Kazakhstan

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IFLR1000 Reviews

Overview

Solicitors governing body: Republican Collegium of Advocates of Kazakhstan 

Competition authority: Agency of the Republic of Kazakhstan for Civil Service and Anti-Corruption 

Financial regulator: The National Bank of Kazakhstan 

IFLR1000 ranking categories for this jurisdiction:

Financial and corporate (published October) – Financial and corporate, Project Development

Jurisdiction overview 

Kazakhstan’s legal system is influenced by the traditions of Islamic and Roman law, particularly the theory and practice of Soviet law and socialist principles. The legal profession is divided into commercial lawyers and advocates. 

Commercial lawyers are subject to general civil, tax and business legislation and can handle general legal issues and civil cases, but cannot act in court, which is the sole preserve of advocates regulated by the law on advocates requiring a licence from the Ministry of Justice. Graduates normally start off as legal assistants and paralegals before gaining enough experience to become lawyers. They require no licence to practice, and in April 2012 the Kazakhstan Bar Association (KazBar)—with voluntary membership—was established to improve the quality of the country’s legal services, and establish a legal framework for regulation of the profession.

The legal market itself is relatively small and undeveloped, with around 10000 lawyers and 15 full-service corporate law firms made up of 20-30 lawyers. Relaxed regulation means that foreign law firms can set up in Kazakhstan and start providing legal services with a minimum of fuss, and can employ experienced domestic lawyers to plug the language and cultural gap.

The attraction of Kazakhstan as a destination for global law firms is obvious; the country is a leading energy producer in the CIS with abundant reserves in oil, gas, coal, and uranium ore. Global firms such as Dentons, White & Case, Baker & McKenzie, Morgan Lewis & Bockius, Dechert, Norton Rose Fulbright and Kinstellar have an established base in the commercial hub of Almaty. However, a more recent trend has seen firms such as Dentons open up in the country’s capital, Astana, while White & Case opened its second office there.

Almaty might be the major financial hub, but Astana hosts the state bodies, and a growing number of oil and gas companies are establishing headquarters in the city. It is easy to see why a firm might want to open up an office there, especially in the world's largest landlocked country, where the distance between Almaty and Astana is 1288 km.

Turning attention to the local firms, the growing interest of UK investors in Kazakhstan—and the need for Kazakh legal advice—has encouraged a number of domestic firms to open in London such as Sayat Zholshy & Partner, Grata and Linkage & Mind.

Adam Majeed - Asia-Pacific Editor

IFLR1000 2019: Kazakhstan market trends and developments

Financial and corporate
AGZ / Zan Hub

Formed in 2016, Zan Hub is recognised for its work in the financial and corporate space, where it specialises in capital markets mandates.

In a clear highlight, the firm acted on the debut issue of local currency denominated eurobonds by the Development Bank of Kazakhstan. The firm also notably advised on an issue of senior notes by Nostrum Oil & Gas.

During the research period, the firm merged with SSH Tax & Legal Solutions and subsequently added corporate partner Safkhan Shahmammadli.

Citigroup, Credit Suisse and JPMorgan are among the firm’s notable clients.

Client feedback

“I worked with a financial and corporate partner from the firm earlier when he was in another Kazakh firm. I am satisfied with his pricing and advice.” – Banking

“The firm provides high quality services and is always very responsive and ready to meet the client's needs.” – Banking

“Generally reliable firm with low rate of mistakes. The partners are experienced transactional lawyers, market and client-oriented.” – Banking, capital markets

Semion Issyk

“Experienced. Flexible.”

Aituar Madin

“He has strong knowledge and the ability to quickly solve last minute issues.”

Baker McKenzie

Baker McKenzie has a strong corporate practice and is recognised for its involvement in banking and finance deals in Kazakhstan. Recently the firm has been particularly active in aviation finance, capital markets and restructurings.

During the research period, highlights included advising a variety of international airlines on the leasing aircrafts to the national carrier, Air Astana. In a standout capital markets transaction, the firm represented KazTransGaz on a large bond issue.

In the projects area, the firm worked on matters including the establishment of a joint venture to develop methane projects and a civil aviation PPP, as the client sought to implement an air passenger tracking system.

Other key clients include General Electric and Landesbank Baden-Württemberg.

Client feedback

“Excellent law firm that provides high quality services and is client oriented” – Banking, M&A

Centil Law Firm

Centil Law Firm has offices across Central Asia in Kyrgyzstan, Tajikistan, Turkmenistan and Uzbekistan in addition to Kazakhstan. The firm has four partners focused on financial and corporate work in Almaty.

During the research period, the firm has completed deals in sectors including agriculture, banking, FMCG and telecommunications. While several of the firm’s deals are confidential, a notable mandate saw it represent Russian company Azimut Hotels as it launched in Kazakhstan.

Among the firm’s standout clients are international brands Bacardi, Chevron and L’Oréal.

Dechert

International firm Dechert has strength across the financial and corporate area, and sector expertise in energy, infrastructure and natural resources.

The firm’s recent corporate highlights include representing state-owned KazMunayGas on a number of finance transactions and working on a bond issue of Tengizchevroil.

In the projects space, away from oil and gas work, the firm acted for American technology company, Stewart Engineers, on a joint venture with a government-backed investment fund for the construction of the first float-glass production facility in Kazakhstan. A further notable mandate saw the firm represent the American Chamber of Commerce in Kazakhstan on its engineering and construction licensing working group.

Key clients include the China Petroleum Technology & Development Corporation (CPTDC) and Kazakhtelecom.

Deloitte

The legal team of Deloitte in Almaty specialises in advising on corporate restructuring, due diligence and liquidations.

Highlight corporate deals include assisting Özgün İnşaat with due diligence for an acquisition, and representing Total Eren as it sought to select the appropriate corporate investment structure.

In the projects area, the firm provided legal support to Kazakhstan Project Preparation Fund on a PPP project concerning the construction and operation of state hospital. In another notable matter, the firm advised Linde Gas on issues related to construction legislation and the obtainment of necessary licenses and permits.

During the research period, senior legal manager Yelena Ryzhkova, who worked on corporate and projects work, left the firm.

Moncler Industries, Rosetti Marino and Schulz Systemtechnik are among the firm’s key clients.

Dentons

Dentons is one of the leading firms in the country for corporate and project-related work. The firm’s vast and experienced global network attracts a range of international clients in areas including banking and finance, capital markets and M&A.

The firm’s recent financial and corporate work includes acquisition financing, acting on joint ventures, and loan restructurings. Notably, Dentons worked for the European Investment Bank (EIB) on its financing to the Development Bank of Kazakhstan, and on the restructuring of a loan facility concerning the Central Asia-China gas pipeline. In this space, the firm has also represented the likes of the Bank of China, Eurasian Resources Group (ERG) and the European Bank of Reconstruction and Development (EBRD) among others.

The firm’s projects team have worked on several significant mandates in infrastructure and construction within the region. Public deals include work on the construction of a float-glass production facility, the reconstruction of a pharma plant and the renovation of a gas cleaning system within Kazakhstan. 

The firm’s cross-border expertise also means that it takes the lead role in Kyrgyz projects using the team in Kazakhstan. The firm notably worked for the Government of Kyrgyzstan on the country’s first PPP project and represented Hilton Worldwide on the opening of a luxury hotel in Bishkek.

A notable staffing change during the research period saw partner Almas Zhaiylgan depart to join Kinstellar.

Other international banking clients of the firm include Citibank, JPMorgan and Société Générale.

Client feedback

“High qualifications and competence. They provide effective recommendations and efficiently prepare answers to questions of interest.” – Banking

“Extensive international network and good client relationships.” – Project development

Egen Gregory

Egen Gregory has been active in the financial and corporate space, acting on matters including fund formations, joint ventures and private equity mandates in areas including technology and telecommunications. 

In M&A, the firm advised Kazyna Capital Management on the formation of a fund together with the Development Bank of Kazakhstan, with the aim of promoting alternative investments and diversifying the market away from its reliance on oil and gas. The firm also associated with diverse holding company, Lancaster Group, as it invested on a biotechnology start-up and a European motion picture.

The firm’s projects team has worked on PPP project and oil and gas transportation matters, representing clients including the truck company, Petroleum.

A significant departure during the research period saw co-founder Arman Tastanbekov depart to become the CLO of the newly launched, Astana International Exchange (AIX).

Clients of the firm include Tech Garden, Turner Media and Viacom.

Client feedback

“Positive experience working with the team thanks to the high competence of the lawyers, an individual approach to the client's inquiries, being proactive in providing optimal solutions for various issues, effective coordination and communication and a wide network of partners in other competencies.” – M&A

GRATA International

GRATA International has a wide network domestically and offices across Central Asia in Azerbaijan, Kyrgyzstan, Mongolia, Tajikistan, Turkmenistan and Uzbekistan. It also has a China desk and partnerships with firms in Central and Eastern Europe. 

A clear highlight during the research period was the firm’s work for the China CITIC Bank as a local counsel, as it became the first Chinese investor in two decades to invest in a bank within the jurisdiction. Another notable project saw the firm work for the Korea National Oil Corporation, as it sold its high-value drilling equipment and exited from the Zhambyl project in the Caspian Sea.

In the project development area, the firm has worked primarily on infrastructure and PPP projects. One matter saw the firm advise a local investor, Eurotransit Terminal, on the construction of a road checkpoint and logistics centre on a section of the Almaty-Khorgos highway.

The firm has strong connections with international financial institutions including the China Development Bank (CDB) and the European Bank for Reconstruction and Development (EBRD).

Integrites

Integrites is an regional firm with offices in Russia and Ukraine, as well as affiliates in Germany, the Netherlands and the UK. 

The firm’s corporate team was active throughout the research period, working on mergers, joint ventures and project financings. A deal highlight saw the firm advising EcoProTech-Astana and the Development Bank of Kazakhstan on the financing of the construction of Zylga solar power plant. 

In the projects space, the firm worked on advising Zhetysu Koy on the terms of an investment contract concerning the construction of a meat processing plant in Almaty.

In a notable staffing change, corporate counsel Aleksander Stel joined Integrites to manage the firm’s German desk in Almaty. 

The firm’s clients include Boeing, Duracell and Samsung.

Kinstellar

Kinstellar is arguably the market’s leading capital markets firm and regularly works on Kazakhstan’s largest IPOs and bond issues. The firm also has strength across other areas within the financial and corporate space.

In M&A, the firm completed working on Halyk Bank’s sale of 60% shares in Altyn Bank, a significant deal in the country’s banking sector. Moreover, the M&A team also advised Halyk Bank on the acquisition of a controlling stake in one of the country’s largest private banks, Kazkommertsbank. In the capital markets space, the firm worked on matters including MTN programmes for clients including the banking group UBS.

In the project development space, the firm worked on a range of cross-border issues across the energy, oil and gas and mining sectors.

A notable staffing change during the research period saw the arrival of M&A and projects specialist, Almas Zhaiylgan, from Dentons. The firm also launched an office in Tashkent to capitalise on the growing business opportunities in Uzbekistan and to expand its Central Asian coverage.

Other clients of the firm include Citibank, Deutsche Bank and VTB Capital.

Client feedback

"We have a long-standing relationship with the firm. They recently advised us on two M&A transactions from an English law perspective. Both transactions were unprecedented for the Kazakh market in terms of complexity. The firm has a strong team with in-depth knowledge of the Kazakh banking system and related issues and has an extensive team that was able to support us in legal due diligence, transaction structuring and documentation negotiations.” – Capital markets, M&A

KPMG

The legal team of KPMG offers financial and corporate advice. The firm specialises in advising on topics including due diligence and loan restructurings.

Highlight corporate deals include providing assistance on the merger of two Kazakhstani banks and performing due diligence on a sale of shares related to the privatisation of the energy sector, 

Coca-Cola Almaty Bottlers, Emir-Oil and Volvo Construction Equipment are among the firm’s key clients.

Client feedback

“The positives include the value of the fees and the firm's client-oriented approach.” – Restructuring and insolvency

Linkage & Mind

The work of the team at Linkage & Mind has largely focused on finance and M&A transactions in the research period. Within that, construction and infrastructure matters have featured prominently.

In M&A, the firm regularly worked for buyers on deals within the construction sector. Notably, it advised Greek construction company, Metka, and German investment group, United Green, on separate acquisitions of local construction companies.

In the projects space, a notable mandate saw the firm advise BaKaF Engineering on the building of a coal mining complex, contracted by a Chinese construction company.

Notable clients of the firm include Epiroc, Ipsen and Vinci Construction.

Client feedback

“Professionalism, depth of experience, effective and time-efficient consulting.” – Banking, project development

“We get very professional and timely services from the firm.” – Project development

“Strengths: prompt delivery time, customer loyalty and staff politeness.” – Restructuring and insolvency

Gaukhar Abdigaliyeva

“Confident, communicative, and professional corporate lawyer, who is result-oriented.”

“Polite and prompt. Able to provide solutions and alternative ideas.”

Aizhan Karzhaubayeva

“She has a comprehensive knowledge in Kazakh law and she is an incredible workaholic.”

Morgan Lewis & Bockius

Morgan Lewis & Bockius is recognised as one of the leading names in Kazakhstan’s legal market across the board. The firm has strong experience working on cross-border deals in the region in sectors including energy, retail and telecommunications.

In the banking and finance sector, the firm acted for mining company, ShalkiyaZinc, in connection with a financing provided by the European Bank for Reconstruction and Development (EBRD), in the largest value financing extended by the organisation for any Kazakhstan-related project. The firm also worked on transactions as a part of the national privatisation program, acting on deals for Compass Group and transport firm, Alstom. Elsewhere, the firm represented the Astana International Financial Centre (AIFC) in connection with the creation of the Astana International Exchange (AIX), a new stock exchange.

Along with energy work, the firm has expertise within infrastructure projects and recent mandates include work on an airport, renewables projects and a transportation plant. Likewise, real estate is another active sector for the firm, with the firm working on several mixed-use developments in Astana such as the Abu Dhabi Plaza, the proposed largest tower block in Central Asia.

Other clients of the firm include the Emirati real estate company, Aldar Properties, and technology firm, Yandex.

Client feedback

“In general, the firm has good expertise in certain areas. The managing partner is a person with great experience and knowledge of the legislation, market and players in the market.” – Project development

Sayat Zholshy & Partners

Sayat Zholshy & Partners is strongest in financial and M&A work, where it has historically acted on some landmark transactions in the banking sector. The firm has also engaged in mandates in the insurance, manufacturing and technology sectors.

Deal highlights within the research period include working on the financial restructuring of a Kazakhstani subdivision of a global tobacco producer.

In the projects space, the firm notably engaged with an Indonesian company in matters regarding the construction of technical facilities for industrial application.

The firm acts for international clients including Coca-Cola, Danone and Sberbank.

SIGNUM Law Firm

Signum Law is strongest in corporate and M&A work, where it has regularly acts in transactions within the oil and gas sector.

The firm worked on project financings, corporate restructurings and due diligence tasks within the financial and corporate space. Notably, the firm represented an international mechanical engineering company in respect to the acquisition of a participating interest in a Kazakhstani construction company.

Among highlights in the projects space, the firm assisted a Swiss security systems provider on an e-governance PPP project, and a Malaysian oil and gas company on contracts related to its assets in south-west Kazakhstan. A further role saw the firm provide support to the construction of a premium threading facility in Aktau.

EnerMech, Medical Insurance Group Archimedes and Reach Energy Berhad are among the firm’s notable clients.

Client feedback

“Result-oriented team of relatively young lawyers led by experienced partners. Signum acts independently, engages partner law firms where there is a need in specific knowledge (like international arbitration or criminal investigation) and supports the business needs of its clients. The firm actively participates in the legal community's life, which keeps it updated on developments and with an active network.” – Banking

Verum LLP

The team at Verum is known for its focus on complex matters in the financial and corporate space. Energy and natural resources have been particularly prominent recently, along with financial services work.

While almost all of the firm’s work is confidential, it has worked on deals within the banking, mining and oil and gas sectors representing regional clients.

There were several personnel changes at Verum during the research period. The firm added managing partner and corporate specialist Ulan Tilenbaev, who joined from Kyrgyz firm, Kalikova & Associates. Finance partner, Aidar Massatbayev, and corporate counsel, Larissa Orlova, also joined the firm from Tengri Bank and Michael Wilson & Partners, respectively. 

Going the other way, managing partner and projects specialist Altynay Tanasheva departed to join the newly launched Kazakhstani office of Ukrainian firm, Everlegal. Another managing partner, Azamat Chinetov, also left the firm to go in-house with a mining organisation.