Banking, finance and capital markets in Kazakhstan

Dentons

The Dentons banking and finance team advises both local and international finance institutions on project financing issues and PPPs, structured finance work, capital markets mandates and Islamic finance matters. Clients also include high-profile players in the oil and gas, mining and natural resources sectors. With broad experience in cross-border transactions, banking and finance group leader Abai Shaikenov has a strong track record in advising on legislative frameworks and advising major lenders and borrowers on complex financing arrangements. Vassiliy Zenov, who was promoted to the partnership in 2020, is also highly experienced in PPPs and capital markets transactions.

Practice head(s):

Abai Shaikenov; Vassiliy Zenov

Other key lawyers:

Ali Imanalin

Testimonials

‘Finance team in Kazakhstan is very efficient, proactive and reliable despite time and work pressures. They come up with elegant solutions for any issues and make themselves available whenever there is a need for their involvement without making the client feel as if he is asking for too much. It is a pleasure to work with the team. Their combined experience in the UK and Kazakhstan and the manner in which they share that experience — without competition, contributing to achieving the same goal for the client — make them the best finance teams to work with on transactions involving both jurisdictions.’

‘Ali Imanalin, a senior associate, is the heart of the finance team in Kazakhstan. Apart from being an exceptional lawyer with strong analytical, negotiation and presentation skills, he is very reliable and easy to work with. Ali becomes truly invested in the project and makes sure the best results are achieved at the same time saving a lot of client’s time.’

Key clients

European Bank for Reconstruction and Development

Royal Bank of Scotland plc and HSBC Bank plc

Air Astana JSC

Asian Development Bank

Work highlights

  • Advised EBRD with respect to the development of a new derivatives legal and regulatory framework in Kazakhstan.
  • Advised Asian Development Bank on the listing and placement of English law governed inflation-linked callable notes on the Kazakhstan Stock Exchange as part of ADB’s Global Medium-Term Note program.
  • Advising a client on all aspects related to the securitisation of a mortgage portfolio.

Kinstellar LLP

Kinstellar LLP works primarily on domestic and international high-value complex transactions, as well as acting as local counsel for major international firms. Additionally, the team frequently advises on international IPOs out of Kazakhstan and debt capital markets work. In 2020, the team notably advised on the first corporate bond issued under the Astana International Financial Centre and listed on the Astana International Exchange. Managing partner Joel Benjamin focuses on corporate and commercial work throughout the CIS region, with particular experience in bilateral and syndicated loans, while Adlet Yerkinbayev advises on M&A and banking and finance mandates. Senior associate Yerlan Akhmetov is also a key name to note.

Practice head(s):

Joel Benjamin; Adlet Yerkinbayev

Other key lawyers:

Yerlan Akhmetov

Key clients

Halyk Bank JSC

Work highlights

  • Advised Halyk Bank and its controlling shareholder JSC Holding Group Almex on the SPO of Halyk Bank.

Morgan, Lewis & Bockius LLP

Morgan, Lewis & Bockius LLP advises international and domestic clients on a wide range of high-value and complex banking and capital markets work, with particular expertise in cross-border financings related to the UK and Russia. In recent years its clients have shifted to include key corporations in the energy, infrastructure and telecoms sectors operating in Kazakhstan. Managing partner and general director Aset Shyngyssov leads on M&A, oil and gas, and infrastructure projects, while Klara Nurgaziyeva focuses primarily on financings regarding energy projects and M&A transactions.

Practice head(s):

Aset Shyngyssov

Other key lawyers:

Klara Nurgaziyeva

Key clients

Kusto Agro

Cevol Ltd

Compass Group / ESS Kazakhstan

Telia

EBRD

Aldar Properties PJSC

Airbus

Gate Gourmet Platinum Pte. Ltd.

Tiryaki Agro Gida San. Ve Tic. A.S.

Canon

Work highlights

  • Advised EBRD on the financing of a solar photovoltaic power plant with an installed capacity of 34.4MW.
  • Advised Cevol Ltd. on a proposed listing of shares on Astana International Exchange, including work on the establishment of a Special Purpose Vehicle, advice on the use of trust, bankruptcy remoteness and related issues.
  • Assisted River Acquisition B.V. in connection with its accession as guarantor (and pledgor) to a €300m facilities agreement.

White & Case Kazakhstan LLP

White & Case Kazakhstan LLP specialises in cross-border transactions, including high-value IPOs, equity issues and offerings. Additionally, the team is  highly experienced in advising oil and gas companies on debt capital markets work. With a traditionally strong presence in London and Moscow, it has also seen an increase in capital markets transactions for key Chinese clients and notable growth in the number of impressive cross-border transactions it has handled through the Astana International Financial Centre. Practice leader Pavel Kornilov frequently advises on high-profile, high-value matters for international investment banks.

Practice head(s):

Pavel Kornilov

Key clients

Citigroup Global Markets

UBS Group

JP Morgan

ING Bank

Société Générale

Work highlights

  • Advised MUFG Securities EMEA plc and Société Générale as dealer managers in relation to the liability management transaction of JSC National Company Kazakhstan Temir Zholy in relation to the $1.1bn guaranteed notes.
  • Advised Citigroup and ING Bank as dealer managers on the tender offer by KazTransGas Joint Stock Company in relation to its $750m guaranteed notes.
  • Assisted Citigroup Global Markets Limited, Société Générale, First Heartland Securities JSC and UBS AG London Branch as joint lead managers with the update of an $10bn MTN Programme for Kazakhstan and a series of offerings by the Ministry of Finance of the Republic of Kazakhstan in indicative aggregate principal amount of $1.2bn.

AEQUITAS

AEQUITAS advises international clients on local regulations, securities work, investment portfolios, and complex projects. The team also has a strong track record in cooperating with international law firms on IPOs. Head of the banking and finance team. Nurlan Sholanov supervises on key project finance matters. The group works frequently with the Astana International Financial Centre.

Practice head(s):

Nurlan Sholanov

Testimonials

‘Very responsive and diligent. Great team and a pleasure to work with.’

‘Operative and exhaustive responses to the client’s queries, ability to work within the hard timelines and under pressure, detailed elaboration of a subject matter.’

Key clients

Gazprombank JSC

Work highlights

  • Supported a number of projects for Gazprombank JSC on extension of loans to Kazakhstan companies.
  • Advising a syndicate of lenders on the first concessionary project of special significance in Kazakhstan involving the construction and operation of a ring high-speed toll road – the Big Almaty Ring Road.

Centil Law

The team at Centil Law specialises primarily in corporate and banking and finance work, acting for international banks. Recent projects include key sovereign loan work for clients ranging from Chinese financial institutions to the Kazakh government. The group also works with the corporate practice advising international corporations on M&A, joint ventures, and regulatory compliance issues in the energy, natural resources and infrastructure sectors. Of note is banking and finance leader Dinara Jarmukhanova, who acts for Kazakh banks on international dispute resolution matters, cross-border loans, and the issuance and sale of notes. Since 2020, the team has seen an increase in banking litigation mandates.

Practice head(s):

Dinara Jarmukhanova

Key clients

L’Oreal

Diehl

Bacardi-Martini

General Motors Uzbekistan

Coca Cola

National Company “KazMunayGas”

Verno Capital

Molson Coors

Welltec

Teva Pharmaceutical Industries

Work highlights

  • Provided Sberbank of Russia with Kazakh law advice under English law on a ISDA Master Agreement between KazCo 1 and Sberbank of Russia.
  • Assisted a major international financial institution with operations in Kazakhstan in connection with loan agreements with Kazakh borrowers caused by anticipated payment delays arising from the Covid-19 pandemic.
  • Advised a major international bank on its first sovereign loan facility with the Republic of Kazakhstan to finance an infrastructure project in Kazakhstan.

Dechert Kazakhstan Limited

The finance team at Dechert Kazakhstan Limited is frequently supported by a satellite team in London on its longstanding banking and finance work, acting for international clients, especially in the US, UK, Russia and the CIS region. With experience in advising on bond work for regional corporations in the oil and gas sector and banks, the team also advises on corporate finance work and M&A. Practice head Victor Mokrousov leads on finance, M&A and regulatory matters. Based in London, Patrick Lyons handles international capital markets work and advised on the first corporate bond listed on the Astana International Exchange.

Practice head(s):

Victor Mokrousov

Other key lawyers:

Patrick Lyons

Key clients

European Bank for Reconstruction and Development

Development Bank of Kazakhstan

Kazakhstan Temir Zholy

Kazakhtelecom

CITIC Capital

Tengizchevroil

Work highlights

  • Advised JSC National Company Kazakhstan Temir Zholy on its invitation to holders of its outstanding $780m 4.850% Notes, due 2027, to tender any or all of such notes for purchase by KTZ for cash.
  • Advised JSC Development Bank of Kazakhstan in connection with the update of its $3bn Medium Term Note Programme and a Eurobond issuance.
  • Acting as Kazakh counsel for Tengizchevroil LLP in connection with its debt financing arrangements.

GRATA International

The banking and finance team at GRATA International is highly experienced in PPP projects in Kazakhstan, including aviation projects, automobile checkpoint centres, and projects in other key transport sectors. With experience in capital markets transactions, including IPOs and Eurobond issuances, as well as cross-border M&A work, the team is led by global head of banking and finance Shaimerden Chikanayev, who focuses on PPPs and project finance work, cross-border capital markets mandates, and transactions. Additionally, Marina Kahiani is highly experienced in capital markets transactions, PPPs and M&A.

Practice head(s):

Shaimerden Chikanayev; Marina Kahiani

Key clients

European Bank for Reconstruction and Development

China Development Bank

Bank of China (Hong Kong)

International Finance Corporation

VTB Group

Mastercard

Sberbank of Russia

JSC Gazprombank

Sucres & Denrées

China CITIC Bank Corporation Limited

Bloomberg

Islamic Development Bank

Work highlights

  • Advised European Bank for Reconstruction and Development on its Kazakhstan risk sharing program.
  • Advised Mastercard on regulatory issues related to Mastercard’s products offered in Kazakhstan and relationships of Mastercard with its customers in Kazakhstan.
  • Assisted Deutsche Bank AG, J.P. Morgan Securities plc and JSC Halyk Finance as joint global coordinators with the IPO of Halyk Bank.

Integrites

Integrites has established itself as a strong team for project finance issues, international and domestic lending work, and debt and equity capital markets mandates. The team is also experienced in IPOs and structured finance matters. Practice leader Kurmangazy Talzhanov acts for clients in commercial arbitrations, while Igor Krasovskiy is experienced in financing transactions.

AGZ / Zan Hub

The project financing and capital markets practice at AGZ / Zan Hub is particularly strong in advising on major IPOs on both the London Stock Exchange and the Astana International Exchange. Practice co-head Aituar Madin advises clients on project finance work, capital markets issues, and corporate and M&A transactions, while fellow co-head Semion Issyk focuses on derivatives, securitisation, banking and project finance mandates. Senior associate Karina Sultanaliyeva is also a key name to note.

Practice head(s):

Aituar Madin; Semion Issyk

Other key lawyers:

Karina Sultanaliyeva

Key clients

Amazon

Goldman Sachs

Air Liquid

AEON Holdings

Airports of Regions

China Telecom

Promsvyazbank JSC

Da Vinci Capital

ITI Funds

Work highlights

  • Advised Samruk-Kazyna, as the selling shareholder, and Kazatomprom, as the issuer, on Kazakh and AIFC laws at all stages of an accelerated bookbuilding matter.
  • Advised the Government of the Republic of Kazakhstan on updating the Republic’s global medium term note programme and the related issuance of notes.
  • Advised a consortium of 25 underwriters on the IPO of Saudi Aramco and the offering of its equity securities to Kazakh investors.

Baker & McKenzie - CIS, Limited

The capital markets practice at Baker & McKenzie - CIS, Limited covers the entirety of the CIS region, with sister offices based in Moscow, St. Petersburg and Kyiv. The team advises commercial and multilateral development banks and borrowers on securitisation work, debt capital markets issues and derivatives mandates. With a growing Islamic financing practice, the team also has additional experience in aviation financings, reorganisations, bankruptcies and restructurings. Practice head Curtis Masters is US-qualified and specialises in cross-border M&A, privatisations and matters in the insurance and telecoms sectors. Senior associate Gulnur Bekmukhanbetova is also a key contact.

Practice head(s):

Curtis Masters

Other key lawyers:

Gulnur Bekmukhanbetova

Key clients

Air Lease Corporation

Avolon Aviation Leasing Limited

Caterpillar

Central-Asian Electric Power Corporation JSC

Citibank

Eurasian Development Bank

Goldman Sachs

Harbour Litigation Funding

KazTransGas JSC

OneWeb

SMBC Aviation Capital

Standard Chartered Bank

TrueNoord Aircraft Leasing

VTB Bank

Wings Capital Partners

Work highlights

  • Acted as issuer’s counsel to KazTransGasJSC on its buyback of Euronotes worth approximately $100m.
  • Advised Citibank Kazakhstan on the structuring of a new chain financing product for the bank’s major customers in Kazakhstan, combining both banking and financing characteristics.
  • Advised Goldman Sachs on one of the first derivatives transactions in Kazakhstan under the ISDA Master Agreement since the 2008 financial crisis.

Deloitte TCF, LLP

Deloitte TCF, LLP provides banking and finance advice to clients in the financial services industry on cross-border M&A, handles loan transactions for both lenders and borrowers, and assists with restructurings and reorganisations. Agaisha Ibrasheva leads the team, focusing on M&A, project finance matters, subsoil use issues, and HR-related work. Legal director Olessya Kirilovskaya is experienced in oil and gas legislation and represents corporates in tax disputes.

Practice head(s):

Agaisha Ibrasheva

Other key lawyers:

Olessya Kirilovshaya

Haller Lomax

Haller Lomax's corporate practice advises international clients on domestic and cross-border corporate and commercial transactions, especially in the natural resources, oil and gas, and banking and finance sectors. The team is also highly experienced in restructurings, IPOs, and acquisition financing work. Founding partner Vilen Adjivefayev has advised on high-profile financings, acquisitions and restructurings.

Practice head(s):

Vilen Adjivefayev

Testimonials

‘Perfect availability of Vilen Adjivefayev as well as very good level of knowledge and creativity in the approach to solving tasks.’

‘I valued Vilen Adjivefayev’s knowledge, expertise, creativity, precision, confidence and guidance.’

Key clients

Iskander Oil LLP

Work highlights

  • Assisted Iskander Oil with selling its oil and gas exploration and production subsoil use contract, valued at $8m.

Reed Smith LLP

Reed Smith LLP provides extensive commercial advice to international clients on finance and capital markets issues in the Kazakhstan market. Operating out of London, Belinda Paisley focuses on international arbitration proceedings, especially regarding investor disputes. Askar Zhansagimov is another key contact.

Practice head(s):

Belinda Paisley

Other key lawyers:

Askar Zhansagimov