Competition Law & Merger Filings in Kazakhstan

APDC — Kazakhstan's competition authority

The Agency for Protection and Development of Competition (APDC) is Kazakhstan's national competition authority. It reviews M&A transactions that meet the statutory thresholds under the Entrepreneurial Code — assessing whether the transaction creates or strengthens a dominant position in the Kazakhstani market. APDC consent is a condition to closing for mergers and for acquisitions of more than 50% of voting shares that meet the thresholds. A concentration completed without required consent that led to a monopoly position or restricted competition may be declared invalid by a court on the APDC's claim (Article 200(6)), and closing without consent is an administrative offence.

Notification thresholds — KZ domestic

APDC consent is required where: (1) the combined book value of assets of the acquirer (with its group) and the target exceeds 10 million MCI (Monthly Calculation Index); or (2) their combined sales for the last financial year exceed 10 million MCI (Article 201(3)). The MCI applied is the one in force on the filing date: at the 2026 rate of KZT 4,325, the threshold is KZT 43.25 billion. The rules also reach deals outside Kazakhstan that directly or indirectly affect assets, shares or rights in Kazakhstan, or restrict competition there (Article 161(2)). Bond Stone conducts threshold analysis at the outset of every M&A mandate and advises on whether a filing is required.

EAEU — Eurasian Economic Commission

The Eurasian Economic Commission (EEC) does not review mergers. Under Article 75(4) of the Treaty on the Eurasian Economic Union, each member state (Kazakhstan, Russia, Belarus, Armenia, Kyrgyzstan) controls economic concentration under its own law, so a deal touching several member states needs a separate analysis, and a separate filing wherever national thresholds are met. The EEC acts on breaches of the general competition rules on cross-border markets (Article 76). Bond Stone advises on whether national filings may be needed in other EAEU member states.

APDC filing process

The application for consent is filed by the acquirer before closing. The application package includes: details of the parties, transaction structure, market share data, and analysis of competitive effects. The APDC checks completeness within 5 working days and then has 15 working days from acceptance to decide. The period stops while further information is awaited or a market analysis is carried out, and the total period with these suspensions generally may not exceed 12 months (Article 205). No filing fee is payable. Acquisitions of fixed production assets or intangible assets above the 20% test, of rights to give binding instructions, and interlocking directorships are instead notified no later than 45 calendar days after the transaction is concluded (Article 201(8)); unless the APDC orders the deal to be unwound within 30 calendar days of the notice, the concentration is treated as completed (Article 209(1)). Bond Stone prepares the full application package and manages the APDC review process through clearance.

Chinese acquisitions — APDC experience

Chinese acquirers of Kazakhstani companies may need APDC consent alongside outbound filings in China. Bond Stone has active experience managing APDC filings for Chinese acquirers, including coordination with Chinese counsel on parallel MOFCOM/NDRC filings in China required for outbound Chinese investment.