Energy and Natural Resources in Kazakhstan
PRACTICE AREA · ENERGY & NATURAL RESOURCES
Energy and Natural Resources in Kazakhstan
Bond Stone advises international investors, energy companies, and project developers on energy and natural resources law in Kazakhstan — oil and gas transactions, subsoil use licence acquisitions, renewable energy project structuring, mining sector M&A, EPC contract review, investment contracts with the government, and regulatory licensing under the Subsoil and Subsoil Use Code. Sanat Ablakov has led Bond Stone’s energy practice since 2007. Ranked Legal 500 EMEA and IFLR1000.
Kazakhstan is Central Asia’s largest energy producer — holding the world’s largest uranium reserves, major oil and gas fields at Tengiz, Kashagan, and Karachaganak, and substantial renewable energy potential across wind, solar, and hydropower. The legal framework governing energy and natural resources was substantially reformed by the Subsoil and Subsoil Use Code (Law No. 125-VI, 27 December 2017), which replaced the prior subsoil use contractual regime with a licensing system and introduced new pre-emption right notification obligations on subsoil licence transfers. For international investors, the most frequently missed compliance obligations are the state pre-emption right notification to the Ministry of Industry and Infrastructure Development under Article 36 of the Subsoil Code — failure to notify and obtain a written waiver invalidates the transfer — and the mandatory local content requirements that attach to subsoil use licences.
Primary authority: Subsoil and Subsoil Use Code of the Republic of Kazakhstan (Law No. 125-VI, 27 December 2017); Law on Electric Power Industry; Law on Support of Use of Renewable Energy Sources. Authority: adilet.zan.kz
Energy & Natural Resources Legal Services in Kazakhstan
Subsoil Use Licence Acquisitions
Legal due diligence on subsoil use licence chains — verifying absence of regulatory non-compliance at any point in the transfer history. Managing the state pre-emption right notification procedure to the Ministry of Industry and Infrastructure Development under Article 36 of the Subsoil and Subsoil Use Code, obtaining written waiver before any licence transfer is registered. Advising on participation interest obligations, local content conditions, and work programme commitments inherited from the prior licence regime. The state pre-emption right notification is the most frequently missed compliance obligation in Kazakhstani subsoil asset acquisitions — failure to notify and obtain waiver invalidates the transfer. See: Energy & Subsoil Use Licensing →
Oil & Gas M&A and Due Diligence
Full-scope legal due diligence on Kazakhstan oil and gas assets — corporate title, subsoil use licence chain, environmental compliance and legacy obligations, EPC and offtake contract review, employment matters, and regulatory approvals. SPA negotiation and structuring. AZRK competition clearance where required. Bond Stone has managed oil and gas M&A due diligence mandates for Chinese, Australian, and European buyers entering Kazakhstan. See: Legal Due Diligence Kazakhstan →
Renewable Energy Project Structuring
Advising on Kazakhstan’s renewable energy framework under the Law on Support of Use of Renewable Energy Sources — wind, solar, and hydropower project development, power purchase agreement (PPA) review and negotiation, investment contract structuring with the government, regulatory approvals from the Ministry of Energy, and grid connection agreements with KEGOC. Bond Stone has advised on renewable energy project M&A and investment structuring for international sponsors and off-takers in the Kazakhstan renewable energy market.
Investment Contracts with the Government
Drafting and negotiating investment contracts between foreign investors and the Kazakhstani government for energy and infrastructure projects — tax stabilisation provisions, state support obligations, local content requirements, environmental permitting commitments, and dispute resolution clauses. Bond Stone has structured investment contracts for Chinese energy investors entering Kazakhstan on EPC and project development mandates.
EPC Contract Review & Advisory
Reviewing and advising on EPC (engineering, procurement, and construction) contracts for energy and infrastructure projects in Kazakhstan — risk allocation, performance guarantee structures, delay and disruption provisions, force majeure, variation mechanisms, and dispute resolution. Bond Stone has advised Chinese EPC contractors and project owners on EPC contract structures for hydropower, oil and gas, and industrial facility projects in Kazakhstan.
Energy Sector Joint Ventures
Structuring joint ventures for energy project development between foreign sponsors and Kazakhstani partners — JV agreement drafting, participant pre-emption rights analysis under the Law on LLPs, government notification requirements, subsoil licence assignment conditions, and AIFC intermediate holding vehicle structuring for tax efficiency. See: Joint Ventures in Kazakhstan →
Environmental Permitting & Compliance
Advising on environmental permitting for energy and mining projects — environmental impact assessment requirements, permitted emission limits, waste management obligations, rehabilitation fund obligations under the Subsoil Code, and legacy environmental liability assessment in subsoil asset acquisitions. Bond Stone advises on environmental compliance as an integrated component of energy project M&A due diligence and post-acquisition integration.
Mining Sector M&A
Legal due diligence and transaction structuring for acquisitions of Kazakhstani mining assets — solid mineral subsoil use licences, licence chain verification, state pre-emption right notification, participation interest obligations, local content compliance, environmental rehabilitation fund assessment, and AZRK merger control notification. Kazakhstan holds significant gold, copper, uranium, and rare earth reserves that attract international mining investors requiring Kazakhstani legal support on acquisition mandates. See: Mining & Metals Industry →
Energy Law — Detailed Guides
Energy & Subsoil Use Licensing
Subsoil use licence categories, application procedure, state pre-emption right, local content obligations — Read more →
Full M&A cycle — due diligence, SPA negotiation, AZRK clearance — for energy and mining sector acquisitions — Read more →
Legal Due Diligence Kazakhstan
Corporate title, subsoil licence chain, environmental compliance, EPC contracts, employment — energy sector due diligence — Read more →
Foreign Investment in Kazakhstan
Investment contracts, tax incentives, SEZs, profit repatriation — for energy sector foreign investors entering Kazakhstan — Read more →
Energy & Natural Resources Industry Hub
Kazakhstan’s energy sector overview — oil and gas, renewable energy, uranium, mining — Bond Stone’s industry presence — Read more →
Key Facts — Kazakhstan Energy & Natural Resources
| AREA | KEY LEGAL REQUIREMENT | CONSEQUENCE OF NON-COMPLIANCE |
|---|---|---|
| Subsoil licence transfer | State pre-emption right notification to Ministry under Art. 36 Subsoil Code; written waiver required before closing | Transfer is void. Ministry can invalidate registration. |
| Local content | Mandatory local content obligations attach to subsoil use licences — Kazakhstani goods, works, services, and personnel | Licence suspension or revocation for persistent non-compliance |
| Environmental rehabilitation fund | Mandatory rehabilitation fund contributions required under Subsoil Code for all subsoil users | Unfunded rehabilitation liability transfers to acquirer in M&A |
| Renewable energy — PPA | Power purchase agreements at fixed tariff with Single Buyer — Ministry of Energy approval required for project registration | Project ineligible for renewable energy support scheme without registration |
| AZRK merger control | Pre-closing AZRK notification required where energy asset acquisition meets thresholds | Transaction invalidation + administrative fine |
Selected Experience — Energy & Natural Resources Kazakhstan
Bond Stone has advised on energy transactions and natural resources mandates in Kazakhstan since 2007 — for Chinese, Australian, European, and Gulf investors across oil and gas, hydropower, renewable energy, copper, and uranium sectors. Sanat Ablakov has led all major energy mandates personally.
KazMunayGaz / CEFC China Energy — KMG International acquisition
Oil & Gas · Kazakhstan · China · M&A
Bond Stone acted as lead Kazakhstani counsel on CEFC China Energy’s acquisition of a 51% stake in KazMunayGaz International — holding the Petromidia Navodari refinery in Romania and Eastern European fuel distribution assets. Kazakhstani legal layer: corporate structuring, regulatory approvals, state notification requirements, and coordination with international counsel teams. Kazakhstan’s largest single Chinese corporate investment. Transaction value: USD 3.68 billion.
Moinak Hydropower Plant — CWE / China Three Gorges
Hydropower · Kazakhstan · China · Project Development
Bond Stone acted as legal consultant for China International Water and Electric Corporation (CWE, a subsidiary of China Three Gorges Corporation) on the Moinak Hydropower Plant — 300MW facility on the Charyn River, Almaty Region. Kazakhstan’s first major Sino-Kazakh energy infrastructure project. Investment contract structuring with the Kazakhstani government, EPC contract review, environmental permitting, government liaison through to commissioning. Transaction value: USD 360 million.
CWE Alternative Energy — renewable energy portfolio mandate
Renewable Energy · Kazakhstan · China · Ongoing Mandate
Ongoing Kazakhstani counsel for CWE (China Three Gorges) on its renewable energy portfolio mandate in Kazakhstan — wind, solar, and hydropower project assessment, M&A advisory for project acquisitions, investment contract structuring, and regulatory compliance under the Law on Support of Renewable Energy Sources. Multi-project mandate.
Borly Copper Processing Plant
Mining · Kazakhstan · Project Development
All corporate, licensing, construction permitting, and regulatory matters for a 5,000 tonne/year cathode copper processing facility at the Borly deposit, Karaganda Region — subsoil use licence compliance, construction licensing, environmental permitting, and local content advisory. Transaction value: USD 19.6 million
KEGOC national grid legal audit
Energy · Kazakhstan · Infrastructure
Legal audit of Kazakhstan’s national electricity transmission operator (KEGOC) for infrastructure investor clients — corporate compliance, regulatory risk, licence framework, concession structure, and regulatory exposure assessment. Mandate value: USD 13 million.
Subsoil licence acquisition — international mining investor
Mining · Kazakhstan · Subsoil
Advising an international mining investor on the acquisition of a Kazakhstan subsoil use licence — licence chain due diligence, state pre-emption right notification to the Ministry of Industry and Infrastructure Development under Article 36 of the Subsoil Code, written waiver obtained before any transfer registered, and participation interest obligation analysis inherited from the prior contractual regime.
Tengizchevroil — ongoing legal support
Oil & Gas · Kazakhstan · Chevron
Bond Stone has provided ongoing legal support to Tengizchevroil — the Chevron-operated oil and gas joint venture at the Tengiz field, one of the world’s largest oil fields — for construction and regulatory matters at the Kulsary project in Atyrau Region.
Why Bond Stone for Kazakhstan Energy & Natural Resources
✦ 18+ years energy sector experience in Kazakhstan — Sanat Ablakov has personally led Bond Stone’s energy practice since 2007, advising on landmark transactions including CWE’s Moinak HPP (USD 360 million) and CEFC’s KMG International acquisition (USD 3.68 billion)
✦ Chinese investor expertise — Bond Stone is Kazakhstan’s go-to firm for Chinese energy investors entering through EPC, M&A, and joint venture structures — with established relationships with CWE, China Three Gorges, and CEFC China Energy
✦ Subsoil Code specialist — state pre-emption right notification, local content compliance, and licence chain due diligence managed as conditions precedent in every energy M&A mandate
✦ Full transaction cycle on one mandate — energy M&A due diligence, licence compliance, EPC review, investment contract, and AZRK clearance without separate specialist counsel for each workstream
✦ Ranked Legal 500 EMEA and IFLR1000 in Kazakhstan — Almaty and Astana offices
Primary legal authority: adilet.zan.kz
Bond Stone Kazakhstan offices: Almaty · Astana
Discuss your Kazakhstan energy matter
Contact Bond Stone for a confidential discussion about subsoil use licences, energy project structuring, oil and gas M&A, or renewable energy investment in Kazakhstan.
Request a Confidential ConsultationSubsoil Use Licensing →Energy Industry Hub →