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Legal support in the development and approval of legislative acts related to subsoil use
- consulting support during the development of draft Laws of the Republic of Kazakhstan
- consulting support during the coordination of comments and/or proposals with the Law Drafter (competent body), and other interested state bodies of the Republic of Kazakhstan
- support during the examination of draft laws
- support during the coordination of draft laws in the Office of the Prime Minister of the Republic of Kazakhstan
- participation in meetings (working groups) of KazEnergy Association, the competent body, the Parliament of the Republic of Kazakhstan
Legal support in the development and approval of Resolutions of the Government of the Republic of Kazakhstan and Intergovernmental Agreements
- OLYMPEX ADVISERS has developed, and provided support in signing of, the intergovernmental agreement on cooperation between Kazakhstan and China, as well as a number of government decrees related to the construction and operation of the Atasu-Alashankou oil trunk pipeline
- Intergovernmental agreement between the Government of the Russian Federation and the Government of the Republic of Kazakhstan on trade and economic cooperation in the transportation of Russian oil through the Republic of Kazakhstan to China
- Agreement between the Republic of Kazakhstan and the Russian Federation on the procedure for using the State flight test center (regarding the detachment of the Taisogan field from the test site)
- As part of the implementation of the Kashagan project, the approval of the Decree of the Government of the Republic of Kazakhstan on the determination of the recipient of the share on behalf of the state and approval of the rules for the fulfillment of obligations in kind
- Development, coordination, and adoption of the Decree of the Government of the Republic of Kazakhstan on the approval of the rules for classifying a hydrocarbon field (group of fields, part of a field) as low-profit, high-viscosity, water-logged, marginal, and depleted and for the taxation procedure in terms of the mineral extraction tax
- Participation in the preparation of the masterplan of gasification of the Republic of Kazakhstan and the adoption of the Decree of the Government of the Republic of Kazakhstan.
Development and legal support of the procedure for negotiating addenda to subsoil use contracts in terms of
- local content
- obligations for the regional socio-economic development, staff training, etc.
- tax and customs stability
- aligning customer contracts with the model contract
Consulting on the practical application of legislation related to subsoil use
- In the production cycle (in particular, issues of financing the utilization of associated gas, etc.)
- On procedural provisions (abolition of annual work programs and drawing up a work program for the entire period of the contract stage, etc.)
- On the stability of contracts (local content, tax, customs stability)
Tax consulting, including on international taxation and transfer pricing
- Consulting on the taxation of income of non-residents from sources in the Republic of Kazakhstan and the use of benefits provided for by international treaties on the avoidance of double taxation
- Preparation and legal support of requests for taxation to state authorities
- Informing of changes in tax legislation
- Development and updating of the tax accounting policy of a company
- Description of possible tax risks and practical recommendations for elimination/minimization thereof
The service allows establishing professional and timely solving of taxation issues, early identification of possible tax risks and taking measures to eliminate them, which will subsequently allow avoiding additional charges during tax audits.
Preparation of tax accounting for a tax audit
The results of tax audits directly depend on the correctness of tax accounting, as well as updating thereof immediately before the audit, subject to the existing practice and the current interpretation of tax legislation by the tax authorities.
Olympex Advisers has extensive experience in preparing clients’ tax accounting for a tax audit, based on the current practice of supporting tax audits and appealing results thereof. The service consists in checking and preparing primary documents and information required for calculating taxes for the period of the planned tax audit, as well as developing recommendations for correction and elimination of the identified risks.
Legal support of a tax audit
- Protecting the client’s interests on tax issues (including on transfer pricing) arising during a tax audit
- Providing auditors with valid evidence of the client’s position with the preparation of written opinions
- Analysis of possible claims from the auditors and assessment of the prospects for appeal
- Advising the client’s employees during a tax audit
- Control over the legality of actions and requirements of auditors
The Olympex Advisers employees have legally substantiated, proven, and withdrawn 70 to 90% of all issues raised during tax audits. Our experience will allow avoiding possible unjustified additional charges, and, if necessary, getting well-prepared for out-of-court and in-court appeal of the results of a tax audit.
- Assessment of the correctness of determining the taxable base
- Assessment of the legality of the application of tax incentives
- Assessment of the accuracy of calculating tax liabilities for all types of taxes and payments
- Calculation of tax consequences for a client in cases of incorrect application of tax legislation
- Recommendations for minimizing/eliminating tax risks
- Minimization of tax penalties
During a tax audit, Olympex Advisers employees significantly reduce tax risks for clients due to a reliable assessment of the current state of the company’s tax accounting, and timely and professional identification of faults.
Legal support in amendments to tax legislation
In the course of practice, the tax legislation is subject to change and update in view of the current situation. If there are problems on taxation issues that cannot be resolved at the level of applicable legislation, taxpayers need amendment of legislation.
Olympex Advisers is an active member of the Association of Taxpayers of Kazakhstan and an active consultant of KAZENERGY Association, takes an active part in the development, coordination, and amendment of tax legislation. As a result of the work done in the process of considering draft laws, a number of suggestions and comments to tax legislation were adopted, some of which had a positive effect when appealing tax audits of our clients.
Development/updating of tax accounting policy
Tax accounting policy serves not only for the purpose of providing information to tax authorities for them to exercise tax control, but also allows for the formation of complete and reliable information on the procedure for tax accounting of all transactions of a taxpayer.
A detailed and qualified approach to the preparation/updating of tax accounting policy will allow a company to successfully implement tax planning procedures, specify the applied procedure for maintaining tax accounting, and avoid discrepancies in tax legislation during tax audits.
Olympex Advisers is an active member of the Association of Taxpayers of Kazakhstan and an active consultant of KazEnergy Association; our experts were directly involved in the development of the new Tax Code, in particular on matters of taxation of subsoil users and international taxation.
- Services for expert analysis of tax risks on matters of transfer pricing
- Services for preparation of reports on monitoring transactions
- Consulting services for legal support of inspections by authorized bodies on matters of transfer pricing
- Services for appealing notices based on the results of inspections on matters of transfer pricing;
- Services for the development of a formula pricing methodology for the sale of goods (works, services) on the domestic market of the Republic of Kazakhstan and in export;
- Development and legal support of a draft Decree of the Government of the Republic of Kazakhstan on the approval of the Rules (Methodology) of pricing in accordance with Article 10, paragraph 10 of the Law of the Republic of Kazakhstan On Transfer Pricing;
Out-of-court and in-court consulting
Representation and protection of Clients’ interests in out-of-court and in-court procedures:
- on tax (including transfer pricing), customs, and environmental disputes
- on disputes arising from the obligations of subsoil use contracts
- on commercial and arbitration disputes
- on appeal against decisions of authorized state bodies, including protocol resolutions of the Ministries of the Republic of Kazakhstan
Olympex Advisers provides full legal support for Clients:
- in authorized state bodies
- in all courts of the Republic of Kazakhstan, including in specialized investment chambers under the court of Nur-Sultan and the Supreme Court of the Republic of Kazakhstan, including:
- appeal against taken measures of security and recovery
- consulting on appealing administrative proceedings
- consulting within the framework of enforcement proceedings (including on issues of deferral of court decisions / execution of court decisions in parts), etc.
- in arbitration proceedings, etc.
The effectiveness of representing Clients’ interests in out-of-court and in-court procedures is on average more than 80% of the disputed amounts.
Project and financial analysis
As part of the project and financial analysis, Olympex Advisers provides the following work:
- Analysis of financial and economic activities of a company and development of recommendations in terms of increasing the company’s economic efficiency
- Financial and economic modeling of projects and development of business plans
- Development of legislative amendments and draft regulatory legal acts, as well as preparation of the necessary financial and economic feasibility studies and calculations
- Marketing review for the project in question
Tax modeling (calculating the tax burden, including long-term forecasting and assessing the impact on the company’s performance):
- Calculation of the tax burden
- Business development scenarios under different fiscal conditions
- Calculation of cash flows to make a decision on whether to attract additional financing
- Comparative economic analysis of the fiscal mode of taxpayers, also in various industries
Financial modeling (development of business plans and financial and economic models of investment projects):
- evaluation of investment projects, formation and revision of the investment program
- forecasting cash flows and dynamics of the company’s financial standing
- financial calculations of the business plan
- determination of optimal financing options, as well as amount and structure
- formulation of the regular business planning and investment decision-making process
- modeling and assessment of various scenarios for further business development
Corporate governance is a key factor in ensuring sustainable business development and one of the crucial criteria in making management and investment decisions. In today’s market economy and globalization, the importance of corporate governance is increasing. This is due to the fact that corporate governance is an important way to ensure transparency that guarantees the protection of the interests of all shareholders (large or small.) Poor corporate governance, at best, leads to the company’s failure to achieve its objects, and, at worst, leads to possible collapse of the company and significant financial losses for shareholders.
Olympex Advisers carries out the following corporate governance work:
- Analysis of the results of the work of the Board of Directors and its committees, including the analysis of documents and procedures related to the Board of Directors’ activities
- Preparation of a report based on the analysis of the Board of Directors’ activities
- Development of recommendations and a plan for the development and improvement of the work of the Board of Directors, its committees, and the corporate secretary
- Assessment of corporate governance risks in transactions, assessment of readiness and assistance in building corporate governance during an IPO
- Building corporate governance to effectively monitor and control hired management
- Development of a corporate governance code, a code of business conduct, and other internal corporate documents
- Comprehensive consulting on information disclosure and increasing business transparency
Legal support of transactions
Olympex Advisers provides comprehensive legal support for mergers and acquisitions, as well as the sale/purchase of assets. Our major advantage is the “turnkey” solution of the problem, taking into account the individual needs of the client. Olympex Advisers experts provide support to corporate and private clients in order to close the most profitable transaction, for which reason, financial advice is provided at all stages of the transaction, including the due diligence stage.
As part of transaction support, Olympex Advisers provides the following work:
- Legal due diligence
- Support of mergers and acquisitions
- Legal support in the process of transferring assets of quasi-public sector companies to a competitive environment
- Consulting and preparation of various types of legal opinions
- other legal services
Legal due diligence
To make a strategic decision to enter into a transaction, e.g. on the acquisition/sale or reorganization of assets, it is often necessary to obtain a comprehensive legal assessment of the condition of the company’s assets in respect of which the decision to acquire or reorganize is being made. This can be done after a legal audit.
What issues are checked during a legal audit:
- Shareholder/member’s legal status
- Legitimacy of corporate documents
- Management bodies’ activities
- Assets and encumbrances thereon
- Labor issues
- Licenses and permits
- purchase of shares/interests in other companies
- Government claims
- Other issues
As a result of a legal audit, it becomes possible to:
- Obtain the most objective information about the asset/event in question, as well as about the existing risks
- Determination of the optimal solution for the planned transaction.
Support of mergers and acquisitions
Olympex Advisers experts provide comprehensive support for mergers & acquisitions, including by providing advice and developing the following documents:
- Partnership agreement
- Memorandum of Association
- Joint venture agreement
- Company reorganization agreement
- Asset disposal agreement.
Transfer of assets of quasi-public sector companies to a competitive environment
Within this area of activities, Olympex Advisers performs the following tasks:
- Participation in the development of the assets sale strategy
- Participation in preparatory activities for the sale of assets
- Participation in the preparation of documents for the passing of the State Commission for the Modernization of Economy of the Republic of Kazakhstan
- Development of tender and other documentation
- Analysis of documents provided by bidders
- Legal support in closing transactions for the sale of assets.
Olympex Advisers has unique experience in the development and legal support of draft laws and other regulatory legal acts in various sectors of the economy. Some of them are presented below:
- Law of the Republic of Kazakhstan dated January 5, 2001 On State Control over the Application of Transfer Prices and regulations thereunder
- Law of the Republic of Kazakhstan dated July 5, 2008 On Transfer Pricing and regulations thereunder
- Law of the Republic of Kazakhstan No. 288-IV dated June 9, 2010 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on Transfer Pricing and Taxation
- Law of the Republic of Kazakhstan dated December 9, 2011 On Gas and Gas Supply
- Law of the Republic of Kazakhstan dated January 9, 2012 On State Support for Industrial and Innovative Activities
- Law of the Republic of Kazakhstan dated December 3, 2013 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on the Organization and Holding of the International Specialized Exhibition EXPO-2017 in Astana
- Law of the Republic of Kazakhstan dated June 10, 2014 On the Innovation Cluster
“Park of Innovative Technologies”
- Law of the Republic of Kazakhstan dated June 12, 2014 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on Improving the Investment Climate
- Law of the Republic of Kazakhstan dated June 21, 2015 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on the Regulation of the Activities of Autonomous Educational Organizations” with provisions regarding the creation and operation of the innovation cluster “Nazarbayev University”
- Law of the Republic of Kazakhstan dated November 24, 2015 On Informatization
- Law of the Republic of Kazakhstan dated January 14, 2016 On Precious Metals and Precious Stones
- Participation in the development of the Code of the Republic of Kazakhstan on Subsoil and Subsoil Use (2016)
- Law dated May 11, 2017 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on Physical Education and Sports
- Law dated June 13, 2017 On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on Defense and Military Service
- Code of the Republic of Kazakhstan dated December 27, 2017 On Subsoil and Subsoil Use
- Concept of the Environmental Code of the Republic of Kazakhstan (2018)
- Law of the Republic of Kazakhstan dated December 26, 2018 regarding amendments and supplements to tax legislation for the operation of the International Technopark of IT startups Astana Hub
- Draft Concept and Law On Amendments and Supplements to Certain Legislative Acts of the Republic of Kazakhstan on Tourism Activities (2018-2019)
International taxation services
The service allows the timely and lawful application of the national and international law in transactions between a non-resident and a Kazakhstani taxpayer, eliminating tax risks, including at an early stage, and thus creating a favourable environment for planning and doing business in the Republic of Kazakhstan.
- Advice on arising of tax liabilities under the national law in transactions between a non-resident and a tax agent;
- Advice on the availability/unavailability of tax exemptions under the international double tax treaty/Multilateral Convention to Implement Tax Treaty related Measures to Prevent Base Erosion and Profit Shifting (MLI);
- Advice on the procedure for deductions by a permanent establishment (branch, representative office) of a non-resident legal entity of management and general administrative expenses of the head office;
- Advice on compliance with the Tax Code requirements for non-resident residence certificates submitted to tax agents to apply the provisions of an international double tax treaty;
- Conduct of a tax audit on international taxation with a description of potential tax risks with practical recommendations to eliminate/minimize them.
- Support and submission to the tax authority of a tax application to receive by a non-resident or tax agent of:
- a certificate of income received and taxes withheld (paid) in the Republic of Kazakhstan for subsequent offset in the country of residence of a non-resident;
- a certificate of residence of the Republic of Kazakhstan in order to apply the international double tax treaties in foreign countries;
- Support and submission to the tax authority of a tax application for a refund from the state budget of the Republic of Kazakhstan of income tax withheld at source and remitted to the budget;
- Support of a thematic tax audit on international taxation, including refund from the budget of the Republic of Kazakhstan of income tax withheld and remitted;
- Support of VAT refund from the budget of a foreign country;
- Appeal of notices based on the tax audit on international taxation;
- Conduct of corporate training workshops on international taxation.