Head of Legal / Senior Legal Manager – Mining Investments & Projects

Participate throughout the full lifecycle of mining investments, mergers and acquisitions, joint ventures, equity or asset acquisitions, restructurings and exits in Kazakhstan.

Provide legal support for project negotiations, including transaction structuring, legal due diligence, risk assessment and negotiation strategy.

Draft, review and negotiate non-disclosure agreements, letters of intent, memoranda of understanding, share or asset purchase agreements, shareholders’ agreements, joint venture agreements, financing documents and other transaction documents.

Identify key legal risks in transactions and develop practical, commercially viable mitigation solutions.

Coordinate and manage external counsel, tax advisers and other professional service providers to ensure timely project delivery and effective cost control.

Manage transaction signing, closing and post-closing legal matters, including permits, registrations, corporate governance and implementation of contractual obligations.

Monitor and analyse Kazakhstan’s mining and subsoil use laws, regulations and regulatory policies, particularly those relating to subsoil use rights, exploration, extraction, licensing and government approvals.

Provide legal support concerning the application, acquisition, amendment, transfer, extension, pledge, termination and relinquishment of subsoil use rights and related licences.

Conduct legal due diligence on mining rights and project assets, including the review of licences, contracts, work programmes, minimum work obligations and other commitments to government authorities.

Support communications and negotiations with government authorities, regulators, state-owned enterprises, business partners and other stakeholders.

Identify and manage legal risks relating to licensing, land, environmental matters, occupational and industrial safety, community relations and government commitments.

Provide day-to-day legal support to the Kazakhstan business in areas including corporate law, tax law, employment law, contract law, foreign investment, foreign exchange regulation, competition law and other relevant matters.

Manage corporate governance and delegated-authority arrangements, including shareholder and board documentation, powers of attorney, corporate registrations and approvals for material matters.

Draft, review and negotiate procurement, construction, equipment supply, technical services, sales, logistics, lease and other commercial agreements.

Establish and enhance policies and procedures relating to contract management, legal review, delegated authority and compliance management.

Manage material disputes, litigation, arbitration and government investigations, coordinating with external counsel to develop and implement appropriate strategies.

Work with finance and tax teams and external advisers on tax-related legal matters and provide integrated risk advice for business decisions, transactions and operations.

Identify, assess, report and manage legal and compliance risks relating to the Kazakhstan business in accordance with Group Legal requirements.

Report regularly to Group Legal on material projects, major contracts, disputes, regulatory developments and other significant legal and compliance risks.

Localise and effectively implement Group legal and compliance policies within the Kazakhstan business, ensuring alignment with local laws, regulatory requirements and business operations.

Bachelor’s degree or above in law. Admission to practise law in Kazakhstan or another relevant professional legal qualification is preferred.

Generally, at least eight years of relevant legal experience, including a minimum of three years in mining, energy, natural resources or major infrastructure projects. The candidate should have hands-on experience in mining investments and M&A and be able to independently manage legal due diligence, transaction structuring analysis, drafting and negotiation of transaction documents, signing and closing, as well as provide management with professional and practical advice on material legal risks..

Strong knowledge of Kazakhstan’s legal and regulatory environment, with relevant expertise in:

Strong commercial negotiation, contract drafting and legal risk assessment skills, with the ability to develop practical and executable solutions for complex projects.

Ability to work independently with government authorities, regulators, business partners, financial institutions and external professional advisers.

Strong cross-cultural communication and stakeholder management skills, with the ability to operate effectively under dual reporting lines and within a matrix organisation.

Professional working proficiency in Russian and English is required. Chinese-language capability is preferred.

Willingness to travel within Kazakhstan and undertake on-site work as required by projects.