Sectors

Manufacturing Industry, Trade and Services

Manufacturing Industry, Trade and Services

SIGNUM has substantial experience advising international and Kazakhstan companies operating in manufacturing, industrial production, trade, FMCG and the services sector. Our clients include manufacturers of industrial equipment and materials, consumer goods, chemical and food products, international trading and distribution businesses, retailers and service providers.

We support clients at different stages of their business development – from market entry, establishment and restructuring of businesses and implementation of investment projects to manufacturing operations, import and distribution of products, commercial contracting and day-to-day operations. SIGNUM advises on licensing and certification, tax and customs regulation, M&A, employment, corporate compliance and dispute resolution.

Supply chains, relationships with suppliers and distributors, imports of equipment and products, protection of commercial interests, compliance with technical and regulatory requirements and management of tax and customs exposure are particularly important for businesses in this sector. Our multidisciplinary approach enables us to address these matters holistically and develop solutions that reflect the client’s commercial and operational objectives.

Service includes the following directions
  • Contracts and Business Law
  • Corporate
  • Mergers and Acquisitions
  • Tax
  • Dispute resolution and litigation
  • Regulatory compliance and environment
  • Employment and labour
  • Corporate Investigations
“Excellent work both in analysis and execution. Dedicated and trustable professionals.”
Asialaw Profiles, 2018

Experience

Contracts and Business Law
  • Advised a leading Greek industrial group on Kazakhstan law matters arising from EPC, O&M and procurement contracts in connection with an international financing project supporting the company’s green transition.

  • Advised a major international manufacturer of industrial equipment on construction and installation requirements in connection with a major construction project in Astana.

  • Advised a major Italian services company on the interpretation and application of a contract for the fabrication, assembly and installation of industrial equipment, including allocation of contractual liability.

  • Advised a major specialised equipment dealer on the legal and tax structuring of an employee loyalty and incentive programme, including contractual matters, currency regulation and risk assessment.

  • Drafted standard lease documentation for a major retail centre in Almaty.

  • Prepared foundation and contractual documentation for a Food Consortium proposed by the Islamic Development Bank for Central Asian countries and Russia.

Corporate
  • Completed a comprehensive restructuring by way of merger of the Kazakhstan subsidiaries of a major international industrial gases producer, including transfer of personnel and contracts, re-registration of loans, customs accounts and corporate documentation.

  • Supported international manufacturing, trading and services businesses with market entry into Kazakhstan, including establishment of local entities and ongoing corporate support.

  • Provided full legal support to a French luxury bakery and confectionery business on its expansion into the Kazakhstan market.

  • Conducted legal due diligence of a chemical plant, including corporate governance matters, in connection with its contemplated acquisition by a national chemical holding company.

  • Conducted comprehensive legal and tax due diligence of a Kazakhstan company participating in a metallurgical silicon investment project in connection with its acquisition by a major international company.

Mergers and Acquisitions
  • Provided full M&A support to a major international company on the acquisition of a Kazakhstan metallurgical silicon business. The project contemplates the development of a new plant in the Pavlodar region with production capacity of up to 35,000 tonnes of metallurgical silicon per year.

  • Provided comprehensive M&A support for the acquisition of a major Kazakhstan group of companies producing paving slabs and landscaping products.

  • Represented a Turkish construction company on the acquisition of a construction materials plant, including transaction documentation, regulatory approvals and subsequent restructuring of certain transaction terms.

  • Conducted comprehensive legal due diligence of Kazakhstan subsidiaries of a major international fashion e-commerce business in connection with a contemplated acquisition by an investor.

  • Conducted legal due diligence of a major supermarket chain in connection with its contemplated acquisition by an international investor.

  • Conducted legal due diligence of a chemical plant for a national chemical holding company in connection with a contemplated M&A transaction.

Tax
  • Supported a major FMCG company during a comprehensive tax audit and represented it in the subsequent dispute with the tax authorities involving assessments of approximately USD 15 million.

  • Represented a major FMCG company in a customs dispute concerning the inclusion of royalties in the customs value of imported goods.

  • Advised a French producer of syrups and other food products on the tax structuring of its Kazakhstan operations and permanent establishment tax liabilities.

  • Advised a major specialised equipment dealer on the tax aspects of an employee loyalty and incentive programme.

  • Represented an international staffing services company in a dispute following a comprehensive tax audit involving individual income tax, social tax and pension contributions of approximately USD 400,000.

Dispute Resolution and Litigation
  • Represented a major international chemical company in a dispute with a local dealer concerning recovery of payment for delivered goods. The court awarded the client the outstanding debt, penalties and legal costs.

  • Represented international companies in debt recovery disputes arising from the supply of goods and provision of services.

  • Represented a major international manufacturer of personal care and paper products before the Appeals Board of the Ministry of Justice in a dispute concerning invalidation of a trademark registration.

  • Represented clients in disputes involving unlawful encumbrance and seizure of leased assets.

  • Advised on Kazakhstan law matters in international arbitration arising from an EPC contract based on FIDIC standards.

Regulatory Compliance and Environment
  • Prepared a legal opinion for a major international trading company on Kazakhstan statutory requirements applicable to the contemplated lease of a major industrial asset, including licensing, permitting, insurance and registration matters.

  • Assisted a Kazakhstan paper processing company with product certification.

  • Advised a major international lifting equipment manufacturer on construction and installation requirements applicable to its equipment in Kazakhstan.

  • Assisted with obtaining licences and regulatory approvals for the import and use of chemicals, precursors and radioactive materials.

  • Advised industrial and services companies on licensing, product certification, technical regulation and other requirements applicable to the manufacture, import and use of equipment and materials.

Employment and Labour
  • Prepared comprehensive employment documentation for industrial and services companies, including agreements for executives, office employees, shift workers and part-time employees and documentation relating to termination of employment.

  • Advised an international company on bringing its corporate policies into compliance with Kazakhstan law, including policies on non-discrimination, business ethics, anti-corruption and alcohol and drug use in the workplace.

  • Drafted a collective bargaining agreement for a major chemical plant.

  • Advised manufacturing and services companies on changes to working and remuneration conditions, disciplinary procedures and termination of employment.

  • Conducted employment law reviews of international companies’ HR documentation and internal procedures.

Corporate Investigations
  • Conducted a corporate investigation into suspected misappropriation of funds at a major international company specialising in the manufacture and sale of consumer goods.

  • Advised international companies on compliance, internal policies and procedures, anti-corruption and fraud prevention and management of risks arising from dealings with employees and counterparties.

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