In general, direct or indirect ownership of 10% or more of the shares in a Kazakh bank is subject to prior approval by the regulator. A foreign company may hold 25% or more of the shares in a bank only if it is a non-resident financial institution with the required minimum credit rating and if it is subject to consolidated supervision in its home country. This restriction applies only to direct holdings by foreign companies.
"Article 17-1. A bank holding company and a major bank participant
1. No person alone or jointly with another (other) person (s) may (may not) directly or indirectly own, use and (or) dispose ten or more percent of the bank's placed (excluding preferred and redeemed by the bank) shares of the bank, as well as to have control or possibility to influence the decisions made by the bank in the amount of ten or more percent of the placed (excluding preferred and redeemed by the bank) of shares of the bank without obtaining the prior written consent of the authorized body. [...]
Non-resident legal entities of the Republic of Kazakhstan may obtain the consent of the authorized body to acquire the status of a bank holding company or a major bank participant in the presence of the minimum required rating of one of the rating agencies. Minimum rating and the list of the rating agencies shall be established by the regulatory legal act of the authorized body.
The presence of this rating shall not be required for a nonresident legal entity of the Republic of Kazakhstan, planning to own indirectly ten or more percent of the allotted shares of the bank or vote indirectly by ten or more percent of the voting shares of the bank through the ownership (voting) of the shares (ownership interest) in the non-resident legal entity of the Republic of Kazakhstan, which is the major participant of the bank, directly owning ten or more percent of the allotted shares or having the opportunity to vote by ten or more percent of the voting shares of the bank, which has the minimum required rating. [...]
1-1. A financial institution - nonresident of the Republic of Kazakhstan, subject to the consolidated supervision in the country of its location, shall be entitled to be a bank holding company - non-resident of the Republic of Kazakhstan, directly owning twenty-five or more percent of the allotted shares (net of the preferred and those, repurchased by the bank) of the bank or having the opportunity to vote directly by twenty-five or more percent of the voting shares of the bank. [...]
2-1. The requirements for obtaining the status of a bank holding company or a major participant of a bank shall not apply to the person that is recognized as indirectly owning (having the opportunity to vote, make decisions and (or) influence the decisions made under a contract or otherwise) the shares through the ownership (the possibility to vote, make decisions and (or) influence the decisions made under a contract or otherwise) of the shares of another financial institution, having the status of a major participant (a bank holding company) of the bank.
The requirements for obtaining the status of a bank holding company or a major participant of the bank shall not apply to the non-resident legal entity of the Republic of Kazakhstan indirectly owning(having the opportunity to vote, make decisions and (or) influencing the decisions made under a contract or otherwise) the shares of the bank through the ownership of the shares (the possibility to vote, make decisions and (or) influence the decisions made under a contract or otherwise) of another financial institution - non-resident of the Republic of Kazakhstan, which is subject to the consolidated supervision in the country of its location and has the status of a major participant (a bank holding company) of the bank.
Requirements on receipt of status of banking holding or big participant of bank shall not apply to the cases of the bank’s acquisition of shares of another bank, upon their reorganization in the form of affiliation in the manner, determined by the legislation of the Republic of Kazakhstan, if one of the reorganized banks is the bank, in relation of which the restructurisation was conducted in accordance with this Law. [...]" (Law On Banks and Banking Activities (No. 2444 of 31 August 1995), as amended by Law No. 272-VI of 25 November 2019, Article 17-1 [unofficial translation])
Law On Banks and Banking Activities (No. 2444 of 31 August 1995), as amended by Law No. 272-VI of 25 November 2019, Article 17-1
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