Doing Business in Central Asia

with Dentons

6 May 2014

2

Firm overview

3

Dentons – the new global law firm in numbers

• Offices in more than 75 locations spanning 50-plus countries across Africa, Asia Pacific,

Canada, Central Asia, Europe, the Middle East, Russia and CIS, the UK and the US

• A network of 22 associated offices in Africa

• Over 100 lawyers in UK dedicated to financial institutions

• 500 banking and finance lawyers globally

• Over 140 financial regulatory/compliance lawyers globally

• 800 corporate lawyers globally

• Over 545 corporate M&A lawyers globally

• 7th largest law firm in the world

• Over 2,600 lawyers and professionals

• Over 450 DR lawyers globally

4

We are where you need us

Canada United States Europe

Central and

Eastern

Europe

Africa Middle East Asia Pacific

Calgary

Edmonton

Montréal

Ottawa

Toronto

Vancouver

Atlanta

Boston

Chicago

Dallas

Houston

Kansas City

Los Angeles

Miami

New Orleans

New York

Phoenix

San Francisco

Short Hills

Silicon Valley

St. Louis

Washington,

DC

Barcelona

Berlin

Brussels

Frankfurt

Madrid

Paris

Zurich

Bratislava

Bucharest

Budapest

Istanbul

Prague

Warsaw

Accra

Algiers

Bissau

Bujumbura

Cairo

Cape Town

Casablanca

Dar Es Salaam

Johannesburg

Kampala

Kigali

Lagos

Luanda

Lusaka

Maputo

Nairobi

Nouakchott

Port Louis

Praia

São Tomé

Tripoli

Abu Dhabi

Amman

Beirut

Doha

Dubai

Kuwait City

Manama

Muscat

Riyadh

Beijing

Hong Kong

Shanghai

Singapore

United

Kingdom

Russia and

the CIS Central Asia

London

Milton Keynes

Krasnodar

Kyiv

Moscow

Rostov on Don

St. Petersburg

Tbilisi

Almaty

Astana

Ashgabat

Baku

Tashkent

2,600 lawyers and professionals

Strong footprint in Russia and CIS Russia, Kazakhstan, Ukraine, Uzbekistan, Azerbaijan

+ cooperation agreements with law firms in Belarus, Georgia,

Turkmenistan over 230

lawyers

8 countries

over 30

years of

experience

in the

region

Focus on Russia

The largest ILF presence in Russia

• Moscow: 125 lawyers, including 26 partners

• St. Petersburg: 29 lawyers, including 4 partners.

Awarded

International Law

Firm of the Year

in Russia

Shortlisted for

International Law

Firm of the Year in

Russia and the CIS Extensive experience in Russian regions: Rostov-on-

Don, Krasnodar, Kaluga, Ryazan, Samara, Chelyabinsk,

Nizhny Novgorod, Veliky Novgorod, Cherepovets, Tver and

Volgograd, etc.

At a glance

Transactional track record in Russia starting in the

1970s.

Supported by a team of dedicated multilingual lawyers

based in key financial and political centers, including

Frankfurt, Berlin, Paris, Brussels, London, New York and

Washington.

7

Dentons in Central Asia

The Central Asia presence

8

Kazakhstan

Almaty office:

5 Partners

2 Of Counsels

26 Associates

5 Paralegals

Astana office:

1 Partner

2 Associates

Tashkent office:

1 Managing Associate

1 Senior associate

1 Of Counsel

1 Senior Associate

(based in the Almaty office)

Turkmenistan Ashgabat associate office

1 partner

12 associates

Uzbekistan

Kyrgyzstan

Leading in Central Asia

We were one of the first firms to enter the market in Central Asia after the break up of the

Soviet Union in 1991 and are now the largest international law firm in the region.

• Our experience in Central Asia originated in Kazakhstan, having worked on a number of oil and gas projects in the

early 1990’s and negotiating the first mining license awarded to a foreign investor. Kazakhstan is the hub of our Central

Asia practice, with over 40 lawyers and legal practitioners.

• Over the years, Dentons lawyers have advised clients in Kyrgyzstan, and some of our lawyers have spent a

substantial part of their career working on Kyrgyz projects, both for multinational companies and for governmental

entities. Although Dentons does not maintain a dedicated office in Kyrgyzstan, we employ Kyrgyz lawyers in our Almaty

office. With their involvement, we have successfully implemented projects of various sizes related to Kyrgyzstan in

recent years.

• In Uzbekistan, we have been facilitating our clients’ entry into the market for over 18 years, guiding them in matters

of local law and business practice and assisting them in negotiations with government agencies and institutions. The

expertise of our Tashkent office is highly regarded by legal sector experts and is ranked as ‘top tier’ in the leading legal

directories.

• Our experience in Turkmenistan also dates back to the early 2000’s. In January 2009, we signed an association

agreement with AK Counsel, one of the few licensed law firms in the country. The team focuses its advice on project

work and foreign investments and combines their expertise to provide legal advice on cross border transactions and

inward investments into this emerging market.

9

International recognition

10

Chambers and Partners - 2014

• Corporate & Finance

• Energy & Natural Resources

• Dispute Resolution

Legal 500 - 2014

• Best law firm in Kazakhstan based on client

and peer feedback

IFLR1000 – 2013/14

• Leading Law Firm in Kazakhstan in Financial

and Corporate Law

PLC Which Lawyer? - 2012

• Leading law firm in Kazakhstan in Energy and

Dispute Resolution and highly recommended

for Corporate/M&A

Mining law in Kazakhstan

• Foreign and domestic entities are treated equally in terms of acquisition of mining

rights

• Flexibility to incorporate in Kazakhstan or to use Canadian corporation

• Strong corporate teams in Kazakhstan and Canada support this flexibility

• Subsurface users have to give preference to local personnel, suppliers and

contractors

• Multi-faceted legal team ensures that you are provided with quality service by single

law firm

• The state has pre-emptive rights with respect to transfers of subsurface rights

and with respect to sale of minerals

• In having well-established international partner when dealing with local governments

• With a Canadian team, have face-to-face point of contact without relying entirely on

foreign legal team

11 00 May 2014

Recent mining related legal developments

In February of 2014, Kazakhstan’s Prime Minister Serik Akhmetov requested that

the Ministry of Industry and New Technologies prepare a revised Mining Code

• To be completed by July 1, 2014

• Drafted with input from the mining industry

• Goal of increasing foreign investment to revitalize mining industry

• Following lifting of moratorium on granting mineral rights in 2013

• Simplifying procedures for granting mineral and metals exploration rights

• Simplifying mining rights agreements

• Improving access to geological information

12 00 May 2014

Recent mining related legal developments (cont’d)

A primary focus of the new Mining Code is to simplify procedure for obtaining

subsurface rights

• Current procedures are limited to a tender process

• Government-produced list of areas open to exploration/production

• One month open application process

• At least four months before tender is held

• Various information required and multiple factors taken into account

• New Mining Code proposes new procedures

• New designated areas

• Auction procedure – reduced criteria and requirements

• First come, first serve – based on Canadian model

13 00 May 2014

Advantages of using Dentons

There are a number of significant advantages in using a law firm with professionals

on both sides of cross-border transaction.

• A trusted local partner who can assist with:

• Drafting

• Translation

• Negotiation

• Due diligence

• Polycentric – no single headquarters

• Offices are view as portals to each other

• A law firm on both sides of the border that is equally invested in you as a client

• Well-established communication between offices reduces cost and delays

• Experienced mining teams in Canada and Kazakhstan

• Fluent Russian speaker in Vancouver office

14 00 May 2014

6 May 2014

Learn more at

dentons.com

© 2014 Dentons

Dentons is an international legal practice providing client services worldwide through its member firms and affiliates. This publication is not designed to provide legal or other advice and you should not take, or refrain from taking, action based on its

content. Please see dentons.com for Legal Notices.

6 May 2014

© 2014 Dentons

Dentons is an international legal practice providing client services worldwide through its member firms and affiliates. This publication is not designed to provide legal or other advice and you should not take, or refrain from taking, action based on its

content. Please see dentons.com for Legal Notices.

The preceding presentation contains examples of the

kinds of issues companies dealing with mining law

could face. If you are faced with one of these issues,

please retain professional assistance as each situation

is unique.