Subsoil sector — state pre-emption right

Kazakhstan’s Subsoil and Subsoil Use Code No. 125-VI dated 27 December 2017 does not impose an absolute cap on foreign ownership of subsoil use companies — but the state has a statutory pre-emption right on any transfer of participatory interests in a subsoil use company. The state must be formally offered the same terms as the proposed transferee before the transfer can proceed. This applies to both direct and indirect transfers. Bond Stone manages the state pre-emption right notification process on all subsoil sector investment mandates.

Banking sector — regulatory approval required

Acquisition of 10% or more of shares in a Kazakhstani bank requires prior approval from the Agency for Regulation and Development of the Financial Market (ARFM) under the Law on Banks and Banking Activity. Acquisition of 25% or more triggers enhanced regulatory scrutiny. Foreign banks may establish subsidiary banks in Kazakhstan — subject to minimum capital requirements and ARFM licensing. Branch offices of foreign banks operate under a separate licensing regime.

Insurance sector — regulatory approval

Acquisition of a qualifying interest in a Kazakhstani insurance company requires ARFM prior approval under the Law on Insurance Activity. Foreign insurance companies may establish subsidiaries in Kazakhstan — subject to minimum capital and licensing requirements. The ARFM reviews the fitness and propriety of the acquirer and assesses the impact on the stability of the Kazakhstani insurance market.

Mass media — 20% foreign ownership cap

The Law on Mass Media No. 451 dated 23 July 1999 (as amended) limits foreign ownership of Kazakhstani mass media entities to 20%. This applies to television broadcasters, radio stations, and print publications. Foreign investors wishing to invest in the Kazakhstani media sector must structure their investment to comply with this cap — through a joint venture with a Kazakhstani partner holding at least 80%.

Telecommunications — regulatory framework

The telecommunications sector in Kazakhstan is regulated by the Ministry of Digital Development, Innovation and Aerospace Industry. Foreign investors in telecommunications must obtain licences from the relevant regulatory body. There is no absolute foreign ownership cap in telecommunications — but regulatory approval is required for acquisitions of significant interests in licensed operators. Bond Stone advises on regulatory approval requirements for telecoms sector investments.

Subsoil Pre-emption — Mining Acquisition

Ownership · Kazakhstan · Mining

Advising a foreign acquirer on navigating the state pre-emption right in the acquisition of a Kazakhstani subsoil use company — notification procedure, Ministry of Energy timeline, and transaction structuring to manage pre-emption risk.

Bank Acquisition — ARFM Approval

Ownership · Kazakhstan · Banking

Advising a foreign bank on the ARFM regulatory approval process for acquisition of a qualifying interest in a Kazakhstani bank — fitness and propriety assessment, minimum capital analysis, and approval application.

Media Sector — Joint Venture Structure

Ownership · Kazakhstan · Media

Advising a foreign media company on the 20% foreign ownership cap — structuring a compliant joint venture with a Kazakhstani partner while maintaining effective operational control within the legal limits.

Insurance Acquisition — Regulatory Analysis

Ownership · Kazakhstan · Insurance

Ownership restriction and regulatory approval analysis for a foreign insurance group acquiring a Kazakhstani insurance subsidiary — ARFM approval procedure and minimum capital compliance.

Telecoms Investment — Licence Advisory

Ownership · Kazakhstan · Telecoms

Advising a foreign investor on regulatory requirements for investment in a Kazakhstani telecoms operator — licence transfer approval requirements and Ministry of Digital Development notification.

Sector Restriction Screening — Market Entry

Ownership · Kazakhstan · Corporate

Pre-investment sector restriction screening for a foreign investor considering multiple Kazakhstani investment targets — identifying restricted sectors, applicable ownership caps, and required regulatory approvals before transaction structuring commences.