Asialaw Profiles
The Guide to the legal markets of the Asia-Pacific

Aequitas was founded only a year after Kazakhstan won independence in 1993, but it has since established itself as one of the most prestigious firms in the country with offices in Almaty, Astana and Atyrau. Its strong reputation means that it is the choice of many international firms seeking local counsel.

The firm, along with other member firms of the Commonwealth of Independent States Leading Counsel Network, advised Danone in the merger of its fresh dairy product business with that of Unimilk’s. Other firms involved in this transaction were based in Russia, Belarus, Ukraine and Azerbaijan. The multijurisdictional nature of the deal required careful coordination between the firms.

Baker & McKenzie’s extensive global network stretches to Almaty, where the firm’s nearly decade-long presence in the country means it is quite influential in the banking and finance areas. Its impressive Almaty practice consists of over 50 lawyers.

Partner Curtis Masters, along with personnel in London, Munich, Moscow, Amsterdam, New York and Singapore, advised BTA Bank’s steering committee on the restructuring of US$16.7 billion in debt. After the restructuring, the debt burden was reduced to US$4.2 billion and included syndicated loans, structured finance securities and derivative transactions. BTA Bank is one of the largest banks operating in the Commonwealth of Independent States.

This white shoe firm has a lengthy presence in Kazakhstan, having entered the market in 1995. Its capital markets and energy practices have been especially active this year. For example, the firm acted as issuer’s counsel to Halyk Bank on its US$500 million Eurobond issuance. This was the first Eurobond issuance in the Kazakh commercial banking sector since the global financial crisis.

The firm has also handled several landmark project finance deals in the last year. Partner Aset Shyngyssov acted for the borrowers on the US$700 million financing of the Ekibatuz Power Station in Kazakhstan. The lenders included Russian State Corporation Bank for Development and Foreign Economic Affairs, and Eurasian Bank of Kazakhstan.

Almaty counsel Klara Nurgazieva worked with Moscow partner Jon Hines to advise ONGC Videsh on a partnership with Kazakhstan’s national oil and gas company KazMunayGas. This JV was to develop the Satpaev block in the Caspian Sea, which will yield an estimated 1.6 billion oil barrels. ONGC Videsh is the international projects branch of India’s national oil and gas company, and it will receive a 25% field stake.

Macleod Dixon was one of the first international firms to open following Kazakhstan’s independence, and it boasts a team of 17 legal professionals that has advised clients on a slew of prominent deals. Managing partner Yerzhan Kumarov’s energy expertise is pivotal to the firm’s success, and he has advised clients such as AltynAlamas, NK Rosneft and Uranium One in the last year.

The firm is well known for its strong corporate practice despite the recent departure of managing partner Maxim Telemtayev. In a landmark transaction, the firm is advising Russia’s Sberbank in the structuring and due diligence of its US$4 billion to US$6 billion acquisition of Kazakhstan’s BTA Bank. This is the largest proposed banking acquisition in Kazakhstan.

Although Magisters only established its presence in the Kazakh market in 2009 when it opened an office in Astana, the firm has quickly consolidated its place in the legal rankings. With additional offices in Ukraine, Russia and Belarus, Magisters is one of the strongest firms in the Commonwealth of Independent States.

Managing partner Kirill Ratnikov represented Impregilo S.p.A., Todini, Salini and IL&FS Transportation Networks in their winning bid for the reconstruction of the 301 kilometre Almaty-Khorgos toll road. This was one of Kazakhstan’s largest public-private-partnership projects, and was valued at US$1.1 billion.

Michael Wilson & Partners actively cultivates its reputation as a specialist in Central Asia, particularly in Azerbaijan and Kazakhstan. The firm has offices in Almaty and Baku, and is led by name partner Michael Wilson.

In a highlight transaction, Wilson is advising a leading mining company on the documentation and due diligence concerning the potential US$1 billion acquisition of shares in JSC Akbastau and participatory interest in Karatau. Both JSC Akbastau and Karatau are entities that explore and produce uranium in large deposits in Kazakhstan.

The Kazakhstan practice of international firm Salans is buttressed by its strong branches throughout Europe, including offices in Azerbaijan, the Czech Republic and Poland. The firm operates two offices in Kazakhstan, with its main office in Almaty supplemented by a satellite presence in Atyrau. Its high profile clients include RBS Kazakhstan, Kazakhmys, Export Development Canada and ATFBank.

Banking and finance partner Abai Shaikenov acted for RBS Kazakhstan in the sale of its retail business to HSBC, which included personal loan and credit card portfolios, some branches of RBS Kazakhstan and ATMs. The total transaction value was €60 million. A firm team, led by Shaikenov and partner Kamal Mamedzade, is also advising Kagazy Recycling on its rescheduling and restructuring of debt.

SNR Denton is one of the leading firms in Kazakhstan, and its Almaty-based lawyers possess qualifications in Kazakhstan, Turkmenistan and Uzbekistan. The firm also boasts a strong Russian presence.

The merger between Denton Wilde Sapte and Sonnenschein Nath & Rosenthal on September 30 2010 expanded the firm’s capabilities in the financial and corporate areas.

Partner Joel Benjamin, along with London partners Tanya Nash, Richard Cook and David Cohen, advised Kazakhstan’s seventh largest bank, Temirbank, on the restructuring of US$1.5 billion in debt. Benjamin also served as counsel to HSBC on its US$50 million acquisition of the retail banking business of RBS Bank in Kazakhstan.

Well regarded partner Marla Valdez specialises on energy transactions. She represented oil and gas producer Tethys on its October 2010 secondary listing and sale of shares on the Toronto Stock Exchange, which raised US$100 million.

Valdez also acted for Korea National Oil Corporation on its acquisition of 100% of the shares of Altius Holdings on the Kazakhstan Stock Exchange.

VSB Partners was established on January 1 2011 and comprises the staff of Bracewell & Giuliani following the international firm’s decision to pull out of Almaty in December 2010. The firm specialises in M&A and capital markets transactions, but is also active in the energy and natural resources sectors. In the last year, the firm advised entities such as Oman Oil Company Exploration & Production, Frontier Mining, Black River Management, Sigma Bleyzer Investment Group and Argo Capital Management.

Managing partner Kairat Serikpayev advised Sigma Bleyzner Investment Group on its US$24 million acquisition of shares from a Dutch holding company shareholder. The firm also handled the debt restructuring of the deal.

Senior partner Gregory Vojack is a highly respected figure in the Almaty legal market, and is known for his expertise in capital markets, joint ventures and oil and gas. He and Serikpayev are advising Frontier Mining on the reorganisation of a group of companies that hold licences for the exploration and production of copper and other metals in Russia and Kazakhstan. This complex reorganisation involved a merger transaction, share acquisition and the acquisition of several government permits, and will ultimately result in a consolidated mining and smelting company.

As the first international firm licensed in Kazakhstan, White & Case has extensive knowledge of the Kazakh market and is frequently seen on high profile transactions. In the last year, the firm lured Macleod Dixon’s former managing partner Maxim Telemtayev to serve as its Almaty office head. Telemtayev replaced former managing partner Yuiry Maltsev, who unexpectedly passed away in May 2010.

In a complex transaction, partners Marat Ibragimov and Michael Rayson led a firm team on the restructuring of US$16.65 billion of BTA Bank’s debt. The transaction involved a diverse group of creditors, including Eurobond holders, distressed debt hedge funds and government-backed lending bodies. This necessitated legal expertise across Kazakhstan, Russia, the US and the UK.

The firm also advised joint lead managers Credit Suisse, RBS and UBS in connection with KazMunaiGaz Finance’s US$1.25 billion global medium term note programme.

Chadbourne & Parke

US law firm Chadbourne & Parke’s presence in Almaty highlights the firm’s focus on emerging markets. Managing partner Kenneth Mack wields considerable clout in the energy area and has advised heavyweights such as Chevron and Shell in the last year.

Mack is acting for OAO Mechel in connection with the preparation of an IPO for six Kazakh mining companies on the London Stock Exchange. In a corporate transaction, Mak represented Roxi Petroleum regarding its sale of interests in Galazy & Company to LG International.

Sayat Zholshy & Partners

Sayat Zholshy & Partners is led by managing partner Vitaliy Vodolazkin and advises numerous high profile international clients. Although the firm is best known for its litigation capabilities, it advises clients on the full gamut of corporate and financial issues.

The firm prides itself on its status as an attorney firm rather than a limited liability partnership. It claims that its ‘attorney firm’ designation is essential to maintaining confidential communications with clients and greater security.

Signum Law Firm

Signum is one of the largest Kazakh firms, with representatives in Almaty, Astana, Atyrau, Aktau and Aktobe. Managing partner Sofiya Zhylkaidarova wields considerable clout in the Kazakh legal market, and specialises advising oil and gas companies regarding sub-surface use.

The firm’s corporate practice has also been involved in some exciting transactions over the last year. For example, it advised Kazak-listed energy company Altius Holdings on the US$515 million acquisition of 100% of its shares by Korean National Oil Company. Altius Holdings owns four fields in Aktobe and Atyrau.