Energy and natural resources in Kazakhstan

Dentons

Dentons is primarily focused on projects in the mining and oil and gas sectors, including advising major petroleum, mining, and service companies, as well as major financial institutions in Kazakhstan and nearby CIS countries. Managing partner Aigoul Kenjebayeva advises on upstream, midstream, and pipeline acquisitions, structuring greenfield projects, and other key oil and gas projects. Additionally, Daniyar Toigonbaev frequently represents international companies in court and is an expert in subsoil use codes, while Ruslan Nurbekov advises on renewable energy work, infrastructure projects, PPPs and commercial matters.

Practice head(s):

Aigoul Kenjebayeva

Other key lawyers:

Daniyar Toigonbaev; Ruslan Nurbekov; Victoria Simonova

Key clients

Qazaq Soda LLP/ Yildirim Holding A.S.

KAZ Minerals PLC

Shell Kazakhstan Development BV

UPNK PV LLP

Wood Group PLC

RG Gold Processing LLP

Halliburton International Inc.

KBR, Inc.

MOL Group

Work highlights

  • Advised a client on the acquisition of a major Kazakhstan company which operates on markets of generation, transmission and sale of electricity and heat.
  • Advised a European oil and gas company on various issues related to the client’s targets in Kazakhstan.
  • Advised a client on the restructuring of the proposed merger between its two joint ventures in Kazakhstan and the transfer of participatory interest in the JVs from the current participant to another affiliated company.

GRATA International

GRATA International has established itself as a key name for advising on oil and gas downstream work, acting for major investors on entrances into Kazakhstan's petrochemical market, and it has significant involvement in IPOs. As head of the natural resources team, Almat Daumov leads on M&A and dispute resolution work, while Baizhan Bekzhanov oversees all work related to the mining industry. Yerbolat Yerkebulanov is leads the subsoil use expertise and focuses on commercial agreements, regulated procurements, oil and gas work, and mining issues. He works alongside Maxim Burak, who handles corporate transactions in the oil and gas sector.

Practice head(s):

Almat Daumov; Baizhan Bekzhanov

Other key lawyers:

Yerbolat Yerkebulanov; Maxim Burak

Testimonials

‘GRATA has a separate Energy and Natural Resources (ENR) team represented in their offices throughout Kazakhstan. We work with Almaty and Nur-Sultan members of ENR team. They have experience working for a number of gold mining companies especially international and well-known companies. It is important for us to get best practice approach and GRATA shares their knowledge and experience of working for such a big investors.’

‘Almat Daumov is a well-known Natural Resources lawyer in Kazakhstan with strong expertise in subsoil use, tax, M&A and dispute resolution. It is a rare case when one person can be a universal lawyer, but Almat is just that kind of person.’

‘Good knowledge of local law issues and the legal market while at the same time providing their services at international standards.’

Key clients

Ust-Kamenogorsk Titan Magnesium Plant

Lukoil Overseas Karachaganak B.V.

Nord Gold

Korea National Oil Company (KNOC)

Baker Hughes

Albraik Investments

Dietsmann

TATNEFT

Glencore UK Ltd

RG Gold

Clifford Chance Beijing

Winston&Strawn

JV KUATAMLONMUNAI LLP

CNPC

Arcelor Mittal Temirtau

Sinopec Engineering

KMG Nabors Drilling Company

Rio Tinto Exploration Kazakhstan

ENKA

Borealis AG

Work highlights

  • Advising MUNAILY KAZAKHSTAN, a medium sized oil company with large confirmed oil deposits, on company restructuring issues including brining on board a big Chinese investor.
  • Advising Borealis on negotiations with the Government of Kazakhstan regarding the construction of a world-scale integrated petrochemical complex in Atyrau for the production of polyethylene.
  • Acting for a large drilling company in Kazakhstan, mostly providing services to a China National Petroleum Company, in a tax dispute related to corporate income tax and VAT charges.

Kinstellar LLP

Kinstellar LLP receives high-profile instructions in the oil and gas, mining, and power generation sectors from blue-chip clients. The team frequently provides regulatory advice on high-profile M&A deals in the energy and natural resources sectors as well as handling solar power projects; it also assists international law firms seeking Kazakhstan advice and acts as Kazakhstan co-counsel. Practice leader Almas Zhaiylgan has experience advising on upstream exploration and production projects, joint venture agreements and joint operating agreements; while Joel Benjamin works primarily on corporate and commercial deals in the energy sector.

Practice head(s):

Almas Zhaiylgan

Other key lawyers:

Joel Benjamin

Key clients

Kazakhstan Energy Reinsurance Company Ltd

Work highlights

  • Advised Kazakhstan Energy Reinsurance Company Ltd. on its redomiciliation from the Bermuda Islands to the Astana International Financial Centre.

Morgan, Lewis & Bockius LLP

Morgan, Lewis & Bockius LLP is a key name for energy and infrastructure projects in Kazakhstan, especially issues related to M&A and joint ventures. Additionally, the team is highly experienced in advising on construction contracts, financings and engineering and procurement-related matters in the oil and gas sector. Managing partner Aset Shyngyssov leads on significant oil and gas transactions, including major M&A, financings and dispute resolution; and group co-head Klara Nurgaziyeva focuses primarily on energy projects and M&A.

Practice head(s):

Aset Shyngyssov; Klara Nurgaziyeva

Other key lawyers:

Bakhytzhan Kadyrov

Testimonials

‘It is one of the law firms in Kazakhstan with the most proactive and well educated lawyers with notable experience. We highly appreciate their timely and solid views and comprehensive products.’

‘Aset Shyngyssov and Klara Nurgaziyeva are top lawyers in the oil and gas industry who successfully demonstrated their professionalism. Both of them are advanced and impartial. All the tasks assigned to them have been completed with high standards and on time.’

Key clients

EBRD

ShalkiyaZinc LTD JSC

Arcelor Mittal JSC

China National Oil and Gas Exploration and Development Corporation

Kusto Agro

River Acquisition B.V.

Compass / Eurest Support Services

Petrokazakhstan

Smape SRL

Eni SpA

Work highlights

  • Advised EBRD on the financing of a solar photovoltaic power plant with an installed capacity of 34.4 MW.
  • Advised a Netherlands-based private investment group on an acquisition of two Kazakhstan legal entities engaged in the oil services business.
  • Represented EBRD in connection with a €27m amendment of the loan involving Shardara HPP JSC (a 100MW hydropower plant) and Samruk-Energy JSC, also having advised on the original loan transaction.

Unicase Law Firm

Unicase Law Firm provides advice to the Kazakhstan Government and international clients in the renewable energy, oil and gas sectors on developing legislation, as well as advising on de-risking renewable energy investments. Raushana Chaltabayeva focuses on M&A and PPPs for renewable, oil and gas clients; group head Saniya Perzadayeva advises on infrastructure issues, PPPs and legislation related to renewables projects; and Nurlan Kubenov provides additional support at associate level. The team also acts as counsel for international law firms on corporate and finance matters relating to the energy and mining industries.

Practice head(s):

Saniya Perzadayeva

Other key lawyers:

Nurlan Kubenov; Raushana Chaltabayeva

Key clients

Renewable Energy Agency

TetraTech ES

GMCS, a.s.

Total Eren S.A

Work highlights

  • Advising on the modernization of East Kazakhstan municipal street lighting project in Kazakhstan in the frame of Kazakhstan’s Energy and Infrastructure development plan.
  • Advised Total Eren SA on acquisition, construction, and operation of a 100MW solar photovoltaic power plant in Kazakhstan.
  • Advising a client on acquisition of a wind power plant.

AEQUITAS

The team at AEQUITAS frequently assists international law firms and corporations seeking to invest into Kazakhstan's oil and gas and natural resources markets. The group is also experienced in labour and antitrust issues and subsoil user procurement mandates; it was the first local firm to draft subsoil contracts. Managing partner Olga Chentsova was notably involved in drafting the petroleum and subsoil use law; he and Natalya Braynina lead on handling key matters including corporate and environmental issues, subsoil use, litigation and arbitration proceedings.

Practice head(s):

Olga Chentsova; Natalya Braynina

Key clients

Calouste Gulbenkian Foundation

China Rising Energy International Co., Ltd.

Zhetysu Volframy LLP

Work highlights

  • Advised a Chinese investor in the course of acquiring a controlling share in TNG Holding LLP, the sole participant of a subsoil user company holding the subsoil use right under the contract for production of raw hydrocarbons at the Tenge field in Mangystau Oblast.
  • Advising one of the largest Chinese petroleum companies on the structuring a transaction involving the alienation of a part of its Kazakhstan assets.
  • Assisted Calouste Gulbenkian Foundation, a Portuguese company, with a transaction involving the sale of 100% of the shares in its subsidiary organisation Partex Holding B.V. to PTT Exploration and Production Public Company Limited.

Baker & McKenzie - CIS, Limited

With experience in advising international and local companies in the mining and gas industries on major privatisation projects, Baker & McKenzie - CIS, Limited focuses on high-profile cross-border transactions in the power, mining, uranium, and oil and gas sectors. Its experience includes handling acquisitions, subsoil use right transfers and amendments, trade compliance issues, and international arbitration proceedings. Managing partner Azamat Kuatbekov leads on complex cross-border matters; he also works alongside senior associate Nurgul Abdreyeva on transactions and regulatory compliance mandates.

Practice head(s):

Azamat Kuatbekov

Other key lawyers:

Alexander Korobeinikov; Nurgul Abdreyeva

Key clients

Maire Tecnimont S.p.A

Work highlights

  • Assisted Maire Tecnimont S.p.A. with its project related to the operation of a joint venture company that provides services to oil and gas companies in Kazakhstan.
  • Advised a client on various operational matters and advice on land use rights and other related matters on a joint venture project between the client and the government of Kazakhstan in connection with the development of a uranium deposit.

Curtis, Mallet-Prevost, Colt & Mosle LLP

Curtis, Mallet-Prevost, Colt & Mosle LLP acts for the Republic of Kazakhstan, key national companies and Kazakhstan's sovereign wealth fund on significant and high-value project financings and handles international arbitrations in the oil and gas, uranium and natural energy sectors. Managing partner Askar Moukhitdinov leads on all major deals; Eric Gilioli focuses primarily on corporate and arbitration work; and counsel Nurlan Mukhitdinov is an expert in corporate, tax, subsoil and environmental issues in the oil and gas sector.

Practice head(s):

Askar Moukhitdinov; Eric Gilioli

Other key lawyers:

Nurlan Mukhitdinov

Key clients

Republic of Kazakhstan

KazAtomProm

Work highlights

  • Represented the Republic of Kazakhstan in several international arbitrations, especially in the oil and gas sector, with respect to both contract and international treaty disputes.
  • Represented KazAtomProm in unusual US trade proceedings, a Section 232 investigation, in which the US Government investigated whether imports of uranium from Kazakhstan and other countries constituted a threat to the national security of the US.
  • Represented the Republic of Kazakhstan in claims arising from the termination in 1997 of a 1996 management contract relating to certain gold mines in Kazakhstan.

Dechert Kazakhstan Limited

With longstanding oil and gas clients, and new clients in the petrochemicals sector, the energy team at Dechert Kazakhstan Limited advises on oil and gas mandates, especially capital markets, finance, and M&A work. Team head Victor Mokrousov focuses primarily on M&A, regulatory matters, and finance mandates for energy and natural resources clients; his expertise includes acting on upstream and transportation projects, as well as cross-border M&A and debt and equity financings. Associate Yevgeniya Nossova provides support with corporate and finance matters.

Practice head(s):

Victor Mokrousov

Other key lawyers:

Yevgeniya Nossova

Key clients

Tengizchevroil LLP

Work highlights

  • Acting as Kazakhstan counsel to Tengizchevroil LLP in connection with its debt financing arrangements.

Deloitte TCF, LLP

Deloitte TCF, LLP advises clients in the oil and gas, energy and mining sectors on M&A transactions, legal due diligence, corporate structuring work and employment law, as well as obtaining licenses and permits for clients seeking market entry into Kazakhstan. Agaisha Ibrasheva leads the team on M&A, corporate and subsoil use mandates; she is also highly experienced in restructuring and insolvency issues in the oil and gas industry. Director Olessya Kirilovskaya covers environmental legislation, construction work and tax disputes.

Practice head(s):

Agaisha Ibrasheva

Other key lawyers:

Olessya Kirilovskaya

Haller Lomax

Haller Lomax's team fields experts in structuring joint ventures, mining rights and licences, and construction and infrastructure projects. With a particular focus on energy, environment and natural resources issues, it also has prior experience in environmental legislation and regulatory matters. Arman Bigazin advises on PPPs, joint ventures and M&A, as well as environmental legislation, while Timur Odilov splits his practice between transactional and regulatory work in the natural resources sector. Corporate and transactional expert Vilen Adjivefaev is also noted for his work in the energy sector.

Practice head(s):

Arman Bigazin; Timur Odilov

Other key lawyers:

Vilen Adjivefaev

Testimonials

‘This firm is unique because the partners of this firm were officially engaged in drafting Kazakhstan Mining Code. The firm routinely advices regulators, key market players and foreign investors on various matters in the sphere of energy and natural resources and other matters (e.g. banking, M&A, corporate, infrastructure) while keeping very high professional standards of conflict of interest and adherence to the law. They firm is extremely proactive and diligent. Also you can always be sure that your project will be given maximum attention of the partners.’

‘All three partners (Timur Odilov, Arman Bigazin, and Vilen Adjivefaev) spent years working for international law firms and know the international standards of legal work. However, when they established their own practice they have managed to maintain the exceptional standards of quality.’

Key clients

Kazzinc LLP

Eurasian Group LLP

Central Asia Minerals PLC

Expoengineering LLP

Work highlights

  • Advising Eurasian Group LLP on behalf of its subsidiary Sokolov-Sarybai Mining Production Association JSC, on the transition from the contract-based to the license-based regime of subsoil use in respect of its largest mining lease.
  • Advised Central Asian Metals PLC in connection with restructuring its ownership over an exploration project in Kazakhstan and decreasing the client’s stake from 80% to 10%.
  • Advising Expoengineering LLC on its transition from a contract-based regime of mining to a license-based regime which is deemed to be more beneficial for mining companies.

SIGNUM Law Firm

SIGNUM Law Firm's work in the natural resources and energy sectors is split between advising oil and gas clients on M&A, regulatory issues and corporate work. The group also regularly handles complex cross-border matters involving investors seeking advice regarding market entries into Kazakhstan, and is noted for its expertise in subsoil use matters. Managing partner Sofiya Zhylkaidarova leads on a variety of matters, while Abylkhair Nakipov and Liza Zhumakhmetova advise on commercial, corporate and M&A mandates. Gaukhar Kudaibergenova and Talgat Sariev are other names to note.

Practice head(s):

Sofiya Zhylkaidarova; Abylkhair Nakipov; Liza Zhumakhmetova; Gaukhar Kudaibergenova;

Testimonials

‘SIGNUM provides excellent experience and knowledge of the Kazakh legal landscape, together with an understanding of international projects and how they can be implemented. They are well-versed in the legislative reform space, in renewable energy and overall project development work.’

‘Liza Zhumakhmetova is incredibly knowledgeable in the key sectors in Kazakhstan and has a good understanding of legislative developments and stakeholder consultations.’

‘Sofiya Zhylkaidarova provides excellent leadership for the SIGNUM practice and stands out as knowledgeable and strategic.’

‘SIGNUM stands out for its depth of knowledge across the full energy and natural resources sector. In my opinion, they are the number one choice for subsoil use matters in Kazakhstan, especially in negotiations with the government on investment deals, etc. The team is highly regarded for its senior regulatory expertise. It also houses significant transactional experience, where it leans on the firm’s corporate, tax, and litigation teams to offer full-service advice on sophisticated deal structuring work.’

‘Our key point of communication is Sofiya Zhylkaidarova. She uses her expertise to facilitate reasonable, practical, business-friendly solutions. Ms. Zhylkaidarova has a healthy practice with a broad cross-section of knowledge, which allows her to provide a wide range of expert legal advice in anything from simple to complex scenarios. She is always willing to engage with clients to provide specific industry and regular updates and always brings a business perspective to their advice, which helps clients make better and faster decisions. Sofiya is an excellent negotiator and is a distinguished lawyer in the energy sector.’

Key clients

EBRD

MKAT Solar Plant (part of MYTILINEOS S.A)

Partex Oil & Gas

BNG

VITOL SA

Joint Venture Inkai LLP

Excellence Logging Limited

EnerMech

Australian Gas Group

Work highlights

  • Acted as the only Kazakhstan law counsel for EBRD on the development of the first Kazakhstan renewable energy project aimed at developing the regulatory framework, improving the auction process and enabling competitively tendered renewables projects in Kazakhstan.
  • Acted as the Kazakhstan law counsel for MKAT Solar Plant (part of MYTILINEOS S.A) in relation to €45m debut Eurobond issuance by MYTILINEOS S.A., owning and operating renewable energy assets in Kazakhstan.
  • Advised Excellence Logging on a $50m buy-side cross-border M&A transaction and related acquisition finance transaction for the acquisition of Weatherford International plc, involving its assets in Kazakhstan.

White & Case Kazakhstan LLP

White & Case Kazakhstan LLP advises the Kazakhstan government on new subsoil use codes, privatisations and energy and oil and gas-related corporate and M&A. The team is also highly experienced in project development and project finance work, acting for clients in the energy and natural resources sectors. Leveraging the firm's international offices, the team frequently advises on cross-border deals in Kazakhstan involving London, Dubai, Moscow and China. Maxim Telemtayev acts for state bodies and international companies on significant public and private acquisitions, consolidations and reorganisations. Pavel Kornilov is also a key name to note.

Practice head(s):

Maxim Telemtayev; Pavel Kornilov

Key clients

Metso Corp.

Work highlights

  • Advised Metso on the combination of two companies, with the remainder of Metso, Metso Flow Control, becoming an independent separately listed company under the name Neles.

AGZ / Zan Hub

AGZ / Zan Hub has experience of assisting with domestic energy projects. The group advises on power plant and distribution networks, solar, wind and hydropower projects. Madiyar Bekturganov specialises in project finance and M&A work in the energy and infrastructure sectors. Senior associate Altynay Mambetalina is also noted.

Ernst & Young Kazakhstan LLP

Ernst & Young Kazakhstan LLP has sector-specific expertise including advising on subsoil use issues in the oil and gas, mining and metals sectors, as well as operatorship model restructurings and M&A transactions. The team is also knowledgeable in obtaining approval from the Kazakhstan government for alienating subsoil use rights. Dinara Tanasheva leads the team on investment projects in the CIS region for oil and gas clients, while Borys Lobovyk specialises in antitrust, M&A, commercial law and PPP mandates.

Practice head(s):

Dinara Tanasheva; Borys Lobovyk

Other key lawyers:

Aziz Abdukarimov

Key clients

Pearls Contracting Company

Branch Office of INPEX NORTH CASPIAN SEA, LTD in Kazakhstan

Work highlights

  • Advised a pearls contracting company on the voluntary relinquishment of a contract area and related tax and legal implications.
  • Advised an international trading company on doing business in the renewable energy sector in Kazakhstan.
  • Advised the branch office of INPEX NORTH CASPIAN SEA, LTD in Kazakhstan on day-to-day matters including PSA-related matters and other aspects of the company’s activities in Kazakhstan in connection with legislative changes relating to tax administration.

Integrites

Integrites frequently acts for national and local government agencies as well as traditional and alternative energy providers on significant M&A transactions, particularly inbound acquisitions of Kazakh energy companies. Managing partner Kurmangazy Talzhanov focuses on commercial arbitration proceedings, acting for major clients in the oil and gas industry. Svetlana Shtopol is the key name for mining work.

Practice head(s):

Kurmangazy Talzhanov; Svetlana Shtopol

Key clients

B&W Energy Services

Technip FMC

Bolashak Group

Work highlights

  • Advised a client on the potential acquisition of a Kazakh gold mining company.
  • Acted as legal counsel to a client on the acquisition of one of the major private oil companies in Kazakhstan.
  • Advised Technip FMC on the incorporation of a joint venture between an international oil and gas company and a Kazakh company.

KM & Partners LLP

KM & Partners LLP advises clients on cross-border investments, project and infrastructure finance work, and general corporate matters regarding the mining and energy sectors. Managing partner Yerzhan Kumarov is qualified to practice in both Kazakhstan and New York and works primarily on financing, ownership and licensing mandates. Senior associate Aliya Ashigaliyeva regularly acts for banks and handles the creation of joint Kazakh-US drilling companies.

Practice head(s):

Yerzhan Kumarov

Other key lawyers:

Aliya Ashigaliyeva

Key clients

International Finance Corporation

Goshawk Aviation

Tengri Partners Capital

Jiangxi Copper

Eurasia Red Group of companies

JSC Bank Centre Credit

RLG International Inc.

IMI International

Willis Lease Finance Corporation

Work highlights

  • Advised International Finance Corporation in connection with matters related to a $30m convertible loan and $20m equity investment to finance Eastcomtrans, including the establishment and amendment of a security package and corporate governance matters.
  • Advised Goshawk Aviation and global councils and Air Astana in connection with two separate cross-border aircraft lease DPR securitisation transactions.
  • Advised Tengri Partners Capital in relation to acquisition of oil and gas assets.

Olympex Advisers LLP

The team at Olympex Advisers LLP advises state organisations as well as local and international companies on major subsurface resource work in Kazakhstan. Managing partner and head of the subsoil use practice Diyar Yereshev focuses on legislation relating to petroleum operations, subsurface use, and commercial and contract law.

Practice head(s):

Diyar Yereshev

Sayat Zholshy & Partners

Sayat Zholshy & Partners primarily advises oil and gas companies on matters relating to exploration, manufacturing, transportation and production issues. The team is also highly experienced in matters relating to the acquisition of subsoil use rights, licenses and permits, as well as contentious work. Practice head Amir Begdesenov advises on uranium issues, mineral rights, licensings and insolvencies; he works alongside Dmitriy Chumakov, who handles audits, antitrust issues, taxes and M&A work.

Practice head(s):

Amir Begdesenov

Other key lawyers:

Dmitriy Chumakov

Testimonials

‘I believe that Sayat Zholshy & Partners is the only Kazakhstan law firm with considerable experience in the power sector. Sayat Zholshy & Partners may be useful in any business process of a power company, including due diligence, M&A, tariffs, disputes with government authorities, funding, etc.’

‘We always engage our partner Amir Begdesenov in all power-related projects. His extensive experience and expertise in this area of practice ensures high-quality and prompt advice within a short time. Amir is available 24/7.’

Key clients

Batys Transit JSC

PM Lucas Enterprises

Work highlights

  • Advised a client on the acquisition of a number of Kazakh SPVs holding renewable energy PPA contracts.
  • Advised Batys Transit JSC on incorporating a subsidiary for the development of its business in the PPP sector.
  • Advised PM Lucas Enterprises on its preparation of a bid for a tender for the procurement of major mineral operators in Kazakhstan.