Kazakhstan Capital Market Law Set for Major Overhaul
Kazakhstan is preparing to rewrite the rules governing its securities market for the first time in more than two decades. The draft Capital Market Law aims to make it easier for businesses to raise money on the stock market while strengthening protections for investors. The new law is intended to replace the Securities Market Law adopted in 2003. The draft was published for public discussion in September 2026. Kazakhstan’s stock market has expanded significantly in recent years. As of July 31, equity market capitalization on the Kazakhstan Stock Exchange (KASE) stood at KZT 47.7 trillion, or about $100.5 billion, while corporate debt in circulation had reached KZT 16.8 trillion, or about $35 billion. Despite that growth, state-owned and quasi-state companies and banks remain the main borrowers in the bond market. Private businesses rarely raise money through the exchange, while turnover in already-issued shares remains low. A Law That Grew Along With the Market Over more than two decades, the Securities Market Law has been amended by more than 60 legislative acts. The regulatory framework was built around individual financial products and procedures, and the regulatory policy consultation paper underpinning the reform proposes changing more than half of the existing provisions. Rather than introduce another large package of amendments, the authorities have decided to replace the law. More technical rules would instead be set out in secondary legislation, allowing them to be adjusted without going through the full legislative process. SMEs, the Exchange, and the Liquidity Shortage One of the main aims of the reform is to make the market more accessible to smaller businesses. Around 90% of financing for small and medium-sized businesses in Kazakhstan is linked to the banking sector, according to reform documents citing the Damu Entrepreneurship Development Fund. KASE sought to make the market more accessible to smaller companies as early as 2017 by introducing less stringent listing conditions. But while the exchange could change its own requirements, it could not simplify the state procedures governing securities issuance. A company seeking to sell shares or bonds must prepare legal and financial documentation, register the issue, and comply with disclosure requirements. For a small business, the cost of lawyers, auditors, and other advisers can be disproportionate to the amount it hopes to raise. The draft would therefore allow a separate category for SMEs with simplified listing, delisting, and disclosure rules. Smaller issuers would also be able to use an abbreviated securities prospectus, the document setting out financial information about the company, the terms of the offering, and the risks. Companies making repeat issues would no longer have to prepare the entire set of documents from scratch. Registration is also expected to be digitized and transferred from the Agency for Regulation and Development of the Financial Market (ARDFM) to the Central Securities Depository, which maintains records of securities ownership. The limited role of private companies is also visible in the bond market. At the end of 2025, outstanding corporate debt totaled KZT 16.2 trillion, or about $34 billion. According...
