Igor Kolupayev is a Counsel at the Almaty office of Baker & McKenzie. He specializes in mergers & acquisitions and tax areas.
Practice focus
Full-scope advice related to mergers and acquisitions, general tax planning, tax for M&A and reorganizations, tax disputes, customs matters
Representative clients, cases or matters
Corporate and M&A
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Advising the national telecommunications operator of Kazakhstan in connection with the sale of the 51% interest in one of the largest mobile operators in Kazakhstan to a Swedish telecommunications company;
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Advising Heineken International in connection with the consolidation of its business with Efes Breweries in Kazakhstan. The transaction involved the sale of a 100% participatory interest in Dinal LLP by Heineken International and its acquisition of 28% of shares in Efes Karaganda Brewery JSC;
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Advising Yukon Energy Holding S.A. in connection with the acquisition of Lancaster Petroleum JSC, a company listed on the Kazakhstani Stock Exchange and the sole operator of the Kokzhide, Kumsai, and Mortuk oil fields in the Aktobe region of the Republic of Kazakhstan. Advice included due diligence review of the target company and assistance with implementation of the acquisition process;
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Advising a Japanese consortium in connection with the establishment of a joint venture for the acquisition of uranium assets in Kazakhstan, including due diligence, negotiation of transaction documents and application for statutory clearances;
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Advising a major Japanese shipping company in connection with the acquisition of minority interest in a Kazakh logistical company. The assets acquired comprised an international standard terminal with a total surface of 50 000 m2 situated in Almaty region and mostly used for the import and export of cars from Kazakhstan;
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Advising a major Chinese integrated energy & chemicals company that is engaged in oil & gas exploration and production in connection with due diligence and indirect acquisition of a controlling stake in a holding entity owning a number of operating (oil and gas) subsidiaries in Kazakhstan;
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Advising a large U.S.-based industrial group in connection with the sale of its power assets in Kazakhstan to a leading power corporation in Kazakhstan;
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Advising an international environment management enterprise in connection with the acquisition of a 50% interest in the exploration project of an oil field in Kazakhstan. The project volume was approximately USD 14.4 million;
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Representing several major German oil companies and an international financial institution in the combined sale of a 50% of shares in a major local oil company;
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Advising a major international copper producer in connection with the sale of shares in a Kazakhstani public company engaged in the production of copper;
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Corporate due diligence review of uranium, oil, construction and other companies in Kazakhstan both for vendors and potential purchasers.
Tax
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Advising Samruk-Kazyna, the sovereign wealth fund of Kazakhstan, in connection with the creation of a EUR 100 million Kazakhstan Growth Fund together with the European Bank for Reconstruction and Development (EBRD) and Kazyna Capital Management;
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Representing a subsidiary of a multinational oil & gas company in a large transfer pricing dispute with the tax authorities;
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Advising subsidiaries of AES on various tax disputes;
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Representing a Kazakhstani subsidiary of a major steel producing company in disputes with the Kazakhstani tax authorities over the allegedly unpaid land rent and customs duties;
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Representing a Kazakhstani subsidiary of a major US power company in the courts in connection with a dispute with the tax authorities over tax audit assessments;
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Advising a consortium of international oil companies on tax stabilization and customs issues (Karachaganak oil consortium);
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Advising a number of clients on tax implications of operating in Kazakhstan, applying double tax treaties and possible tax optimization strategies;
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Tax due diligence of local companies;
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Tax structuring advice for a number of multinational companies setting up presence in Kazakhstan;
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Advising several major Western aircraft leasing companies on tax issues pertaining to the lease of aircraft to Kazakhstani airlines;
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Advising major international banks on Kazakhstani tax aspects of securitization of assets and Eurobonds;
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Advising major international banks on Kazakhstani tax aspects of granting loans to Kazakhstani counterparties.
Publications, presentations and articles
Mr. Kolupayev has published numerous articles on tax and transfer pricing matters, corporate law, international commercial arbitration, banking law, and maritime law.
Professional affiliations
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Association of Taxpayers of Kazakhstan;
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Tax Working Group of the American Chamber of Commerce (he is a deputy chairman of this group)
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Tax Working Group of the European Business Association
Lawmaking
Mr Kolupayev also regularly prepares and submits draft changes to tax laws which are aimed at improving tax regulations in various areas (with specific emphasis on internaitonal taxation rules).
Education and admission
Mr. Kolupayev graduated with honors from Kazakh State Law Academy and was admitted to practice in 2000. In 2004 Igor Kolupayev obtained an academic degree of the candidate of legal sciences (a Kazakhstani analogue of Ph.D.) in civil law. His thesis was on the legal status of limited liability partnerships in Kazakhstan.
