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Selected Legal Projects:
Represented Starwood Group and in relation to the wide range of Kazakhstan legal and tax matters related to their numerous hotels and branded residences in Kazahstan, including preparation of Kazakh law trademark license / franchise agreements, review and adaptation for Kazakh law purposes of various English law contracts, such as Operation Services Agreements, Design Review Agreements, Centralized Services Agreements, Marketing Services Agreements, Hotel Management Agreements etc);
  • Legal structuring in relation to various Internet services for Yandex;
  • Assisted an international medical service provider (Mount Sinai International / Health City) in relation to licensing / franchise agreements with hospitals in Kazakhstan ;
  • Assisted Inditex group in relation to the broad range of matters associated with protection of their IP rights in Kazakhstan, including negotiation and drafting licensing / franchise agreements, regisration of IP rights in Kazakhstan, communications with persons violating their IP rights;
  • Represented Inditex group and Zara Holding B.V. in its acquisition of Kazakhstan franchisees of Zara, Bershka, Massimo Dutti, Stradivarius and Pull & Bear;
  • Advised franchisees on licensing of local Mexx and NewYorker brands in relation to the licensing/franchising agreements;
  • Represented purchaser in acquisition of Tenge project, including structuring of debt and equity acquisition (total transaction value over US$200 mln.);
  • Represented purchaser in acquisition of Phystech project, including structuring of debt and equity acquisition (total transaction value over US$150 mln.);
  • Represented Sumeru LLP and Sumeru Gold BV in their sale of 100% shares in Altynalmas Gold Ltd (gold mining company) plus shareholder debt to Polymetal (US$600 mln.);
  • Legal support of the sale of 100% of the shares of "Mangistaumunaygaz" by «Mangistau Investments BV» to (between JSC NC "KazMunaiGas" and CNPC ED (the transaction amount is 387 566 298 009 KZT / equivalent to US$2.6 bln.);
  • Advised JSC NC KMG in relation to Kazakhstan legal matters of the proposed sale of KMG Kashagan BV (owner of 16.8% shares in Kashagan oil project) to KMG E&P;
  • Represented Sumeru Gold BV in its acquisition of 50% shares in Altynalmas Gold Ltd (gold mining company) from Turquoise Hill Resources (over US$200 mln.);
  • Represented JSC NC KMG in sale of its shares in Kashagan project to NF Samruk Kazyna (over US$4.7 bln);
  • Represented Caspian Beverage Holdings in its acquisition of a brewery in Pavlodar;
  • Advised Anadolu Efes on Kazakhstan competition law matters related to their acquisition of SABMiller Plc.;
  • Represented Steppe group in their acquisition of 50% shares in «Kazazot» LLP and JV;
  • Represented Dentsu Aegis Network in acquisition of a majority share in a Kazakhstan media planning and buying group of companies;
  • Represented Tenova / Techint Group on Kazakhstan legal matters related to acquisition of Bateman Engineering;
  • Represented the buyer in acquisition of a group of companies owning coal deposits in Kazakhstan (over US$100 mln.);
  • Represented Helmes group in their sale of 60% shares in JSC Kedentransservice (railway assets) to JSC Transcontainer (over US$60 mln.);
  • Advised JSC NC KMG on their acquisition of 10% shares in Karachaganak gas project (the transaction amount is more than US$60 mln.);
  • Legal support of the sale of 100% of the shares of "Mangistaumunaygaz" by «Mangistau Investments BV» to (between JSC NC "KazMunaiGas" and CNPC ED (the transaction amount is 387 566 298 009 KZT / equivalent to US$2.6 bln.); ü Legal support of the transaction of the sale «Bakaf Engineering Ltd» (owner of first Dubovskaya coalmine) of shares to CMP Engineering B.V. (the transaction value is confidential).
Selected Tax Projects:
Advisory services in relation to establishment and operating of online trading platform for Air Astana JSC;
  • Tax structuring in relation to various Internet services for Yandex;
  • Review of Kazakhstan largest oilfield service company's transactions with non-residents, specifically analysis of more than 50 non-resident contractors/vendors, review of withholding tax obligations and applicability of tax treaty provisions and tax residency certificates;
  • Lead outside tax counsel to JSC NC KMG in sale of its shares in Kashagan project to NF Samruk Kazyna (2015, over US$4.7 bln);
  • Represented purchaser in acquisition of Phystech project, including tax structuring of debt and equity acquisition (total transaction value over US$150 mln.);
  • Tax due diligence for "Sun Drilling" LLP, a large service company in oil and gas sector; ü Represented Sumeru LLP and Sumeru Gold BV in their sale of 100% shares in Altynalmas Gold Ltd (gold mining company) plus shareholder debt to Polymetal (US$600 mln.);
  • Represented International Hotel Group in the wide range of Kazakhstan tax matters, including numerous due diligences on land and building owners;
  • Tax review for as well as render of consulting services on taxation for JSC "Nacionalniy Upravlyaushiy Holding "Baiterek" (National Management Holding "Baiterek");
  • Tax review and function analysis, and international tax structuring of large FMCG company that operates in Kazakhstan and CIS;
  • Successful refund of income tax incorrectly paid by Switzerland tax residents in Kazakhstan, including negotiation with tax authorities, preparation of explanatory letters and explanation of tax treaty provisions and applicability of tax residency certificates in Kazakhstan;
  • Representation of interests of JSC "Samruk Energo" that is the largest national energy company of Kazakhstan on implementation of tax expertise of JSC "Vostochno-Kazakhstanskaya regionalnaya energeticheskaya kompaniya" (East Kazakhstan regional energy company) and "Shyngysenergotreid" LLP (Shyngyzenergytrade);
  • Representation of interests of JSC "NAK "Kazatomprom", the national operator of Kazakhstan on import-export of uranium, rare metals, nuclear fuel for nuclear electric stations, on conduction of tax expertise of JSC "Kaustik";
  • Assistance to Kazakhstan Private Airline Company operating charter and business flights in relation to additional tax assessments made under tax audit. Preparation of tax appeal, negotiation with relevant authorities;
  • Full tax and legal support of the transaction of the indirect sale of 60% of JSC "Kedentransservice" (rail assets) by the private investor of Russian public company (the transaction amount is more than $60 mln. US Dollars);
  • Tax and legal support of the sale of 100% of the shares of "Mangistaumunaygaz" by «Mangistau Investments BV» to (between JSC NC "KazMunaiGas" and CNPC ED (the transaction amount is 387 566 298 009 KZT (equivalent to $2.6 bln. US Dollars);
  • Tax support of the sale of 50% shares in Mangistau Investments B.V. by JSC NC "KazMunaiGas" in favor of JSC KMG RD (the transaction amount $330 mln. US Dollars);
  • Assistance to one of the biggest manufacturer of branded chocolate and confectionery products in the world in relation to identification of customs value of imported goods, including negotiation and correspondence with Customs authorities;
  • Full tax and legal support of the transaction of acquisition of 100% shares in "Kazazot" LLP (the transaction amount is confidential); ü Full tax and legal support of the transaction of the sale «Bakaf Engineering Ltd» (owner of first Dubovskaya coalmine) of shares to CMP Engineering B.V. (the transaction value is confidential); ü Full tax support of transaction on acquisition 10% shares in "Final agreement on production sharing contract area Karachaganak field dated November 18, 1997" (the total transaction value is approximately $3 bln. US Dollars);
  • Advised JSC NC KMG in relation to Kazakhstan tax and legal matters of the proposed sale of KMG Kashagan BV (owner of 16.8% in Kashagan oil project) to KMG E&P ( proposed transaction amount is more than $2 bln. US Dollars/ the transaction is not completed);
  • Full tax support in relation to the transaction involving the acquisition by the Sumeru Gold BV of 50% interest in Altynalmas Gold Ltd from Turquoise Hill Resources and LLP;
  • Full tax support in relation to sale of 100% in Altynalmas Gold Ltd from Sumeru Groupto Polymetal Group;
  • Full tax support (including tax structuring) for Satpayev Block - the acquisition of the Indian state-owned ONGC, the transaction amount is more than $1 bln. US Dollars;
  • Assistance to International inspection, certification, industrial audit, supervision company operating in Kazakhstan, specifically related to refund of income and withholding taxed paid in Kazakhstan, including negotiation with tax authorities, preparation of tax claims, follow-ups resulting a successful refund of taxes;
  • Tax support, such as tax structuring, for Kashagan, potential acquisition of the largest Chinese national company (CNPC), the transaction amount is more than $4 bln. US Dollars
    Selected Finance Projects:
    SSH Advisors completed financial due diligence for a number of projects and clients, including:
    • Visor Capital;
    • Temirbank;
    • Alliance bank;
    • Hertel, a Dutch O&G service company;
    • First International Oil Corporation Limited (oil producer);
    • TPK Karasu (agroholding);
    • AgroMashHolding (car/combine manufacturer);
    • ZholZhendeushi, (railway construction company);
    • Nayza Construction Corporation;
    • Shymkentcement;
    • Caspian Beverage Holding;
    • UzKhimpharm JSC;
    • Imstalkon.

      In addition, our team members, during their prior experience completed financial due diligence reviews for:
    • Temirbank;
    • Homebank;
    • Nurbank;
    • Astana Finance;
    • Alliance bank;
    • Homebank ü MangistauMunaiGaz;
    • KazMunaiGaz;
    • Shymkent beer plant.
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