Real Estate and Construction
PRACTICE AREA · REAL ESTATE & CONSTRUCTION
Bond Stone is the specialist real estate and construction law firm in Kazakhstan — advising international investors, Chinese EPC contractors, and infrastructure developers on the full transaction lifecycle since 2007. Ranked by Legal 500 EMEA and IFLR1000, our practice covers commercial real estate in Almaty and Astana, industrial and logistics development in Kazakhstan’s Special Economic Zones, AIFC-anchored investment structuring, and construction mandates across the BRI corridor.
Kazakhstan’s real estate and construction sector has attracted significant foreign capital — driven by commercial office and residential development in Almaty and Astana, Chinese EPC contractors entering the market, UAE and Gulf investors acquiring hospitality and commercial portfolios, and infrastructure projects under Kazakhstan’s national development programmes. The legal framework is a civil law system with sector-specific regulation governing land use rights, construction licensing, building standards compliance, mandatory expert examination, and tightly regulated shared residential construction.
Foreign companies may own commercial buildings in Kazakhstan through a Kazakhstani subsidiary (TOO), but direct foreign ownership of agricultural land is prohibited and non-agricultural land title is generally available only to Kazakhstani legal entities. Investment structures typically combine a Kazakhstani TOO as the operating and title-holding entity with a foreign or AIFC holding company above for profit repatriation, exit structuring, and investor protection. Foreign investors in Kazakhstani real estate may also benefit from bilateral investment treaty (BIT) protection — see our Investment in Kazakhstan practice for BIT and PPP/concession structuring.
Sectors: Commercial office (Almaty & Astana) · Residential development & shared construction · Industrial & warehouse (Special Economic Zones) · Hospitality & mixed-use · AIFC commercial & fintech campus · BRI corridor logistics & infrastructure
Primary authority: Land Code No. 442-II (20 June 2003); Civil Code of the Republic of Kazakhstan; Law on Architectural, Urban Planning and Construction Activities; Law on Shared Residential Construction. Source: adilet.zan.kz
Real Estate & Construction Legal Services in Kazakhstan
Land Acquisition & Land Use Rights
Advising on the acquisition of land use rights for commercial and industrial development under Kazakhstan’s Land Code No. 442-II — state land allocation procedure through the Akim’s office, private market acquisition, title verification, encumbrance search, and land plot parcelation. The Land Code distinguishes between temporary land use rights (pravo vremennogo pol’zovaniya) and long-term lease rights (pravo dolgosrochnogo pol’zovaniya); foreign companies cannot hold land title directly but may hold long-term use rights through a Kazakhstani subsidiary. Bond Stone advises on optimal SPV structuring for international real estate investors — including Kazakhstani TOO as the title and use-right holder with an AIFC or offshore holding company above for exit, repatriation, and investor protection.
Construction Licensing & Permits
Obtaining construction licences (Category I, II, and III) for foreign and domestic contractors operating in Kazakhstan — eligibility assessment, qualification documentation, personnel and equipment requirements, and application filing with the Committee for Construction. Foreign companies may use international project experience through a branch office to qualify for higher-category licences. Bond Stone also advises on construction permit applications and state architectural supervision compliance.
EPC & Construction Contracts
Drafting and reviewing EPC contracts for energy, industrial, and commercial construction projects in Kazakhstan — adaptation of FIDIC Silver and Yellow Book forms for local requirements, local content obligations (mandatory Kazakhstani goods, works, and personnel percentages), payment mechanisms and milestone certification, performance bond structuring, variation claim procedures and engineer determinations, Kazakhstani force majeure provisions, penalty (neustoyka) clauses under the Civil Code, expert examination compliance, and dispute resolution clauses (Kazakhstani courts, AIFC Court, or international arbitration). Bond Stone advises Chinese EPC contractors and project owners on construction contracts under Kazakhstan law for Central Asian construction projects.
Shared Construction
Advising developers and investors on Kazakhstan’s shared residential construction framework — the three permitted pathways for attracting pre-sale financing (post-frame; Guarantee Fund; bank-financed), mandatory disclosures and regulatory filings, construction progress milestones, and completion obligations. Bond Stone advises international investors on structuring shared construction projects to comply with Kazakhstan’s regulatory requirements and on investor protection provisions where the developer is a Kazakhstani counterpart.
Commercial Real Estate M&A
Legal due diligence and transaction support for acquisitions of Kazakhstani commercial real estate portfolios — title chain review, encumbrance and mortgage search, lease assignment analysis, regulatory compliance, building permit and acceptance act review, and SPA negotiation. Bond Stone advises on structuring commercial real estate acquisitions through asset deals or share deals, the tax implications of each structure under Kazakhstani corporate law, and AIFC holding company structuring for international real estate investors. For larger portfolio acquisitions see also our M&A practice.
Property Registration & Title
Coordinating property registration with the State Corporation “Government for Citizens” — title registration for newly constructed facilities after commissioning, transfer registration for real estate acquisitions, mortgage registration and discharge, easement registration, and title rectification where encumbrances or disputes exist. Bond Stone manages the full registration process and advises on the six-month registration obligation following facility commissioning.
Commercial Lease Structuring & Review
Drafting and reviewing commercial lease agreements for office, retail, industrial, and warehouse premises in Kazakhstan — lease term and renewal options, rent indexation mechanisms, operating cost and service charge allocation, fit-out and reinstatement obligations, early termination rights, and landlord/tenant default provisions under the Kazakhstani Civil Code. Bond Stone advises international tenants and landlords on lease structures for Almaty and Astana commercial premises, and on the registration of long-term leases (over one year) with the Registration Service as required under Kazakhstani law.
Kazakhstan Real Estate — Key Legal Framework
Foreign Land Ownership & Use Rights — Foreigners may not own agricultural land under Kazakhstan’s Land Code No. 442-II. Title to non-agricultural land plots is generally available only to Kazakhstani legal entities; foreign investors hold temporary land use rights (pravo vremennogo pol’zovaniya) or long-term lease rights (pravo dolgosrochnogo pol’zovaniya) through a Kazakhstani subsidiary (TOO). An AIFC holding company above the TOO is the standard SPV structure for exit and profit repatriation.
Construction Licensing — Category I, II, and III licences are required for all construction activities. Category I is mandatory for technically complex, hazardous, or large-scale facilities (high-rise buildings, bridges, industrial plants). Foreign companies may qualify for higher-category licences through a branch office, using the parent company’s international project experience.
Expert Examination — State expert examination of project documentation is required before construction commences for technically complex or hazardous projects. Failure to complete the examination before commencement is grounds for suspension of construction and administrative penalties.
Shared Construction — Under the Law on Shared Residential Construction, pre-sale financing from residential buyers is permitted through only three regulated pathways: after the building frame is erected and certified; through a Guarantee Fund guarantee; or through a bank-financed project arrangement. Non-compliant arrangements expose developers to administrative penalties and sales contract voidability.
Local Content Compliance — Construction and EPC contracts in Kazakhstan are subject to mandatory local content requirements under the Law on Subsoil Use and sector-specific regulations — prescribing minimum percentages of Kazakhstani goods, works, services, and personnel. Non-compliance with local content obligations can trigger contract penalties and regulatory sanctions. Bond Stone advises on local content planning and contractual compliance from tender stage through project completion.
Title Registration — The owner must register title within six months of facility acceptance. Standard registration at the State Corporation “Government for Citizens” takes 5–7 business days; expedited registration is available at higher fee. The facility cannot lawfully be used, sold, or mortgaged until title registration is completed. Construction and title disputes arising post-completion are handled by Bond Stone’s dispute resolution team.
Experience
Bond Stone has advised on real estate transactions and construction mandates in Kazakhstan since 2007 — for Chinese EPC contractors, Australian mining investors, UAE real estate investors, and European commercial developers. A selection of representative matters is set out below. Client names are withheld where confidentiality has been requested.
M&A · ALMATY · 2024
Commercial Real Estate Portfolio Acquisition — Almaty
Advised an international investor on the acquisition of a multi-asset commercial real estate portfolio in Almaty — full title chain due diligence, encumbrance and mortgage search, lease assignment analysis, building permit and acceptance act review, SPA negotiation, and post-closing registration coordination with the State Corporation.
EPC · INDUSTRIAL · KAZAKHSTAN
Chinese EPC Contractor — Market Entry & FIDIC Contract
Advised a Chinese state-owned construction company on Kazakhstan market entry — branch establishment, Category II construction licence obtained using the parent company’s international project portfolio, Ministry of Construction liaison, and FIDIC Yellow Book EPC contract review for an industrial facility construction mandate.
FOREIGN INVESTMENT · UAE · ALMATY
UAE Investor — Real Estate SPV Structuring
Advised a UAE-based investor on structuring commercial real estate investment in Almaty — TOO formation as the title-holding entity, long-term land use right (pravo pol’zovaniya) acquisition, BIT protection mapping under the UAE-Kazakhstan BIT, AIFC holding company incorporated above the TOO for profit repatriation and exit, and ongoing compliance advisory.
M&A · COMMERCIAL · ALMATY
Automotive Complex — Share Sale Mandate
Sale advisory for an Almaty automotive service complex — transaction structured as a share sale to avoid land use right transfer complications under Kazakhstan’s Land Code; investor-facing information memorandum prepared, valuation anchored on permitting scarcity thesis, buyer outreach coordinated, and SPA preparation commenced.
Why Bond Stone for Real Estate & Construction in Kazakhstan
✦ Ranked Legal 500 EMEA and IFLR1000 — recognised across corporate, M&A, and real estate work in Kazakhstan; Almaty and Astana offices with on-the-ground presence since 2007
✦ Specialist Kazakhstan practice — no global overhead — BigLaw firms in Kazakhstan focus on extractives and finance; Bond Stone’s real estate and construction track record is deeper and more directly relevant for investors and contractors in this sector
✦ Chinese EPC contractor expertise — dedicated experience supporting Chinese state-owned and private construction companies entering the Kazakhstan market through branch establishment, construction licensing, FIDIC contract adaptation, and local content compliance
✦ AIFC Legal Adviser status — enables dual-layer structuring in a single mandate: Kazakhstani TOO as the title and land use right holder, AIFC holding company above for exit, BIT protection, and profit repatriation without a secondary international adviser
✦ Full transaction cycle on one mandate — land use right acquisition, construction licence, FIDIC contract, expert examination, facility acceptance, title registration, and commercial real estate M&A handled by the same team
Key Contacts — Real Estate & Construction
Sanat Ablakov
Founder & Managing Partner · AIFC Legal Adviser
Almaty & Astana
Related Industry Practice
Bond Stone’s Real Estate & Construction practice supports sector-specific advisory for the property, development, and construction industries in Kazakhstan and Central Asia.
Frequently Asked Questions — Real Estate & Construction in Kazakhstan
Can a foreign company own real estate in Kazakhstan?
Foreign companies may own commercial real estate (buildings, offices, retail, industrial facilities) in Kazakhstan through a Kazakhstani subsidiary (LLC/TOO). Direct foreign ownership of agricultural land is prohibited under the Land Code No. 442-II. For non-agricultural land, foreign entities may hold long-term land use rights but generally cannot hold title — title is typically held by the Kazakhstani subsidiary, with the foreign investor holding shares in that subsidiary. Bond Stone advises on optimal investment vehicle structuring for foreign real estate investments in Kazakhstan.
What construction licence category is required in Kazakhstan?
Kazakhstan classifies construction licences into three categories based on project complexity. Category III covers simple, low-risk construction. Category II covers medium-complexity projects. Category I is required for technically complex, hazardous, or large-scale facilities — including high-rise buildings, bridges, and industrial plants. A newly registered Kazakhstani entity cannot immediately obtain a Category I licence — it must demonstrate relevant project experience. Foreign companies may apply through a branch office, using the parent company’s international project portfolio to qualify for the required category.
How are EPC contracts structured for construction projects in Kazakhstan?
EPC contracts in Kazakhstan are typically structured on FIDIC Yellow or Silver Book terms, adapted for local regulatory requirements. Key adaptation points include: local content obligations; compliance with Kazakhstani building codes (SNiP/SP standards); mandatory expert examination of project documentation; force majeure provisions appropriate for Central Asian conditions; penalty (neustoyka) clauses under Kazakhstani Civil Code rules; and dispute resolution — Kazakhstani courts, AIFC Court, or international arbitration. Bond Stone advises Chinese EPC contractors and project owners on construction contract negotiation and review.
What is the shared construction framework in Kazakhstan?
Shared construction (долевое строительство — dolevoe stroitelstvo) is strictly regulated under the Law on Shared Residential Construction. Developers may attract pre-sale financing through only three permitted pathways: after the building frame has been erected and certified; by obtaining a guarantee from the relevant Guarantee Fund; or through a bank-financed project arrangement. Non-compliant pre-sale arrangements expose developers to administrative penalties and sales contract voidability. Bond Stone advises developers and investors on structuring shared construction projects within the regulatory framework.
How long does property registration take after construction completion in Kazakhstan?
After construction completion and facility commissioning, the owner has six months to apply for title registration with the State Corporation “Government for Citizens.” Standard registration takes 5–7 business days; expedited registration is available at an additional fee. The registration process requires an expert review of project documentation, an official acceptance act signed by the state architectural and construction supervision authority, and a title registration application with supporting documents. The facility cannot lawfully be used, sold, or mortgaged until title registration is completed.
Discuss your Kazakhstan real estate or construction matter
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Primary authority: adilet.zan.kz — Land Code No. 442-II, Law on Architectural, Urban Planning and Construction Activities, Law on Shared Residential Construction