Kazakhstan’s Halyk Bank Puts Islamic Banking Licence to Vote

Halyk Bank of Kazakhstan JSC, which describes itself as the country’s largest lender by total assets, has asked shareholders to authorise the bank to apply for an Islamic banking operations licence at an extraordinary general shareholders’ meeting scheduled for September 25, 2026. The meeting will run entirely by absent voting, with no in-person session, according to shareholder materials the bank published for the meeting and an announcement distributed through the Kazakhstan Stock Exchange. The vote doesn’t grant a licence. It authorises Halyk to submit an application to the country’s financial regulator, which Kazakh law calls “the authorized body”.

Why the vote has to come first

Under clauses 15 and 16 of Article 19 of Kazakhstan’s Law “On Banks and Banking Activity in the Republic of Kazakhstan,” a bank must obtain a resolution of its General Shareholders’ Meeting before it can submit an application to the authorized body for an additional licence covering Islamic banking operations. Halyk’s own meeting materials state the requirement directly: before submission of the application for the additional licence, “it is required for the Bank to pass a resolution of the General Shareholders’ Meeting on obtaining the Islamic banking operations license.” The September 25 vote is that required step, not the licence itself and not an application in progress.

In the same document, the bank frames the plan as part of “implementation of strategic objectives for development of new market segments and expansion of the range of financial products,” citing a wider customer base, traditional Islamic products and a stronger competitive position in Kazakhstan’s Islamic financing segment.

Creating and staffing the council

The eight-item agenda bundles several related actions. Item 3 asks shareholders to establish an Islamic Financing Principles Council, a body Article 36-1 of the Banks Law requires so the bank can determine whether its operations and transactions comply with Islamic banking principles. Item 4 proposes fixing the council’s membership at three people. Item 5 proposes a one-year term of powers, described in the filing as part of “ensuring continuous monitoring of compliance with the Islamic financing principles.” Item 6 asks shareholders to elect the members who would fill those three seats. The filing describes the council as “an independent body appointed by the General Shareholders’ Meeting of the Bank upon the recommendation of the Bank’s Board of Directors”.

Three scholars proposed for election

The bank says it ran a search for candidates with deep knowledge of Sharia, Islamic commercial law and the international Islamic finance standards of the Accounting and Auditing Organization for Islamic Financial Institutions (AAOIFI), and that the resulting shortlist includes “non-residents with extensive practical experience in international Islamic financial institutions.” Three candidates are proposed, not yet elected: Aznan Hasan, Salim Al Ali and Aida Othman. The filing declares each of them not an affiliated person of Halyk Bank under Article 5 of the Banks Law.

Aznan Hasan, a Malaysian citizen born in 1971, holds a PhD from the University of Wales, Lampeter, and is a professor at the International Islamic University of Malaysia’s Institute of Islamic Banking and Finance. His listed roles include chairman of the Shari’ah Committee at HSBC Global in the UAE, membership of the Higher Shari’ah Authority at the Central Bank of the UAE, and membership of the Shari’ah Council at AAOIFI and at the Islamic Development Bank.

Salim Al Ali, an Emirati citizen born in 1985, holds a PhD in Islamic Financial Law from the University of London and has taught at the United Arab Emirates University since 2016. He chairs the Shari’ah Standards Committee at First Abu Dhabi Bank and sits on the Sharia councils of Abu Dhabi Commercial Bank, HSBC Middle East and Emirates NBD.

Aida Othman, a Malaysian citizen born in 1969, holds a PhD from Harvard and an LLM from Cambridge. She has been managing director of ZICO Shari’ah Advisory Services in Kuala Lumpur since April 2024 and was a partner at Zaid Ibrahim & Co from August 2006 to August 2024, and she sits on Sharia committees for Permodalan Nasional Berhad, Hong Leong Islamic Bank, Bank Simpanan Nasional and AmMetLife Takaful.

Rewriting the charter

Item 7 proposes charter amendments under Article 7-5 of the Banks Law to describe the new council’s functions and to divide authority over Islamic banking operations between the General Shareholders’ Meeting and the Board of Directors. A new Article 34-1 would confine the council’s mandate strictly to Islamic banking business and set out ring-fencing language on the bank’s obligations: “Obligations and losses arising from Islamic banking operations may not be fulfilled and (or) repaid (covered) from the assets that do not comply with the principles of Islamic banking operations.” Authority to sign the amended charter would go to Chief Executive Umut Shayakhmetova, or to the acting chief executive in her absence.

The new article lists eight functions for the council, including:

• Reviewing Islamic banking operations, products, services and internal documents for compliance before they are implemented
• Monitoring ongoing compliance with Islamic financing principles
• Reviewing the work of the bank’s Islamic financing compliance-control and internal-audit subdivisions
• Ensuring the bank’s IT infrastructure can maintain “separate accounting of assets and liabilities relating to Islamic banking operations from other assets and liabilities of the Bank”

What the 2026 banking law changed

The vote follows a new Kazakh banking law. In a January 2026 client note, law firm Baker McKenzie dated the law’s adoption to December 25, 2025 and described it as permitting conventional, universal-licence banks to conduct Islamic banking operations through an “Islamic window” without setting up a separate legal entity, under a two-tier licensing structure that requires an additional licence and a Sharia supervisory body. President Kassym-Jomart Tokayev signed the law on January 16, 2026, according to the Kazakh news outlet Tengrinews.

Elsewhere in Central Asia, Uzbekistan’s central bank created an Islamic finance council before the country finalised its Islamic banking licensing rules. Tanzania has separately issued guidelines for supervising Islamic windows inside conventional banks.

Voting mechanics and what happens next

Shareholders eligible to vote are those on Halyk’s register as of August 25, 2026, according to the KASE convocation notice. Absent-voting ballots will be accepted from 9:00 a.m. Astana time on August 26, 2026 through 6:00 p.m. Astana time on September 24, 2026. Because the resolutions are to be passed by absent voting, the agenda cannot be amended or supplemented, and if the meeting lacks a quorum, no adjourned meeting will be held. A ballot committee will determine the validity of the ballots received and the quorum on September 25, and the results are to be published in the media.

A final, unrelated agenda item asks shareholders to appoint Ernst & Young LLP as the bank’s audit firm for 2026 through 2028.

Halyk reported total assets of KZT 22,036 billion as of June 30, 2026, up 5.4% year-to-date, according to its first-half 2026 results. The bank operates 530 branches and service outlets, is listed on the Kazakhstan Stock Exchange, the London Stock Exchange and the Astana International Exchange, and also operates in Georgia and Uzbekistan.

Only if shareholders pass the resolution can the bank submit its application for the additional licence to the authorized body. Neither the meeting materials nor the exchange notice states a timetable for a decision on it.

Frequently Asked Questions

What is Halyk Bank’s shareholders’ meeting on September 25, 2026 voting on?

According to Halyk Bank JSC’s official meeting materials, the eight-item agenda covers authorising an application for an Islamic banking operations licence, establishing a three-member Islamic Financing Principles Council with a one-year term of powers, electing candidates to that council, approving charter amendments, and appointing Ernst & Young LLP as auditor.

Has Halyk Bank received an Islamic banking licence?

No, it hasn’t been granted one. Halyk’s meeting materials state that under Article 19, clauses 15 and 16, of Kazakhstan’s banking law, a shareholder resolution must be passed before the bank can apply to the financial regulator for the additional licence. The September 25, 2026 vote is that preceding resolution, not a licence grant.

Who are the candidates proposed for Halyk Bank’s Islamic Financing Principles Council?

Halyk Bank’s meeting materials name three candidates proposed for election, none of them yet appointed: Aznan Hasan, a Malaysian scholar who chairs HSBC Global’s Shari’ah Committee in the UAE; Salim Al Ali, an Emirati scholar who chairs First Abu Dhabi Bank’s Shari’ah Standards Committee; and Aida Othman, a Malaysian scholar who is managing director of ZICO Shari’ah Advisory Services. The filing declares each of them unaffiliated with the bank.

When will the outcome of Halyk Bank’s vote be known?

Per the Kazakhstan Stock Exchange convocation notice, absent-voting ballots will be accepted from August 26, 2026 through September 24, 2026. On September 25, 2026 a ballot committee determines validity and quorum, and the results are then published in the media. The notice doesn’t state a publication date.