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      Mergers and acquisitions (M&A) in Kazakhstan take place within a complex regulatory environment, significant financial obligations, and elevated tax risks. Insufficient assessment of historical tax liabilities during the pre-investment stage or errors in structuring a transaction can lead to additional tax costs and reduce the overall efficiency of the deal.

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      Find out how KPMG's expertise can help you and your company.

      Challenges Faced by Our Clients

      • Transfer of unrecognized tax liabilities to the new owner
      • Increased cash outflows due to incorrect or inefficient tax structuring of the transaction
      • Emergence of disputes with tax authorities arising from existing tax practices
      • Failure to consider future legislative changes when planning the transaction
      • Difficulties with post-closing integration of assets and optimization of the tax burden

      How KPMG Helps

      Tax Due Diligence (Pre-Investment Tax Review)

      We identify potential tax risks and hidden liabilities at an early stage, providing insights for negotiations and potential price adjustments.

      Transaction Tax Structure Design

      We develop transparent and defensible structures in line with international principles, investor and financial institution requirements, as well as Kazakhstan law and other relevant jurisdictions.

      Tax Modelling

      We analyze the tax implications of various scenarios (share deal vs. asset deal, earn-out, debt push-down, etc.), assessing the impact on transaction pricing and subsequent tax obligations.

      Support in Drafting the Share/Asset Purchase Agreement

      We review tax provisions, client protection mechanisms, and price adjustment clauses to ensure robust risk mitigation.

      Assistance During Negotiations

      We represent and articulate the client’s tax position, prepare supporting materials, and highlight critical points requiring special attention (“red flags”).

      Pre-Sale Preparation

      We prepare materials on tax obligations and provide recommendations for structuring a virtual data room.

      Post-Closing Asset Integration

      We help establish tax and accounting processes, update accounting policies, and implement a compliance calendar.

      Why Choose KPMG

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      International Expertise

      We support transactions across jurisdictions, considering cross-border tax obligations and foreign investor requirements

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      Transnational Project Teams

      We operate across legal systems, time zones, business cultures, and languages

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      Deep Kazakhstan Practice

      We understand local tax legislation and the nuances of dealing with regulators

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      Focus on Tax Efficiency

      We optimize cash flows with a tax-conscious approach

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      Integrated Approach

      We work seamlessly with KPMG corporate lawyers and financial advisory teams

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      Compliance and Confidentiality

      We strictly adhere to regulatory requirements and client internal procedures

      M&A transactions require not only legal expertise but also a well-planned tax strategy.

      With KPMG, you gain the confidence that every stage of your transaction is carefully reviewed, optimized, and aligned with tax authority requirements.

      Contact us to assess tax risks and enhance the efficiency of your planned transaction.

      Contact

      Assiya Atekeyeva
      Assiya Atekeyeva

      Director, Tax & Legal

      KPMG Kazakhstan