STOCK MARKET AND SECURITIES
The Kazakhstan Government regulates stock market through its Agency for Regulation and Development of the Financial Market (hereinafter referred to as the “Competent Authority”).
How to issue and sell stock in 5 steps:
1. a general meeting of founders/shareholders shall adopt a resolution on the quantity (or increase in quantity) of shares authorised for issuance;
2. upon the issuance and approval of the relevant prospectus, the emission of such authorised shares shall be registered with the Competent Authority;
3. the board of directors of a joint stock company shall adopt a resolution on the placement (offering) of the authorised shares;
4. the shares shall be placed (offered) [initially, JSC itself offers certain shares for sale]; and
5. the placement report shall be registered with the Competent Authority.
The overall duration of the process is about 2 months, depending on particular conditions. The bond-issuing process has the same conceptual framework.
1. Over-the-counter securities market
Over-the-counter (OTC) securities market is a platform for trading securities and other financial instruments where transactions in securities and other financial instruments, including foreign exchange and derivative financial instruments, are executed without compliance with the internal regulations of a stock exchange and quotation service of the OTC securities market.
2. Regulated securities market
Regulated (formal) securities market is a platform for trading securities and other financial instruments where transactions are executed in compliance with the internal regulations of a stock exchange and quotation service of the OTC securities market.
Securities market participants include:
• individual and institutional investors;
• issuers of securities;
• professional securities traders (i.e. organisations holding a license or another form of authorisation to trade securities in a stock market);
• bidding process organisers (i.e. exchange or central depository); and
• professional organisations established by professional securities traders.
Kazakhstan Stock Exchange (KASE)
KASE can be characterised by versatility and flexibility. It integrates the money market with the foreign exchange market, and the futures market with the securities market.
According to reputable international publications, including Bloomberg, KASE Index is among the fastest growing stock exchange indices in the world. That’s all very well, but it should be noted that the Kazakhstan stock market is immature and the high stock exchange index stems from a low base effect and the fact that the index is determined just by 8 companies (out of 189 listed companies).
The KASE listing procedure is rather loyal and admits foreign companies to listing. KASE has developed the following lists of securities on the stock exchange:
• Main
The main list includes only large companies which are imposed higher and more stringent requirements.
• Alternative
The alternative list covers small- and mid-size businesses which are applied not so rigid listing requirements.
• Mixed
The mixed list includes specific securities, such as Islamic, derivative, government, equity fund and microfinance securities.
• Foreign
Nonresidents’ securities officially listed on a foreign stock exchange being a full member of the World Federation of Exchanges or securities officially listed on the Astana International Exchange.
Islamic Securities
The key principles of Islamic finance in Kazakhstan are as follows:
1) an issuer of Islamic securities may not charge interest and may not ensure yield on such securities; and
2) the proceeds from issuance and placement (offering) of Islamic securities may not be used to finance any of the activities connected with the production and/or trading of tobacco, alcohol, weapons and ammunition; gambling business; or any other types of business activity the financing of which is prohibited by the Islamic Finance Council.
Subject to Kazakhstan law, the following securities subsume into the category of Islamic securities:
1) shares and units of Islamic investment funds;
2) Islamic lease certificates;
3) Islamic participation certificates, i.e. securities issued with a predetermined maturity in order to use the raised funds for launching a new investment project OR developing a current investment project OR financing business activity; and
4) other securities recognised by Kazakhstan law as Islamic securities.
Islamic securities emission must be registered with the Competent Authority in the same manner as any other equity securities emission.
Astana International Financial Centre (AIFC)
The Astana International Financial Centre (AIFC) has been operating in Kazakhstan since 2018. The operations of AIFC-related companies are governed by the AIFC internal regulations based on the principles of English law and aimed to raise the attractiveness of Kazakhstan for foreign companies and investors. Kazakhstan law applies only to the extent not covered by the AIFC regulations.
The Astana International Exchange (AIX) was formed in 2017 as one of the pillars of the Astana International Financial Centre. The AIX’s shareholders include, apart from the AIFC, the Shanghai Stock Exchange, NASDAQ, Silk Road Fund Co., Ltd. (SRF), and the Goldman Sachs Group, Inc.
The AIX’s key listing requirements include the following:
• 3 years of audited financial statements and working capital statements covering 12 months;
• minimum public float of at least 25% (15% for REM companies (mid-size business with capital constrained to 1.3 billion US dollars)); and
• appropriate minimum market cap should be at least 1 mln US dollars for the issuers of shares and 0.5 mln US dollars for the issuers of debt securities.
To date, 14 companies (representing, mainly, the Kazakhstan minerals sector and minerals-related sectors) have listed their stock on the AIX. Besides, the AIX has listed over 70 debt and Islamic securities.
Apart from usual benefits, the AIX offers the following advantages:
• the AIX regulatory regime is based on English law;
• securities capital gains tax, dividend and coupon payment tax exemptions;
• quick and simple listing and cross-listing procedures, and the possibility to issue financial instruments in nearly any currency; and
• the regulator (AFSA) is independent, flexible and supports issuers by, inter alia, granting exceptional conditions to them.
How to issue and sell stock in 5 steps:
1. a general meeting of founders/shareholders shall adopt a resolution on the quantity (or increase in quantity) of shares authorised for issuance;
2. upon the issuance and approval of the relevant prospectus, the emission of such authorised shares shall be registered with the Competent Authority;
3. the board of directors of a joint stock company shall adopt a resolution on the placement (offering) of the authorised shares;
4. the shares shall be placed (offered) [initially, JSC itself offers certain shares for sale]; and
5. the placement report shall be registered with the Competent Authority.
The overall duration of the process is about 2 months, depending on particular conditions. The bond-issuing process has the same conceptual framework.
Securities Market
The Kazakhstan securities market is split into two main sections:1. Over-the-counter securities market
Over-the-counter (OTC) securities market is a platform for trading securities and other financial instruments where transactions in securities and other financial instruments, including foreign exchange and derivative financial instruments, are executed without compliance with the internal regulations of a stock exchange and quotation service of the OTC securities market.
2. Regulated securities market
Regulated (formal) securities market is a platform for trading securities and other financial instruments where transactions are executed in compliance with the internal regulations of a stock exchange and quotation service of the OTC securities market.
Securities market participants include:
• individual and institutional investors;
• issuers of securities;
• professional securities traders (i.e. organisations holding a license or another form of authorisation to trade securities in a stock market);
• bidding process organisers (i.e. exchange or central depository); and
• professional organisations established by professional securities traders.
Kazakhstan Stock Exchange (KASE)
KASE can be characterised by versatility and flexibility. It integrates the money market with the foreign exchange market, and the futures market with the securities market.
According to reputable international publications, including Bloomberg, KASE Index is among the fastest growing stock exchange indices in the world. That’s all very well, but it should be noted that the Kazakhstan stock market is immature and the high stock exchange index stems from a low base effect and the fact that the index is determined just by 8 companies (out of 189 listed companies).
The KASE listing procedure is rather loyal and admits foreign companies to listing. KASE has developed the following lists of securities on the stock exchange:
• Main
The main list includes only large companies which are imposed higher and more stringent requirements.
• Alternative
The alternative list covers small- and mid-size businesses which are applied not so rigid listing requirements.
• Mixed
The mixed list includes specific securities, such as Islamic, derivative, government, equity fund and microfinance securities.
• Foreign
Nonresidents’ securities officially listed on a foreign stock exchange being a full member of the World Federation of Exchanges or securities officially listed on the Astana International Exchange.
Islamic Securities
The key principles of Islamic finance in Kazakhstan are as follows:
1) an issuer of Islamic securities may not charge interest and may not ensure yield on such securities; and
2) the proceeds from issuance and placement (offering) of Islamic securities may not be used to finance any of the activities connected with the production and/or trading of tobacco, alcohol, weapons and ammunition; gambling business; or any other types of business activity the financing of which is prohibited by the Islamic Finance Council.
Subject to Kazakhstan law, the following securities subsume into the category of Islamic securities:
1) shares and units of Islamic investment funds;
2) Islamic lease certificates;
3) Islamic participation certificates, i.e. securities issued with a predetermined maturity in order to use the raised funds for launching a new investment project OR developing a current investment project OR financing business activity; and
4) other securities recognised by Kazakhstan law as Islamic securities.
Islamic securities emission must be registered with the Competent Authority in the same manner as any other equity securities emission.
Astana International Financial Centre (AIFC)
The Astana International Financial Centre (AIFC) has been operating in Kazakhstan since 2018. The operations of AIFC-related companies are governed by the AIFC internal regulations based on the principles of English law and aimed to raise the attractiveness of Kazakhstan for foreign companies and investors. Kazakhstan law applies only to the extent not covered by the AIFC regulations.
The Astana International Exchange (AIX) was formed in 2017 as one of the pillars of the Astana International Financial Centre. The AIX’s shareholders include, apart from the AIFC, the Shanghai Stock Exchange, NASDAQ, Silk Road Fund Co., Ltd. (SRF), and the Goldman Sachs Group, Inc.
The AIX’s key listing requirements include the following:
• 3 years of audited financial statements and working capital statements covering 12 months;
• minimum public float of at least 25% (15% for REM companies (mid-size business with capital constrained to 1.3 billion US dollars)); and
• appropriate minimum market cap should be at least 1 mln US dollars for the issuers of shares and 0.5 mln US dollars for the issuers of debt securities.
To date, 14 companies (representing, mainly, the Kazakhstan minerals sector and minerals-related sectors) have listed their stock on the AIX. Besides, the AIX has listed over 70 debt and Islamic securities.
Apart from usual benefits, the AIX offers the following advantages:
• the AIX regulatory regime is based on English law;
• securities capital gains tax, dividend and coupon payment tax exemptions;
• quick and simple listing and cross-listing procedures, and the possibility to issue financial instruments in nearly any currency; and
• the regulator (AFSA) is independent, flexible and supports issuers by, inter alia, granting exceptional conditions to them.