Tair Kulteleev
Partner
|Head of Registration Sector
About Partner
Mr. Kulteleev has solid work experience specializing in the sphere of civil, corporate, antitrust law, technology, media, and telecommunications. He regularly advises on the laws of the Astana International Financial Centre (AIFC). He has been with AEQUITAS since 2007 and has been heading the firm's registration sector since 2012. Tair possesses many years of experience in advising on the issues pertaining to the legal support of business, setting up, registering, liquidation and suspension of activities of legal entities. He has many times represented clients in relations with governmental authorities and in courts and arbitration.
In 2022, he got the status of the Legal Adviser on the laws of the AIFC.
In 2024, he was also appointed as an Insolvency Practitioner and Official Liquidator accredited in the AIFC. Tair received the letters of appreciation from such clients as Siemens, Mitsubishi, Polish Investment Agency, Havaş, and many other companies.
Tair regularly participates in pro bono projects, providing free-of-charge legal advice on registration of animal protection funds, and he is a member of the KazBar Animal Law Committee.
Mr. Kulteleev actively participates in conferences and round tables within his areas of specialization, conducts webinars for clients on the issues of corporate law of the Republic of Kazakhstan and the AIFC laws.
Memberships
Kazakhstan Bar Association,
TerraLex,
AIFC Legal Service Board
SIPAC
Experience
2025-present - AEQUITAS Law Firm – Partner
2019-2022 - AEQUITAS Law Firm – Head of AEQUITAS AIFC Branch
2007-2025 - AEQUITAS Law Firm – Senior Associate
2007 -ASSISTANCE Law Firm – Paralegal
2006-2007 - Academy of Public Administration under the President of the Republic of Kazakhstan – Advisor
2003-2006 - Kazakh Institute of Law and International Relations – Lecturer in Law
Education
2003 Kazakh State Law University, LLB, Kazakhstan
Awards / Recognition
"Tair Kulteleev was our main contact and was always available to answer our questions" The Legal 500 2023
"Very quick in responding to the client’s business concern." Asialaw 2023 "Very detailed and structured. Very professional and super communicative." Asialaw 2024
On 08 February 2024 in Astana, Tair Kulteleev was awarded a Letter of Appreciation by the AIFC Governor for Raising Awareness of AIFC Law for authoring an insightful and influential publication in the realm of legal insights, significantly contributing to the advancement of legal knowledge and practice.
On 26 September 2024 in Kuala Lumpur, Tair Kulteleev received an award from the international rating agency Asia Law in the category "Lawyer of the Year."
Representative projects
PROJECTS RELATING TO THE LAWS OF THE ASTANA INTERNATIONAL FINANCIAL CENTRE
- All-round advice on the issues of relocation and registration in the AIFC territory of Playrix Kazakhstan Ltd. (private company, among top 3 mobile game companies of the world), and execution of labor relations subject to specific laws of the AIFC in this sphere.
- Advising the largest fund of direct investments on the issues of acquisition of several holding companies, which have assets in the sphere of renewable energy sources in their structure. When working on the project, the firm's lawyers conducted due diligence of the target companies, drafted the required documents, including the framework investment agreement, shareholders agreement, subscription agreement, articles of association, and other documents subject to the English law instruments (such as put option, call option, tag along, drag along), etc.
- Advising a major Hong Kong company on a transaction involving acquisition of shares in a holding company, which has certain industrial enterprises in Kazakhstan making products for the atomic and heavy industry. When working on the project, the firm's lawyers conducted due diligence of the target companies, drafted the required documents, including a sale and purchase agreement, articles of association and a shareholders agreement providing for non-conventional methods of resolving deadlock situations and the management bodies structure subject to specifics of both the international investor and local partner.
- Comprehensive support to the largest Chinese company in a transaction involving acquisition of shares in a holding company owning wind power plants in the South Kazakhstan.
- Registration of a subsidiary of a Chinese company, the purpose of establishing which was acquisition of uranium deposits in the Republic of Kazakhstan, including advice on other related issues.
- Advising Neo Crystal Holdings LTD on the issues of acquisition of shares in Solva Group Ltd., a company set up in the AIFC, which, in turn, participates in 4 legal entities, including MFO OnlineKazFinance JSC, active in the sphere of micro-finance services. The work covered due diligence of the group of target companies and bringing of the charter of the company in the AIFC in line with conditions of the executed shareholders agreement subject to the best practice of the systems of common law and the AIFC. MFO OnlineKazFinance JSC is listed on KASE and AIX, and it is the largest microfinance organization in Kazakhstan.
- Advising several world-famous companies regarding redomiciliation to the AIFC, including the largest mining company Polymetal International plc (new name – Solidcore Resources plc).
- Registration of Bitfury KZ Limited, one of the first international companies registered in the AIFC, which is a multi-industry blockchain company, industrial miner and developer of software and hardware for the work with Bitcoin blockchain. Support of activities of this company, including changes in the composition of shareholders, directors and address.
- Advising Chevron on the issues of setting up a direct investment fund. The project resulted in setting up of one of the first so-called captive or corporate funds in the AIFC.
- Comprehensive legal support to a number of companies on the issues of registration, selection of the optimum organizational legal form, and taxation. Drafting of all required corporate documents and advice regarding the structure of management bodies, including development and adaptation of the required corporate and labor documents.
- Drafting of legal opinions on the impact of sanctions and inspections for different clients for the purpose of registration of companies in the AIFC, opening of bank accounts and obtainment of the required permitting documents (licenses). Among the clients are such world-famous companies as DataArt, Turkish Aerospace, Forex Club, Reliance Petrochem, and others.
- Comprehensive support of a number of international broker companies on the issues of provision of services of a procedural agent for the purpose of acquiring the status of a Recognized Non-AIFC Member. Among the clients are such major players as Cifra Broker, BCS, Atonline, AMBROK, and others.
- Drafting and adaptation of internal global operating procedures and policies of companies in accordance with requirements of the AIFC laws.
- Comprehensive support of termination of activities and liquidation of a representative office of a foreign bank registered in the AIFC, including performance of obligations of an official liquidator under the AIFC laws.
REGISTRATION, RE-REGISTRATION AND LIQUIDATION OF LEGAL ENTITIES IN THE REPUBLIC OF KAZAKHSTAN
- Advice and representation of interests in connection with registration of subsidiaries, branches and representative offices of clients representing such world-famous brands as General Electric, ExxonMobil, Chevron, Lukoil, Hewlett-Packard, Mars, METRO Cash & Carry, Johnson & Johnson, Schlumberger, Siemens, Scania, Sanofi, Caterpillar, China Mobile, Li Auto, XCMG, Kingston, Mitsubishi, OSRAM, Netcracker Technology, EuroChem, Alfa Group, Borjomi, and other.
- Registration of non-profit organizations, including all-round legal support of registration of CCI France Kazakhstan, which was transformed from ACFAK. Registration and legal support of activities of Polish Investment and Trade Agency.
- All-round legal support, including advice on different corporate law issues, development of a step-by-step plan of actions and measures, drafting of all corporate documents, and legal assistance in re-registration for transactions involving acquisition of participatory interests in such companies as Amity International, EuroChem-Fertilizers LLP, Teleradiokompaniya 31 kanal, Jacobs Kazakhstan, CMA CGM Logistics Central Asia, TotalEnergies Marketing Kazakhstan, Peri Kazakhstan, Uber Kazakhstan, and others.
- Advising Insurance Company AIG Kazakhstan, Chartis, PPF Insurance, Home Credit Bank, Atomredmetzoloto, TransContainer, AlyansNefteTransPetro on the matters of acquisition of shares in Kazakhstan companies.
- Support of several global projects on restructuring of business in the form of spin off of new legal entities from those already existing. Successful implementation of projects for such famous companies as Hewlett Packard, Thyssenkrupp and Siemens.
- "Turnkey" legal support of the Kazakhstan part of a project involving restructuring of business of Caspian International Restaurants Company (Horeca chain, including KFC, Pizza Hut, Hardee’s, Costa Coffee, Baskin Robbins, etc.) in connection with the change of participant, including due diligence of the company, drafting of corporate documents for the transaction and company re-registration with the authorized agency.
- Advising on the issues of restructuring of activities of a major oil producing company in three Central Asian jurisdictions (Kazakhstan, Kyrgyzstan and Tajikistan), including drafting of a legal opinion, development of restructuring models, and coordination of the work on the project with several leading law firms.
- Support of liquidation and termination of activities of structural subdivisions of such famous companies as Kodak, American Express Bank, Whirlpool, Hewlett-Packard, Uranium One, Camper, Abbott, Mundipharma, Actavis, Mepha, Teva Czech, Zentiva, Michelin, etc.
CORPORATE LAW
- Advising on a range of corporate governance issues, amendment of constituent documents in order to improve the management structure of local subsidiaries and structural subdivisions of such companies as Hewlett-Packard, Jones Lang LaSalle, Sanofi-Aventis Group, Reckitt Benckiser, Shclumberger, Сaterpillar, MediaMonks, Natusana (Dr. Theis), Ipsen Pharma Kazakhstan, and a major world top-10 pharmaceutical company.
- Adaptation of constituent documents of local companies with foreign participation to bring them in line with the shareholders' agreements, intra-group policies and other documents drafted at a global level. Drafting of recommendations on how to prevent and eliminate compliance risks.
- Advising a local subsidiary of the largest manufacturer of equipment for framework and building timber with respect to the procedure for changing the participants and re-execution of labor documents with a chief executive officer. Full support of the process of changing the participants and management, including drafting and adaptation of corporate and labor documents, introduction of restrictions and special approvals into the company charter and employment contract of the head of subsidiary to limit competence of the head of the legal entity; creation of conditions of the "double" signature on all documents of the company; coordination on behalf of the company with the head of the local subsidiary of conditions of the bonus system and procedure for making incentive payments to the head.
- Advising a foreign service company on corporate issues relating to reorganization of its business at a global level affecting its subdivision in Kazakhstan, including the issues of legal implications and potential risks arising with respect to corporate, labor and permitting and licensing relations in connection with changes in the company's name.
- Advising companies on the issues of increasing and reducing the charter capital, change of shareholders (participants), support of M&A transactions, change of address, name, and introduction of amendments into constituent documents.
BUSINESS LAW
- Advising renowned corporations, including General Electric, ExxonMobil and John Deere, on various licensing issues and permitting documents for activities in the Republic of Kazakhstan.
- Advising a foreign investor on solar power station construction issues and obtainment of relevant permits.
- Legal support of the process of transferring participatory interests in the charter capital of local companies into trust management. Drafting of the required corporate resolutions and conducting the general meetings of participants/shareholders.
- Advising on the issues of obtainment of permitting documents required to import the cryptographic information protection means into the Republic of Kazakhstan.
- Registration and obtainment of a license for micro-finance activities for Micro-Finance Organization Kviku LLP.
- Comprehensive advice to a major foreign company on the issues of legislative regulation of work of an online shop and giveaway outlets in Kazakhstan.
- Support of transactions with immovable property, including their registration with an authorized agency.
- Regular advice to the largest international companies, including drafting of various documents, powers of attorney, verification of contracts, filing of applications and support to employees in governmental agencies, obtainment of electronic digital signatures, registration at different state services portals, organization of notarization of documents, apostilization, visa support, and other issues.
- Advising major foreign companies in the sphere of information technologies, pharmaceuticals, and automobile business on the issues of legal regulation in Kazakhstan.
- Advising on the issues of currency regulation and control, payment of dividends, procedure for approval of transactions and posting of information on corporate events of joint stock companies on the Internet resource of the Financial Statements Depository.
- Due diligence of more than 30 major local companies for the purpose of their acquisition by foreign companies, including due diligence of a local subdivision of a manufacturer of generics as part of its merger with a major international pharmaceutical company.
- Advising a major European company on the issues of transfer of movable and immovable property as part of a project on restructuring of business of this company in Kazakhstan.
- Regular due diligence of target companies, sanctions screening and other types of system search based on different parameters. Fulfillment of the clients' instructions, including client reliability verification, absence of sanctions restrictions, negative mentioning in mass media, and verification of the history of owning a company, corporate structure, powers of its representatives, and the current owners and their affiliates.
- Registration of the Royal Bank of Scotland trademark.
- Opening of bank and escrow accounts for different clients, both residents and non-residents.
- Representation of a company in connection with cancellation of an aircraft lease agreement, including state de-registration of two aircrafts.
- Representation of Enhance Aero at the Civil Aviation Committee in connection with de-registration of two leased out aircrafts, and representation of interests of Ice Aircraft Management in connection with registration of pledge of an aircraft.
LABOR LAW
- Comprehensive legal support of the process of changing management in subsidiary legal entities and structural subdivisions of such famous companies as General Electric, Hewlett-Packard, Colgate-Palmolive, Reckitt Benckiser, Metro Cash & Carry, Coriant, Effective Energy N.V., Foodpanda, Mars and Tolmar, involving appropriate notifications of the change of management to governmental agencies.
- Advising several major companies regarding the migration legislation and procedure for foreign labor engagement in Kazakhstan.
- Advising a major pharmaceutical company regarding the procedure for changing management in a local subsidiary complicated by a conflict with the head whose powers were to be terminated and topical issues relating to HR documents. Preparation to different event development scenarios and elaboration of recommendations on the most successful methods of protecting the interests of the foreign parent company in connection with the necessity of urgent change of management.
- Support of the process of changing management, including development and adaptation to the client's preferences of the required (corporate, labor, etc.) documents, holding of negotiations with a former head regarding the conditions of termination of labor relations with him/her and with a new head regarding entering into an employment contract and obtainment of a confidential information non-disclosure commitment from him/her, fulfillment of notification procedures on the change of the head, including the registrar and the bank.
ANTITRUST
- Drafting of a set of documents and coordination of transactions involving economic concentration with the antitrust agency of the Republic of Kazakhstan pursuant to the requests of such clients as Matimex (Germany), Bank Asset Management Agency LLC (Azerbaijan).
- Advising Energo Trust, Hisense Group, Schlumberger, Boehner, Lansky, Ganzger & Partner Kazakhstan, and Freshfiels Bruckhaus Deringer on the issues of antitrust and corporate legislation, including regarding obtainment of a consent of the antitrust agency to economic concentration in connection with acquisition of participatory interests.
- Advising and drafting of recommendations on the issues of compliance with the antitrust legislation, analysis and drafting of non-compete agreements as to compliance with the Kazakhstan antitrust legislation.
DISPUTE RESOLUTION
- Representation of a Kazakhstan subsidiary organization of a major Indian company active in the sphere of design and construction (as a contractor under a contract with Agip Kazakhstan North Caspian Operating Company N.V.) in a number of judicial disputes under different contracts relating to construction, including design and procurement of oil and gas export pipeline as part of a pilot program of developing the Kashagan field. Furthermore, client representation in a dispute regarding invalidity of an arbitration clause preventing from filing of an application for dispute resolution to foreign arbitration under the LCIA rules.
- Successful representation in courts of all instances of the interests of Siemens LLP in connection with a case involving recovery of debts under a construction subcontract agreement, and support of enforcement proceedings resulting in the client's receipt of the adjudicated amounts (more than KZT 60 mln).
- Representation in court of Siemens AG to establish a legal circumstance of termination of activities of a legal entity.
- Representation in court of Institute of Oil Transport OJSC in connection with a claim against the tax authority for challenging the refusal to return the income tax from the budget.
- Representation in courts of a company providing services in the oil and gas industry in connection with a claim challenging a resolution of the company bodies based on a ground of violation of competences of the board of directors and procedure for convening and holding a general meeting of participants.
- Representation in courts of the interests of ShalkiyaZinc LTD LLP in connection with recognition as illegal of the order of the Ministry of Energy and Mineral Resources of the Republic of Kazakhstan on unilateral cancellation of a contract for exploration and production of polymetallic ore at the Talap field.
- Representation of Donbas Clays PJSC (Ukraine) in a Kazakhstan court in connection with a case involving recovery of debt and enforcement of a court judgment.
- Representation of a Kazakhstan company in court against Air Astana JSC in connection with recovery of debt.
- Representation in court of Sovex CJSC in connection with enforcement of an arbitral award under a claim against Sayakhat Air Company JSC and issuance of an enforcement order (writ of execution).
- Representation in court of the interests of Nova Zinc LLP, a Kazakhstan ore mining and smelting enterprise, in connection with a labor dispute involving invalidation of a collective bargaining agreement.
- Client representation in the course of enforcement proceedings in a civil case under a claim from Johnson & Johnson Medical Ltd against KazMedSnab LLP.
- Filing of an application to judicial authorities for claim security on behalf of Nedlands Overseas Inc. in connection with consideration of an arbitration case in the court of the Grain and Feed Trade Association (GAFTA) (London, UK) in connection with a failure to perform a contract for procurement of Kazakhstan wheat.
- Representation of a foreign company in court on the issue of enforcement of a foreign arbitral award and issuance of an enforcement order (writ of execution).
- Representation of interests of such companies as Torgovaya Marka "Shostkinskiy Gormolkombinat" (Ukraine) and Vermeer East Ltd. (Germany) in courts and arbitrations in connection with cases involving recovery of debts.
- Representation of 3М Gesheft LLP in court in connection with a case on issuance of a court order (writ proceedings).
- Representation of Millennium Pharmaceuticals, Inc. in court in connection with a claim against Global Holding LLP for termination of violation of patent rights.
- Drafting of legal opinions on disputable situations and evaluation of prospects of the case resolution in courts and arbitrations pursuant to enquiries of different clients.