Practice

Our recent track record in M&A practice speaks for itself:

  • Acquisition of a grain storage and processing company. Legal due diligence of the investee and preparation of transaction documents. In this transaction we represented one of the largest agricultural holdings in Kazakhstan.
  • Assignment of a dealer network of a leading manufacturer of hoisting and conveying equipment. Legal due diligence of the company considering various jurisdictions. At the request of a well-established international law firm, Sayat Zholshy & Partners was engaged in: (i) due diligence of the assets located in Kazakhstan, (ii) obtaining consent of the antimonopoly authorities for the transaction, and (iii) drafting and reviewing transaction documents.
  • Acquisition of agribusiness from an East-Kazakhstan entity. Providing the entire range of services, including legal due diligence, transaction structuring, documents drafting, and representing the Client in negotiations with the counteragent. We represented a company in the charter capital of which International Finance Corporation held an interest.
  • Performing procedures required to obtain the consent (approval) of Kazakhstan authorities for a global transaction implying the acquisition of shares in a leading international consulting company. We represented a leading international law firm, Magic Circle member.
  • Performing procedures required to obtain the consent (approval) of Kazakhstan authorities for a global M&A transaction implying the acquisition of control over a leading pharmaceutical producer and covering over 20 jurisdictions. We represented a leading international law firm.
  • Performing procedures required to obtain the consent (approval) of Kazakhstan authorities for a global M&A transaction implying the acquisition of shares in a Russian cosmetics and toiletries company. This transaction covers over 40 jurisdictions. The Client is a global leader in the food and household market. The amount of transaction is confidential.
  • Legal due diligence of a number of mineral assets (ore deposits and processing facilities) owned by a vertically integrated international holding. Based on the due diligence results, we developed certain recommendations as to how to eliminate the potential risk of negative implications.
  • Review of the current practice of corporate relations between the majority and minority shareholders at the request of a subsidiary of a major global industrial company. Based on the review outcome, we identified some potential areas where the minority shareholders could abuse their rights. Sayat Zholshy & Partners developed and successfully implemented certain actions intended to mitigate the identified risks.
  • Legal due diligence of Kazakhstani assets of a transnational company subject to acquisition. The transaction covered over 20 countries.
  • Legal due diligence of assets of a major Kazakhstani electric energy plant at the request of a Russian monopolist. The transaction amount was USD239 million.
  • Comprehensive legal support of the Client in connection with the acquisition and subsequent sale of a large agro-industrial holding (including foreign assets). The transactions amounted to approximately USD100 million.
  • Preparing a legal opinion regarding risks associated with the sale and purchase of an interest in the charter capital of a subsoil user on deferred terms. The transaction amounted to more than USD50 million.
  • Participating in negotiations on the acquisition of business in merged companies operating in a priority sector. The amount transaction was over USD24 million.
  • Preparing legal opinions for a Russian financial institution regarding the procedures and specifics of a Kazakhstani financial institution acquisition and legal risks inherent in such transaction.
  • Comprehensive, including judicial, defence of rights and legitimate interests of the major shareholders of a large industrial holding against hostile takeover.
  • Comprehensive legal support of a transaction implying the acquisition of the largest tourism corporation in Middle Asia.
  • Participating in a transaction implying the acquisition of an international group of companies engaged in the independent certification and quality control. Our Firm prepared a legal opinion on the Kazakhstani companies of the group and Kazakhstani legislation, in particular, corporate structure, agreements between the parties, financial aid, collateral for obligations, ownership, labour and environmental issues, legal proceedings and applicable law.
  • At the request of a British company, performing the legal review of an agreement on sale and purchase of an interest in the charter capital of a Kazakhstani subsoil user. Providing expert opinions on a number of issues related to the acquisition of control over the subsoil user.
  • Developing and performing a set of legal measures required for the merger of two accumulation pension funds, including participation in the transaction structuring, participation in negotiations with counteragents, development of action plan, drafting of the required transaction documents, and communication with state authorities.
  • Comprehensive legal support of transactions implying the acquisition of oil prospects in Aktobe and Atyrau Oblasts, including drafting of an agreement with a number of foreign investors regarding their participation in this project and active discussion of the agreement over several months (including negotiations abroad).
  • Structuring and implementing transactions for the sale of a power complex in a Kazakhstan region.
  • Comprehensive legal support of a transaction implying the acquisition of production assets in Georgia by a Kazakhstani investor.
  • Comprehensive legal support of a transaction implying the acquisition of petroleum retail networks by a foreign investor (over 80 facilities in several regions of Kazakhstan).
  • Support of a transaction for the sale of distribution systems in one of the industrial Kazakhstan regions.
  • Legal due diligence of a group of companies engaged in the production, supply and sale of heat and electric power in a Kazakhstan region.
  • At the request of a major Russian food company, legal due diligence of a number of companies of a food business leader in Kazakhstan.
  • Issuing a legal opinion regarding the acquisition of power assets in a CIS country.
  • Legal due diligence of a number of grain collecting stations in West-Kazakhstan Oblast with the view of their further acquisition.
  • Legal due diligence of a company owning the optical carriers recognised as strategic facilities of Kazakhstan.
  • At the request of a foreign company, legal due diligence of two Kazakhstani companies holding licenses for the development of ore deposits and owning processing assets.
  • Legal due diligence of a major transportation company.
  • Due diligence of assets owned by a transnational company in Kazakhstan.
  • Acquisition of control over a large field in Kazakhstan. This project required scrutinizing the issues of investor protection with regard to potential actions of the seller, as well as protection of the client’s investments from the government claims (in particular, we gathered and analysed the information on the settled practice of adjudication of investors’ claims against the Republic of Kazakhstan under international conventions).
  • At the request of a leading oil and gas service company, planning and successful implementation of corporate measures intended to prevent the potential abuse of rights by minority shareholders in a subsidiary.
  • Acquisition of a major financial institution in Kazakhstan. Providing a full range of services for transaction structuring, as well as developing the recommendations for compliance with applicable laws. Legal due diligence of the investee and comprehensive transaction support.

Contacts

Head Office in Almaty:
10th Floor, Koktem Business Center, 180 Dostyk Avenue, 050051, Almaty, Republic of Kazakhstan
+7 727 2222 711
info@szp.kz

Office in Astana:
Office 1306, 13th floor, Marden Business Center, 14 Beibitshilik Str., 010000, Astana, Republic of Kazakhstan

+7 7172 76 90 06
aberdalin@szp.kz