Article 94. Regulation of a systemically important bank of the Law on Banks and Banking Activities in the Republic Kazakhstan

Home / Laws / Article 94. Regulation of a systemically important bank of the Law on Banks and Banking Activities in the Republic Kazakhstan

1. The decision to apply the settlement regime to a systemically important bank is made in the following order:

1) the authorized body prepares a draft decision on the application of the settlement regime to a systemically important bank no later than three working days from the date of the viability assessment of the specified bank;

2) a draft decision on the application of the settlement regime to a systemically important bank is submitted for consideration by the Financial Stability Board of the Republic of Kazakhstan;

The Financial Stability Board of the Republic of Kazakhstan reviews the draft decision on the application of the settlement regime to a systemically important bank and makes a decision on its approval or refusal to approve it no later than three working days from the date of its receipt.

The Financial Stability Board of the Republic of Kazakhstan has the right to submit recommendations on the list, conditions and estimated deadlines for the implementation of settlement instruments.

The issue of state participation in the settlement of a systemically important bank is considered by the Financial Stability Council of the Republic of Kazakhstan, taking into account the provisions of paragraphs 2 and 3 of this article.;

3) the decision to apply the settlement regime to a systemically important bank is made by a joint act of the authorized body, the National Bank of the Republic of Kazakhstan and the central authorized body for budget execution no later than three working days from the date of approval of the draft decision by the Financial Stability Board of the Republic of Kazakhstan.

2. State participation in the settlement of a systemically important bank is carried out if all of the following conditions are met:

1) the bank in settlement mode is classified by the National Bank of the Republic of Kazakhstan as a systemically important bank in accordance with the Law of the Republic of Kazakhstan "On the National Bank of the Republic of Kazakhstan";

2) the assessment of the viability of a systemically important bank confirms the expediency of government participation in the settlement regime to reduce systemic risks and prevent a significant negative impact on the banking system;

3) the amount of equity of a systemically significant bank in settlement mode will be reduced by the amount of the bank's actual and expected losses in the bank's accounting and financial statements in accordance with the Law of the Republic of Kazakhstan "On Accounting and Financial Reporting" and international financial reporting standards;

4) losses of a systemically important bank in settlement mode will be absorbed (covered) as a matter of priority at the expense (through):

termination of the bank's obligations under instruments providing the general ability to absorb (cover) losses, and (or) conversion of such obligations into common shares of the bank;

the application of settlement instruments provided for by the decision to apply the settlement regime to a systemically important bank.

3. The issue of state participation in the settlement of a systemically important bank is being considered by the Financial Stability Board of the Republic of Kazakhstan, taking into account:

1) the results of the assessment of the viability of a systemically important bank, its settlement plan, as well as the list, conditions and estimated deadlines for the implementation of settlement instruments specified in the draft decision on the application of the settlement regime to a systemically important bank;

2) information of the National Bank of the Republic of Kazakhstan in accordance with subparagraph 1) paragraph 2 of this article;

3) information from the National Bank of the Republic of Kazakhstan on the possibility of providing a loan of last resort to a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank will be transferred;

4) information from the central authorized body for budget execution on the possibility of using funds from the republican budget and (or) other public funds for:

acquisition by the Government of the Republic of Kazakhstan or the national management holding of shares of a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank will be transferred;

provision of a state guarantee of the Republic of Kazakhstan on loans to settle a systemically significant bank as security for the fulfillment of obligations under a loan of last resort from a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank will be transferred.

4. The Government of the Republic of Kazakhstan or the national managing holding company has the right, at the expense of the republican budget and (or) other public funds, to participate in the settlement regime of a systemically significant bank by purchasing shares of the specified bank or shares of a stabilization bank, to which the assets and liabilities of the systemically significant bank will be transferred.

The National Bank of the Republic of Kazakhstan has the right to participate in the settlement regime of a systemically important bank by providing a loan of last resort to a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank will be transferred, in accordance with the Law of the Republic of Kazakhstan "On the National Bank of the Republic of Kazakhstan", provided that all the following conditions are met:

adoption by the Government of the Republic of Kazakhstan or the national management holding of a decision on the acquisition of shares of a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank will be transferred;

provision of the state guarantee of the Republic of Kazakhstan on loans for settlement of a systemically important bank as security for the fulfillment of obligations for the amount of the loan of the last instance in full.

5. If the Financial Stability Board of the Republic of Kazakhstan approves the issue of state participation in the settlement regime of a systemically significant bank, the issue of acquisition by the Government of the Republic of Kazakhstan or the national management holding of shares of a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank will be transferred is submitted for approval by the Government of the Republic of Kazakhstan.

6. The decision of the Government of the Republic of Kazakhstan on the acquisition by the Government of the Republic of Kazakhstan or the national managing holding of shares of a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank will be transferred must contain information on:

1) the number and price of shares to be acquired;

2) the number and price of shares required to increase the total number of declared shares of a systemically important bank, in the absence of declared but outstanding or repurchased shares, or if their number is insufficient.

The number of shares of a systemically significant bank acquired by the Government of the Republic of Kazakhstan or the national managing holding is determined by:

1) based on the placement price of one share equal to the equity of a systemically significant bank, reduced by the amount of actual and expected losses of a systemically significant bank in accordance with the requirements of subparagraph 3) of paragraph 2 of this article, divided by the total number of outstanding shares of a systemically significant bank as of the date of the decision on the acquisition of shares in accordance with this paragraph. If the equity of a systemically significant bank is negative, for the purposes of calculating the share placement price, the equity of a systemically significant bank is assumed to be equal to one tenge.;

2) taking into account the amount by which it is necessary to increase the equity of a systemically significant bank in order to ensure the financial stability of a systemically significant bank and the ability of a systemically significant bank to comply with prudential standards and limits established by the authorized body, as well as macroprudential standards and limits established by the National Bank of the Republic of Kazakhstan.

7. Within three working days from the date of the decision of the Government of the Republic of Kazakhstan provided for in the first part of paragraph 6 of this Article, the interim administration for the management of the bank shall submit to the authorized body amendments and (or) additions to the prospectus for the issue of shares of a systemically significant bank in accordance with the procedure established by the legislation of the Republic of Kazakhstan.

The authorized body in accordance with the procedure established by the legislation of the Republic of Kazakhstan:

1) carries out state registration of amendments and (or) additions to the share issue prospectus of a systemically significant bank;

2) send to the provisional administration for the management of the bank in electronic form a certificate of state registration of the issue of declared shares and a prospectus for the issue of shares, taking into account the amendments and (or) additions.

The Interim Administration for the Management of the bank, within one business day from the date of receipt of the certificate of state registration of the issue of declared shares and the share issue prospectus, taking into account the amendments and (or) additions, notifies the central securities depository of an increase in the number of declared shares of a systemically significant bank.

8. The acquisition of shares of a systemically significant bank by the Government of the Republic of Kazakhstan or the national management holding company is carried out without decision-making by the bodies of a systemically significant bank.

Ownership of shares of a systemically important bank or a stabilization bank, to which the assets and liabilities of a systemically important bank will be transferred, is registered with the state body authorized to dispose of republican state property, or the national management holding.

Shareholders of a systemically important bank do not have the right of pre-emptive purchase on shares placed (sold) in accordance with this article.

9. After the acquisition of shares of a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank will be transferred, the authorized state property management body or the national managing holding company convenes an extraordinary general meeting of shareholders of a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank will be transferred to consider amendments and (or) amendments to the bank's charter or approval of its new version, election (re-election) of officials and other employees of the bank, optimization of the bank's assets and other issues in accordance with the procedure established by the legislation of the Republic of Kazakhstan.

10. From the date of acquisition by the Government of the Republic of Kazakhstan or the national managing holding of shares of a systemically important bank, all decisions regarding subsidiaries of such a bank are made by the bank's board of directors.

11. If, as a result of the implementation of measures to regulate a systemically significant bank, the Government of the Republic of Kazakhstan or the national managing holding become holders of ninety-five percent or more of the voting shares of a systemically significant bank, the Government of the Republic of Kazakhstan or the national managing holding may decide to forcibly buy out persons who were shareholders of a systemically significant bank as of the date of the decision to apply to a systemically significant the bank of the settlement regime, shares owned by them.

This right may be exercised by the Government of the Republic of Kazakhstan or the national management holding company at any time prior to the sale by the Government of the Republic of Kazakhstan or the national management holding company of shares of a systemically important bank previously acquired in accordance with this article to a new investor.

This right is exercised by sending a decision by the Government of the Republic of Kazakhstan or the national managing holding company to a systemically significant bank on the compulsory repurchase of shares of a systemically significant bank owned by persons who were shareholders of a systemically significant bank on the date of the decision to apply the settlement regime to a systemically significant bank. The decision to buy back shares of a systemically important bank must contain information about the person who made this claim, the number of shares of a systemically important bank owned by such person and the sale (purchase) price of shares of a systemically important bank, determined in accordance with subparagraph 1) of the second part of paragraph 6 of this Article. If the total price of all shares of a systemically important bank repurchased from one person is less than one tenge, these shares are repurchased from such person at the price of one tenge for all shares.

A systemically important bank, within three working days after the date of receipt of the decision specified in part two of this paragraph, ensures its placement on the Internet resource of the financial reporting depository and informs the central depository and the stock exchange about the decision (if the bank's shares are on the official list of the stock exchange)..

The compulsory purchase of shares of a systemically significant bank by the Government of the Republic of Kazakhstan or the national management holding does not require the consent of the shareholders of this systemically significant bank.

12. In case of termination of the settlement regime in accordance with the grounds established by subparagraph 1) According to paragraph 1 of Article 99 of this Law, the Government of the Republic of Kazakhstan or the national managing holding company shall take measures to sell the shares of a systemically significant bank or a stabilization bank acquired by it, to which the assets and liabilities of a systemically significant bank have been transferred, to a new investor.

The Government of the Republic of Kazakhstan or the national managing holding company, when selling shares of a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank have been transferred, is guided by the following principles to a new investor:

1) applying all reasonable measures to achieve the best economic result and the most favorable terms of the transaction for the seller;

2) respect for the equality of rights of potential investors;

3) ensuring disclosure to potential investors of complete and reliable information about the financial position of a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank have been transferred, in order to assess the terms of the sale of shares.

For the purposes of selling shares of a systemically important bank or a stabilization bank to which the assets and liabilities of a systemically important bank have been transferred to a new investor by the Government of the Republic of Kazakhstan or the national managing holding, the Government of the Republic of Kazakhstan or the national managing holding has the right to involve appraisers, auditing and (or) other specialized organizations. Persons who were major participants in the bank or bank holding companies at the date of the decision to apply the settlement regime to a systemically important bank are not entitled to purchase shares specified in part one of this paragraph.

13. The procedure for the sale of shares of a systemically significant bank to the Government of the Republic of Kazakhstan or the national managing holding, the procedure and conditions for the sale by the Government of the Republic of Kazakhstan or the national managing holding of shares of a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank were transferred to a new investor, as well as the criteria, in the presence of which the specified sale is carried out with the condition of partial reimbursement (coverage) from the future net profit of the specified bank of the funds of the republican budget and (or) other public funds used by the Government of the Republic of Kazakhstan and (or) the national management holding as a result of the settlement of a systemically significant bank, or without the specified reimbursement (coverage), as well as the amount, The terms and other conditions of the specified compensation (coverage) are determined by the Government of the Republic of Kazakhstan.

14. A systemically important bank that is in settlement mode is prohibited from making decisions, as well as executing previously made decisions on:

distribution of profits, accrual and payment of dividends on common and (or) preferred shares;

payment of remuneration on subordinated debt, perpetual financial instruments and (or) other instruments providing the overall ability to absorb (cover) losses;

fulfillment of any financial obligations to major participants of the bank and (or) bank holding companies, except as provided for in the decision to apply the settlement regime to the bank;

payment of remuneration to senior employees of the bank, with the exception of payment of wages (except bonuses and other incentive payments) and other guaranteed payments in cases established by the labor legislation of the Republic of Kazakhstan.

This prohibition applies from the date of commencement of the settlement regime until the sale by the Government of the Republic of Kazakhstan or the national management holding of shares previously acquired in accordance with this article to a new investor and the fulfillment by a systemically significant bank or a stabilization bank to which the assets and liabilities of a systemically significant bank were transferred, obligations to repay the loan to the National Bank of the Republic of Kazakhstan instances in full.

15. It is prohibited to use funds from the state budget, the National Bank of the Republic of Kazakhstan and (or) its subsidiaries in the bank's settlement regime in cases not provided for by this Law.

The Law of the Republic of Kazakhstan dated January 16, 2026 No. 258-VIII SAM.

President

Republic of Kazakhstan

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