We believe that analysing business processes of parties to a corporate/M&A transaction is a starting point for efficient deal structuring.

We strongly support the development of Russian law. We are one of the pioneers in the Russian market to develop structures that allow to apply Russian law to transactions traditionally governed by English law.

Our lawyers have a solid expertise in cross-border transactions, including those governed by English law. When it comes to complex multi-jurisdictional projects we turn to our wide network of foreign counsel with relevant experience. Among our partners are foreign offices of leading international law firms and local counsel offering specialist expertise in a particular area of work.

Our Corporate practice is renowned in Russia for its major corporate restructuring transactions, as well as whole-company (or business) acquisitions, including via mandatory offers to shareholders. We offer comprehensive legal support for corporate projects starting from elaborating of feasible project structure, in-depth due diligence, and continuing to drafting of legal documentation and managing complex projects involving multiple parties and counsel.

As a rising trend, clients distinguish our private equity work that encompasses a number of investment transactions where our lawyers advise investors or management of project companies and engage in drafting of comprehensive documents, including share purchase agreements, shareholders agreements, management option programs, project-tailored by-laws and other corporate documentation to secure existing project agreements.

In addition to transactional work, lawyers at our Corporate practice handle regulatory issues, including antitrust and compliance matters.


M&A
Joint ventures, corporate agreements
Corporate reorganisations and structuring of businesses
Legal due diligence
Corporate governance and shareholder engagement
Optional and mandatory tender offers
OUR EXPERIENCE
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B&N BANK

Advising on all stages of complex merger of B&N Bank with MDM Bank, which included merger of Bank Kedr, B&N Bank Smolensk, B&N Bank Surgut and B&N Bank Tver with B&N Bank and further merger of B&N Bank Murmansk and B&N Bank with MDM Bank


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JSFC SISTEMA

Deal structuring and providing legal advice on a number of corporate reorganisations of JSFC "Sistema" group companies, including JSC "Business Real Estate", JSC "Leader Invest", JSC "Rent-Real Estate", Detsky Mir Group, Mikron Group


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KAZCOMMERTSBANK

Advising on acquisition of control over Moscommertsbank by acquisition of controlling stock in its parent company Kazcommertsbank, a major Kazakh bank


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RUSNANO

Advising on creation of a joint venture between JSC "RUSNANO", the largest state-owned nanotechnology company in Russia, and JSC "TMK", one of the world’s leading producers of tubular products for oil and gas, aimed at manufacturing of pipes


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SOLLERS

Advising SOLLERS, a leading Russian automotive company, on consolidation of control in UAZ via mandatory tender offer and sqeeze-out


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BANK 24.RU

Providing full legal support in relation to acquisition of business of JSC “Bank24.ru” by JSC Bank “Financial Corporation Otkritie”, including comprehensive deal structuring and drafting of the set of transaction documents


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CGG VERITAS

Providing legal support in connection with corporate reorganisation of two Russian subsidiaries wholly owned by CGG Veritas France


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BARING VOSTOK CAPITAL PARTNERS

Providing legal support in relation to mandatory offer by Baring Vostok Capital Partners to shareholders of ORIENT EXPRESS BANK


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SUPREMUM CAPITAL

Advising Supremum Capital, a VC fund, on a number of private equity projects in Russia which involved elaborating on feasible corporate structure, drafting shareholders agreements and negotiations with investors