentation submitted to provide the regulator with a full basis for deciding whether the application meets the criteria for safe and secure financial transactions.

Norms of authorised capital

Kyrgyzstan has specific minimum capital requirements for a licence to operate a variety of payment services, which vary according to the type of business activity.

In order to operate as a payment system in Kyrgyzstan, a capital of KGS 1 million is required for domestic transfers. Organisations covering a broader range of services, including transactions, must have a minimum of KGS 2 million. If an entity seeks to be accredited as both a system and a payments organisation, proof of a capital of KGS 3 million is required. For activities related to international transfers or state-level payments, the capital amount increases to KGS 10 million. In the case of critical services, the minimum capital is increased to KGS 20 million. If a payment system is recognised as important for the country's financial system, the capital requirement increases to KGS 30 million. For systems that are key to the financial infrastructure and classified as systemically important, the minimum authorised capital is set at KGS 200 million.

This differentiation in capital amounts reflects the degree of risks and liabilities associated with each category of payment operations aimed at ensuring financial stability and confidence in the payment services sector.

Purchase of a ready-made company with an open payment licence

Advantages and risks of buying a ready-made company

The purchase of a ready-made company with a valid payment licence represents one alternative for companies seeking to enter the field of financial transactions in Kyrgyzstan. This approach has its advantages, but also carries certain risks that companies should consider when making a purchase decision.

• Time saving: buying a ready-made company with a licence avoids the process of applying for a licence and waiting for it to be issued. This saves a significant amount of time that would normally be required to obtain a licence.
• Ready customer base: a ready-made company is likely to already have its own customer base and customer relationships. This can provide an initial flow of customers and revenue after the acquisition of a firm with an open payment operator licence in Kyrgyzstan.
• Established processes: the selling company is likely to have established work processes and systems, making it easier for the new owner to start operations.
• Existing human resource capacity: the acquisition of a company may also include staff with experience and expertise in financial operations, which can be a valuable asset.

• Hidden liabilities: when buying a ready-made Kyrgyz company, there may be a risk that the new owner inherits hidden financial or legal liabilities that may cause additional costs or legal problems.
• Inadequate valuation of assets and liabilities: it is important to conduct a thorough valuation of the company's assets and liabilities to avoid unexpected financial liabilities.
• Loss of customer confidence: the transfer of the company to a new owner in Kyrgyzstan may cause anxiety among existing customers, and some of them may decide to close their accounts.
• Failure of management: If the new owner is unable to manage the company effectively or lacks the necessary expertise, this may result in lower revenues and profits.
• Acquisition costs: acquiring a registered firm in Kyrgyzstan may require significant financial outlay, and acquisition costs can be high.

As a result, the purchase of a ready-made company with a valid payment licence in Kyrgyzstan can be a profitable strategy for companies that want to quickly enter the market and use existing resources and customer bases. However, it is necessary to carefully assess all risks and opportunities, conduct a detailed legal and financial due diligence of the selling company to minimise possible negative consequences and ensure a successful acquisition.

Legal aspects and purchase procedure

Buying a company with a valid payment licence in Kyrgyzstan is a complex process that involves a number of legal aspects and formalities. These aspects and procedures are crucial for the successful completion of the transaction and ensuring the legality of all actions.

Legal aspects

A detailed due diligence (legal due diligence) of the selling company should be carried out prior to the transaction. This includes checking whether all necessary licences and permits are in place, assessing the validity of the payment licence, checking the company's legal history, whether there are any disputes or lawsuits and other aspects that may affect the transaction.

It is also necessary to draft and negotiate a firm sale and purchase agreement in Kyrgyzstan, which will define all the terms of the transaction, including price, terms, terms of transfer of assets and liabilities, seller's warranties and other important details.

Purchasing procedure

• Signing a Letter of Intent (LOI): Usually a transaction begins with the signing of an LOI, which defines the main parameters of the transaction and the obligations of the parties.
• Due Diligence: After the LOI, a legal and financial due diligence of the selling company is conducted to ensure that it is legally clean and financially sound.
• Signing the sale and purchase agreement: after a successful LOI and agreement of all the terms of the transaction, the parties sign the sale and purchase agreement.
• Filing an application for change of ownership of the company: after conclusion of the transaction, the new owner of the company files an application for change of ownership of the payment company in Kyrgyzstan;
• Completion of the transaction: after receiving the regulator's approval, the transaction is completed and the new owner starts managing the company with a payment licence.

These legal aspects and procedures represent the general outline of a transaction to purchase a company with a payment licence in Kyrgyzstan. However, each transaction may have its own peculiarities and may require a customised approach, including consultation with legal experts and regulatory approval.

Prospects for the development of payment systems in Kyrgyzstan

Electronic payments and financial services are becoming increasingly popular, which opens new horizons for growth and innovation in this area. An important aspect is obtaining a payment licence in Kyrgyzstan, which is a key step for companies seeking to establish themselves in the financial services market.

Various factors contribute to the development of payment systems in the country. Firstly, the growth of e-commerce and the increasing number of online shops are fuelling demand for electronic payment systems. Secondly, mobile payments are gaining popularity due to the convenience of mobile apps and wallets that allow users to make payments and transfers with ease.

The application of the latest technologies such as blockchain, artificial intelligence and machine learning is helping to create more secure and convenient payment solutions. Regulation and the introduction of regulatory changes by government authorities are directed at improving security standards and consumer protection, which also plays a key role in the development of the sphere. This is especially true for the process of opening a payment licence in Kyrgyzstan, which requires compliance with high standards of security and reliability.

Improved internet access and lower internet connection costs are fuelling the growth of online payments and digital financial services. In addition, increased financial literacy among the population through educational programmes and information resources is helping people become more familiar with electronic payment options.

Together, these factors create favourable conditions for long-term growth and innovation in payment systems in Kyrgyzstan. Given the trends towards digitalisation and efforts to improve the security and accessibility of payment services, payment systems can be expected to play an important role in the country's financial infrastructure, helping to meet consumers' needs for modern and efficient financial services. Registration of a payment licence in Kyrgyzstan is an important step for market participants seeking to contribute to the development of the country's economy and improve the quality of financial services for its residents.

Conclusion

Obtaining a payment licence in Kyrgyzstan is an important step for companies wishing to engage in financial transactions and payment systems in the country. This licence provides the legal right to conduct financial transactions and provide services in the field of payment systems, ensuring the reliability and security of financial transactions.

Our qualified lawyers are ready to provide you with detailed information on all aspects of opening a payment licence in Kyrgyzstan and provide support at all stages of this process. We are ready to help you achieve your goals in the field of financial transactions and ensure compliance with all necessary regulations and requirements.

To contact us and get more information, please fill out the feedback form on our website. We are ready to support you in achieving success in becoming a payment system operator in Kyrgyzstan.