ORDER OF THE GOVERNMENT OF THE REPUBLIC OF KAZAKHSTAN

of May 2, 2025 No. 303

About approval of Rules of conducting examination of the projects of all-country value offered to financing at the expense of means of National fund of the Republic of Kazakhstan by acquisition of debt securities of the National welfare fund and national managing holding created within measures for optimization of management system by institutes of development, the financial organizations and to development of national economy, and also consideration of availability of alternative sources of financing of such projects

According to Item 3 of Article 59 of the Budget code of the Republic of Kazakhstan the Government of the Republic of Kazakhstan DECIDES:

1. Approve the enclosed Rules of conducting examination of the projects of all-country value offered to financing at the expense of means of National fund of the Republic of Kazakhstan by acquisition of debt securities of the National welfare fund and national managing holding created within measures for optimization of management system by institutes of development, the financial organizations and to development of national economy, and also consideration of availability of alternative sources of financing of such projects.

2. This resolution becomes effective after ten calendar days after day of its first official publication.

Approved by the Order of the Government of the Republic of Kazakhstan of May 2, 2025 No. 303

Rules of conducting examination of the projects of all-country value offered to financing at the expense of means of National fund of the Republic of Kazakhstan by acquisition of debt securities of the National welfare fund and national managing holding created within measures for optimization of management system by institutes of development, the financial organizations and to development of national economy, and also consideration of availability of alternative sources of financing of such projects

Chapter 1. General provisions

1. These rules of conducting examination of the projects of all-country value offered to financing at the expense of means of National fund of the Republic of Kazakhstan by acquisition of debt securities of the National welfare fund and national managing holding created within measures for optimization of management system by institutes of development, the financial organizations and to development of national economy (further – holding), and also considerations of availability of alternative sources of financing of such projects (further – Rules) are developed according to Item 3 of Article 59 of the Budget code of the Republic of Kazakhstan and determine procedure for conducting examination and consideration of availability of alternative sources of financing of projects of all-country value, offered to financing at the expense of means of National fund of the Republic of Kazakhstan (further – NFRK) by acquisition of debt securities of National welfare fund and holding (further – debt securities).

2. The purpose of these rules is ensuring transparent and comprehensive examination of the projects offered to financing at the expense of means of NFRK by acquisition of debt securities.

Transparent and comprehensive examination is directed to achievement of quality standard of all-country value and strategic importance, investment efficiency and appeal of the specified projects, estimates of creditworthness of the organizations receiving financing from NFRK, development of optimum structure and financing terms taking into account consideration of availability of alternative sources of financing, and also rules and conditions, stipulated in Item 5.3 Sections 5 of the Management concept public finances of the Republic of Kazakhstan till 2030 approved by the Presidential decree of the Republic of Kazakhstan of September 10, 2022 No. 1005 (further – the Concept).

3. In these rules the following concepts are used:

1) the project – the investment project of all-country value offered to partial financing and (or) partially financed by means of NFRK by acquisition of debt securities;

2) control points of the project – the Items of control of project implementation established between stages of financing of the project and approved by the minutes of Council for management of National fund of the Republic of Kazakhstan (further – SUNF) which allow to trace the course of development of financing and achievement of planned targets (quantitative) on project implementation;

3) the analysis of control points of the project – the analysis of development of the allocated financing, and also comparison and the analysis of planned and actual (quantitative) targets on project implementation on control points of the project;

4) the initiator of the project – the legal entity (resident of the Republic of Kazakhstan) responsible for project implementation, NFRK offered to partial financing or partially financed by means by acquisition of debt securities;

5) indicative project evaluation – provisional assessment of the project which is carried out at the beginning of complex project evaluation on the basis of the comprehensive analysis (including credit and investment) for the purpose of provision of recommendations about completion of the project and forming of indicative financing terms of the project;

6) complex project evaluation – the comprehensive project evaluation consisting of indicative and final assessment which are carried out for the purpose of determination of opportunity and feasibility of financing of the project from NFRK, and also determination of optimum financing terms of the project taking into account the revealed project risks;

7) final project evaluation – project evaluation which is carried out at the end of complex project evaluation after completion and following the results of consideration of alternative sources of financing on the basis of the comprehensive analysis (including credit and investment);

8) strategic project evaluation – assessment and project analysis for the purpose of determination of all-country value and the strategic importance of the project for social and economic development of the country;

9) the borrower – the legal entity (resident of the Republic of Kazakhstan) obtaining bonded loan from means of NFRK for the purpose of project implementation;

10) expert group – group of the organizations, the purposes, tasks, functions and which structure are determined by Regulations on expert group according to appendix 1 to these rules;

11) the participant of expert group – the organization which is part of Expert group;

12) the coordinating body of expert group – National Bank of the Republic of Kazakhstan (further – NBRK);

13) independent examination – assessment and project analysis which are carried out by the independent expert;

14) the independent expert – the legal entity rendering services in conducting independent examination of the project and conforming to the established qualification requirements;

15) the negative information – information containing the facts of participation in cases of legalization (washing) of income gained in the illegal way, participation in cases of financing of terrorism and distribution of weapons of mass destruction, availability of the begun procedures of composition in bankruptcy or procedures of judicial rehabilitation, availability of the begun process of liquidation, failure to carry out of prudential and other standard rates of authorized bodies of the state for date of consideration, stay in sanctions lists;

16) the specification – the document prepared by expert group and containing list of questions for carrying out the analysis and examination by the independent expert;

17) authorized body – the central executive body of the Republic of Kazakhstan performing management of industry (sphere) of public administration in which project implementation is planned.

4. Examination of projects is carried out in two steps:

stage 1 "Strategic project evaluation";

the stage 2 "Complex project evaluation and consideration of alternative sources of financing" including:

obligatory substage "Indicative Project Evaluation";

optional substage "Passing of Independent Examinations";

obligatory substage "Consideration and Attraction of Alternative Sources of Financing of the Project";

obligatory substage "Final Project Evaluation".

Chapter 2. Strategic project evaluation

5. The initiator of the project sends to authorized body inquiry for need of financing of the project with appendix of the business plan and financial model of the project according to requirements according to appendix 2 to these rules.

6. The authorized body within 20 (twenty) working days from the date of receipt of request creates strategic reasons for the project in form according to appendix 3 to these rules (further – strategic reasons) and sends it to the central authorized body on state planning with application of documents, provided by the initiator of the project. Strategic reasons are signed by the head of authorized body.

7. The central authorized body on state planning on the basis of the strategic reasons provided by authorized body and the provided documents prepares the conclusion of strategic project evaluation within 15 (fifteen) working days from the date of receipt of all documents in form according to appendix 4 to these rules (further – the conclusion of strategic assessment). Strategic project evaluation is carried out according to the algorithm of strategic project evaluation given in appendix 5 to these rules (further – algorithm of strategic assessment). The conclusion of strategic assessment is signed by the head of the central authorized body on state planning.

8. By results of strategic assessment the conclusions of the following types are taken out:

1) positive;

2) about need of completion;

3) negative.

9. The central authorized body on state planning represents the positive conclusion with the notification of authorized body within 3 (three) working days, and the project is allowed on the following stage if according to algorithm of strategic assessment strategic project evaluation constitutes 7 (seven) or more points and the project corresponds to each of general criterions.

10. The central authorized body on state planning represents the conclusion about need of completion and the project is sent to authorized body to completion in case of non-presentation of necessary documents and (or) submission of the documents which are not conforming to the established requirements and (or) lack of complete and relevant information in strategic reasons.

11. Completion includes submission of the necessary documents conforming to the established requirements and (or) change and amendment of strategic reasons according to notes and comments in the conclusion of strategic assessment.

Completion is allowed no more than 2 (two) times. Each completion is performed by authorized body within 15 (fifteen) working days.

The central authorized body on state planning considers the modifed project and prepares the updated conclusion of strategic assessment within 10 (ten) working days.

12. The central authorized body on state planning represents the negative conclusion with the notification of authorized body within 3 (three) working days, and the project is not allowed on the following stage in case of discrepancy to the conditions specified in Items 9, of 10 and 11 these rules.

Chapter 3. Complex project evaluation and consideration of alternative sources of financing

Paragraph 1. Obligatory substage "Indicative Project Evaluation"

13. The authorized body within 15 (fifteen) working days from the date of receipt of the notification on passing of the initiator of the project directs document package to this stage on the project to expert group.

The document package includes the following documents:

conclusion of strategic assessment;

the questionnaire of the initiator of the project in form, according to appendix 6 to these rules;

the business plan and financial model of the project according to requirements according to appendix 2 to these rules;

information on lack of alternative sources of financing on form, according to appendix 7 to these rules, with appendix of supporting documents (official replies or letters of the organizations);

schedule of project implementation;

schedule of financing of the project;

Pre-FEED and (or) FEED documentation and (or) the conclusion of complex non-departmental project appraisal according to technical documentation (in the presence);

financial reportings of the initiator of the project and the borrower for the last 3 years without fail (with the audit report in the presence);

the consent of the initiator of the project to issue of the credit report in form according to appendix 8 to these rules;

the reference from tax authority on lack (availability) of debt on payment of taxes and other obligatory payments in the budget;

independent examinations of the project (in the presence);

offers from prime vendors of the equipment and contractors, including the prime contractor (in the presence);

draft agreements or agreements with suppliers of raw materials and (or) services and buyers of products or services (in the presence);

the forecast of free cash flows of the initiator of the project and (or) the borrower, the forecast of observance of covenants for the flowing and planned loans of the initiator of the project and (or) the borrower for term is at least required term of loan of the project.

14. The coordinating body of expert group within 20 (twenty) working days from the date of receipt of complete document package creates the conclusion of indicative assessment in form, according to appendix 9 to these rules (further – the conclusion of indicative assessment), and sends to other participants of expert group for receipt of notes and offers.

15. Participants of expert group within 10 (ten) working days consider the draft of the conclusion of indicative assessment and send to the coordinating body of expert group of the note and offer.

16. The coordinating body of expert group within 10 (ten) working days makes to the conclusion of indicative assessment changes and amendments taking into account the notes and offers received from other participants of expert group, and also provisions, stipulated in Item 7.1 appendices 1 to these rules.

The conclusion of indicative assessment is signed by participants of expert group taking into account provisions, stipulated in Item 7.1 appendices 1 to these rules.

17. By results of indicative assessment the conclusions of the following types are taken out:

1) positive;

2) about need of completion;

3) negative.

18. The expert group represents the positive conclusion, and the project is allowed on the substage "Consideration and Attraction of Alternative Sources of Financing of the Project" in case of positive result of check and assessment of the following items of the conclusion of indicative assessment:

about completeness of document package;

about compliance to the rules and financing terms fixed by Item 5.3 of Section 5 of the Concept;

about lack of the revealed negative information concerning the initiator of the project (including his head, participants or shareholders, beneficiaries) and the borrower (including his head, participants or shareholders, beneficiaries);

about creditworthness of the initiator of the project and the borrower;

about opportunity to finance the project by means of NFRK;

about sufficient development of the project according to appendix 10 to these rules (further – algorithm of assessment of development of the project);

about compliance to the threshold values of investment efficiency and appeal of the project specified in the conclusion of indicative assessment.

19. Before transition to the substage "Consideration and Attraction of Alternative Sources of Financing of the Project" the project can go expert group to the optional substage "Passing of Independent Examinations" according to paragraph 3 of Chapter 3 of these rules if in the conclusion of indicative assessment need of request of independent examinations is specified.

20. For inclusion in the conclusion of indicative assessment of opinion on need of request of independent examinations availability of the corresponding opinion of one of participants of expert group is enough.

21. The expert group represents the conclusion about need of completion, and the project is sent to the initiator of the project to completion in the following cases:

provision of the incomplete and (or) not conforming to requirements document package;

discrepancy of the project to the rules and financing terms fixed by Item 5.3 of Section 5 of the Concept;

insufficient development of the project according to algorithm of assessment of development of the project;

discrepancy to the threshold values of investment efficiency and appeal of the project specified in the conclusion of indicative assessment.

22. Completion includes provision complete and conforming to the established requirements of document package and (or) completion of the project according to notes and comments in the conclusion of indicative assessment.

Completion is allowed no more than 2 (two) times. Each completion is performed by the initiator of the project within 30 (thirty) working days.

The expert group considers the modifed project and prepares the updated conclusion of indicative assessment according to the procedure and the terms provided by Items 13, of 14, of 15, of 16, of 17, of 18, of 19, of 20, of 21, of 22, of 23 and 24 these rules.

23. The expert group represents the negative conclusion, and the project is not allowed on the following substage in case of discrepancy to the conditions specified in Items 18, of 19, of 20, of 21 and 22 these rules.

24. In case of contradictions between line items of participants of expert group or other matters of argument by preparation of the conclusion of indicative assessment the matters are subject to settlement by participants of expert group within aggregate term of preparation of the conclusion of indicative assessment provided by paragraph 1 of Chapter 3.

In case of not achievement of the approved line item on issue of the positive conclusion the expert group makes the decision on issue of the negative conclusion that attracts refusal in further review of the project and its transition to the subsequent stages.

Paragraph 2. Optional substage "Passing of Independent Examinations"

25. Depending on the features of the project and questions which are subject to independent examination differentiate the following types of independent examination on:

1) to business (marketing) matters;

2) to legal issues;

3) to technical issues.

26. If in the conclusion of indicative assessment need of independent examination is specified, the coordinating body of expert group within 10 (ten) working days develops the draft of the specification and sends it to other participants of expert group for receipt of notes and offers.

27. Participants of expert group within 7 (seven) working days provide to the coordinating body of expert group of the note and offer to the draft of the specification.

The coordinating body of expert group within 5 (five) working days makes changes and additions to the draft of the specification taking into account the notes and offers received from other participants of expert group, and also provisions, stipulated in Item 7.1 appendices 1 to these rules.

The specification to independent examination is signed by participants of expert group taking into account provisions, stipulated in Item 7.1 appendices 1 to these rules, and it is represented to the initiator of the project and (or) authorized body.

The specification is constituted individually for each project.

28. The basis for request of independent examinations are the following circumstances:

1) for request of independent examination on business (marketing) matters – availability of the significant commercial risks revealed by expert group and (or) need of specialized knowledge and competences of industry of the project of economic and commercial nature;

2) for request of independent examination according to legal issues – availability of the significant institutional, legal risks revealed by expert group and (or) need of specialized knowledge and competences of industry of the project of legal nature;

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