Capital Markets & Finance

Lawyers at Linkage & Mind are actively involved in different finance transactions, advising on international/domestic borrowing, insurance issues and debt restructuring. Our financing lawyers work as a team with our corporate, tax and other professionals on complex, high-profile transactions in Kazakhstan and abroad.

Our Services:

Banking and corporate lending

Our lawyers specialize in banking and corporate lending, both secured and not secured, the financing of real estate projects, extension and rescheduling loans, as well as trade credit.

We also implement comprehensive due diligence of  borrowers, as well as conduct preparation, analysis and recommendations on the bilateral and multilateral loan agreements; develop and examine the documents on security measures (pledge, mortgage, guarantee and guardianship); render maintenance procedures and coordination with government agencies on lending operations.

Project finance

We advise our clients on financing of their investment projects, on the side of lenders, sponsors or initiators. As part of our comprehensive consultation, we conduct due diligence; develop  financial and contractual documents between  of parties to the transaction; prepare  a package of interim agreements, and assist in the implementation of the international instruments that are used in project finance in Kazakhstan's legal framework. We have experience in consulting projects in the petrochemical, infrastructure and mining sectors.

Financing  M&A transactions

We advise investment banks and private equity funds on financing M&A transactions, including public and private financing, changes in capital structure of the company, corporate acquisitions, and repurchase of shares.

Asset Finance

We counsel on financing of acquisitions and transactions for the purchase/sale of railway rolling stock, medical, oil and gas equipment, industrial process lines in mining and metal sectors, as well as vehicles and other facilities.

In these transactions, we provide legal services for funding organizations (banks, leasing companies, and funds), as well as working with owners of assets, while assisting in developing optimal tax regime and complying with customs, currency and other regulations for our clients.

Capital Мarkets

We advise on various transactions aimed to raise capital  on domestic and international markets. We provide the following services:

  • conducting due diligence of the borrower / issuer
  •  development and examination of a package of agreements on security transactions
  • (mortgage, guarantee, surety, pledge)
  • development of internal corporate documents / decisions of the borrower to finance and report disclosures
  • execution of financing conditions precedent
  • preparation and examination of prospectus, memoranda, agreements with participants (underwriters, depositary, management company, agent, rating agency and others ), reports on the issue and placement of securities
  • government relations and maintenance of licensing procedures and approvals
  • legal opinion on various issues of compliance with Kazakhstan law

Debt Restructuring, Bankruptcy

In debt restructuring, we offer services in refinancing, debt swap for equity participation, risk assessment in transactions, as well as legal support on a wide range of other corporate and financial issues arising in connection with the restructuring of debt:

  • preparation of preliminary restructuring plans and proposals to creditors for debt restructuring
  • preparation of documentation (letters, decisions, notices, minutes of meetings, agreements, contracts, agreements) as part of restructuring
  • novation agreements, the exchange of securities and other related agreements
  • legal opinion on various aspects of restructuring
  • preparation of  restructuring stages (step-by-step plan) from the standpoint of Kazakhstan law

We provide a wide range of services on bankruptcy, including civil, tax, administrative and criminal law aspects:

  • bankruptcy proceedings of any categories of debtors
  • planning the actions for voluntary or involuntary bankruptcy (preparation of applications, requirements, announcements, and documents for submission to the competent authorities)
  • claims on behalf of creditors for the inclusion of the debtor into the register of creditors
  • application of the interim measures
  • control over the actions of the administrator
  • representation at the meetings of the creditors
  • challenging the decisions of the meeting of the creditors
  • challenging previously concluded transactions where the debtor's assets have been disposed and return (refund) of the illegally sold property
  • collection of accounts receivable
  • support in obtaining information about debtors, their affiliates and controlling persons and their financial status
  • analysis of the creditors’ claims and preparing the objections to them in order to protect the interests of our clients

Exchange Regulation

Despite significant liberalization of the currency legislation of Kazakhstan, transactions between residents and non-residents continue to be subject to the control by the National Bank of Kazakhstan.

In this regard, our lawyers provide the following services on currency regulation:

  • preparation of transaction passports
  • notification and registration of foreign exchange transactions
  • advising clients on different types of regulation: notification / registration / licensing of foreign exchange transactions
  • support in interaction with the exchange control authorities, reporting to the regulator
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News Projects

December 25, 2015

During the last quarter of 2015, Linkage & Mind team assisted a number of major industrial companies of Kazakhstan in the process of raising a funds from a Kazakh banks

August 14, 2015

Linkage & Mind team conducted due diligence of investment project on increasing the capacity of production of railway wheels on the basis of LLP "Prommashkomplekt".

January 15, 2015

Linkage & Mind and Chinese lawyers prepared legal opinion on a guarantee of Chinese bank.

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Investment Fund

Legal due diligence of credit files of investments projects, funded by Bank in view of planned assignment of rights of demand  of  Bank to the Investment Fund.

Kazphosphat LLP

Analyses of the legal status of the non-residents that are participants of the investment project financing by Kazakhstan Development Bank JSC as well as analyses of the agreements with such non-residents.

SCANIA CREDIT AB

Legal advice on deduction of vehicles at service station as a measure of ensuring payment of a debt and pre-judicial settlement and possibilities of application in leasing contract of "financial covenants" ("the transaction with suspensive conditions).

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Advised the transaction of     1 200 000 000 USD