Our Corporate services span a wide range of issues:
MERGER & Acquisition
- we offer a full range of services in preparation and conduct
of M&A projects at their every phase: participation negotiations
at initial stages of the project; due diligence; structuring of
transactions; comprehensive legal support in transactions from
initial analysis to management rights transfer to the buyer.
- we assist companies in financial difficulty and their
investors or creditors in out-of-court restructuring of debt and
reviewing and analyzing the debt and capital structure of the
troubled company, assisting in negotiation and implementation of
realistic debt restructuring
representation of Clients in negotiations with parties,
including the debtor's competing creditors, equity holders,
- representing interests of creditors during insolvency
- protecting debtor's interests during insolvency procedures;
insolvency officers on bankruptcy matters, complex legal support
of insolvency procedures.
CORPORATE DISPUTES RESOLUTION
- development and implementation of legal structures protecting
rights of companies and their shareholders from hostile
takeover, including preventive measures and remedies for return
to the status which existed before the violation of rights;
- development and implementation of legal defense structures for
the Client in intra-corporate conflicts of interest (including
defense in courts).
OPTIMIZATION OF CORPORATE STRUCTURES FOR COMPANIES AND HOLDINGS
- due diligence of the corporate structure;
- development and adoption of optimal legal and finance
contractual structures for members of holding companies,
optimization of holding groups. Optimization of the contractual
structures allow the Client to:
* refine taxation;
* enhance control of Corporate governance;
* improve holding capitalization;
* prepare holding for IPO in Russian and foreign stock markets.
INCORPORATION AND REORGANIZATION OF LEGAL ENTITIES, LEGAL
SUPPORT OF DAILY OPERATIONS
- advice on formation and reorganization of legal entities,
including subsidiary companies of foreign corporations,
foundation of foreign company offices and subsidiaries in
Russia; draft and analysis of organization’s statutory
documents; representation of Client interests with registering
- legal support of corporate governing body activity, including
analysis of rights, preparation and conduct of shareholder
(participant) meetings, board meetings;
- due diligence on corporate resolutions.
- legal support of stock issues, including representation of
issuers, drafting data reports for the issuer, recovery and
maintenance of shareholder registry.
ANTIMONOPOLY / COMPETITION LAW
- legal support of antitrust & competition issues;
- legal support at all stages of obtaining/forwarding the
obligatory approval/notification of antitrust authority during
control of economic concentration;
- development of the legal position and representation of sector
leaders in their disputes with antitrust authorities;
- regular compliance and clearance filings with the antimonopoly
authorities in relation to acquisitions.
Within the scope of aforesaid expertise areas we provide legal
services in areas of Client’s daily operations and comprehensive
legal support of large projects.