Halyk Bank shareholders back Islamic banking licence bid and sharia council
An absentee vote on 25 September created a three-member Islamic Financing Principles Council, changed the charter and appointed Ernst & Young as auditor.
Written with AI tools by Boards and Capital's editorial system; the publisher is responsible for it. How this site works
Halyk Bank shareholders approved plans to obtain an Islamic banking licence and to set up a three-member Islamic Financing Principles Council at an extraordinary meeting held by absentee vote on 25 September, according to the bank's information note. All eight agenda items passed. Holders of 7,852,463,453 of the bank's 8,170,862,516 voting shares, about 96 per cent, cast ballots.
The board of directors convened the meeting, and the list of eligible shareholders was fixed as of 25 August, the Kazakhstan Stock Exchange reported on 24 August.
The licence resolution
Approval for the bank to obtain an Islamic banking operation licence drew 7,852,463,453 votes in favour, with none against or abstaining, the note shows. In its 24 August materials the bank told shareholders that Kazakhstan's banking law requires a general meeting resolution before it applies to the authorised body for an additional licence for Islamic banking operations. It cited three aims: a wider customer base among retail and corporate clients interested in Islamic financing, the introduction of traditional Islamic products, and a stronger competitive position in the Islamic financing segment in Kazakhstan.
The bank said it plans to begin Islamic banking operations on the basis of the additional licence. Neither document sets a date for the licence application.
A council with a one-year term
Shareholders fixed the council at three members with a one-year term. The term was the only item to draw opposition, with 36,405,640 votes against and 7,816,057,813 in favour, according to the note. They then elected Aznan Hasan, Salim Al Ali and Aida Othman. The bank said in its materials that the banking law requires it to have such a council, and that it had searched for candidates with deep knowledge of Sharia law, Islamic commercial law and international standards of Islamic finance (AAOIFI), including non-residents with experience of international Islamic financial institutions.
The materials describe Aznan Hasan, a Malaysian citizen, as a professor at the International Islamic University of Malaysia and a member of the board of Maybank Islamic Berhad and of the Higher Shari'ah Authority of the UAE central bank. Salim Al Ali, a UAE citizen, is an assistant professor at United Arab Emirates University and chairs the Shari'ah standards committee of First Abu Dhabi Bank, with seats on Sharia councils at Abu Dhabi Commercial Bank, HSBC Middle East and Emirates NBD. Aida Othman, a Malaysian citizen, is managing director of ZICO Shari'ah Advisory Services in Kuala Lumpur and sits on Sharia committees at several Malaysian institutions. The bank said none of the three is an affiliated person of Halyk Bank under the banking law.
The charter amendments that shareholders also approved describe the council as an independent body of the bank. According to the draft wording, its functions include reviewing and issuing opinions on whether Islamic products, services and internal documents comply with the principles of Islamic banking operations before they are implemented, monitoring compliance, and reviewing the work of the bank's Islamic financing compliance control and internal audit units. The draft also provides that obligations and losses arising from Islamic banking operations may not be met from assets that do not comply with those principles, and that the council helps ensure the bank keeps separate accounting of Islamic assets and liabilities.
The draft divides responsibility between the two bodies. Shareholders decide the council's size and term, elect its members and may end their powers early, while the board of directors approves the council's internal documents and sets members' remuneration.
Audit and board context
Shareholders also appointed Ernst & Young LLP to review the consolidated statements for the nine months to 30 September 2026, to review quarterly statements for 2027 and 2028 and to audit the financial statements for 2026 to 2028, the note says. The bank said in its materials that the choice of audit firm falls within the exclusive competence of the shareholders' meeting under the law on joint stock companies.
The meeting authorised chief executive Umut Shayakhmetova to sign the charter amendments. She sits on the board that shareholders elected on 23 April for three years. The bank's 24 April announcement said the seven-member board includes four independent directors, Zhaksybek Kulekeyev, Hermann Tischendorf, Piotr Romanowski and Henk Jan Hoogendoorn, and is chaired by Arman Dunayev.
In the same announcement Halyk described itself as Kazakhstan's largest lender, with total assets of KZT 20,908 billion at the end of 2025, and said it also operates in Georgia and Uzbekistan.