Russia - Corporate/M&A: High-end Capability Lawyers & Law Firms - Europe - Chambers and Partners
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Europe Guide

Corporate/M&A: High-end Capability — Russia

Overview

Russia continues to reform its legislation by reducing the imperative tone of its regulations and putting emphasis on enhancing the protection of business investments. We hope that this reform will have a positive impact on Russian business as a whole and M&A transactions in particular.

In recent years, Russia has been gradually simplifying the administrative regulation of business. Some of the most recent simplifications included a reduction in the time required for registering a new legal entity to up to three business days as well as changes to the rules and procedures relating to transferring a participation interest in a limited liability company. In response to demand from business, the state has also strengthened some legal instruments whose enforceability was very limited before. Good examples are the use of waivers, options, corporate guarantees and transaction break-up payoffs. Another change relates to permitting shareholders of joint-stock companies to make unremunerated contributions to the companies’ assets.

To enhance the protection of shareholders, Russia has also amended rules relating to corporate approvals required for major transactions and interested party transactions. The amendments provide for a more detailed and flexible regulatory regime which addresses a number of practical issues. In order to mitigate the risks of groundless challenges to such transactions, the new regulation limits the potential claimants eligible to launch such a challenge, to shareholders holding at least 1% of the votes. Also, now the challenging party does not need to prove any damage; the fact that an approval for a transaction is absent constitutes grounds for invalidation.

Creating a more comfortable environment is not limited only to substantive law; procedural law regulations are also being improved. For example, a new law on arbitration has been adopted that contains a number of very important innovations; in particular, the arbitrability of certain corporate disputes is acknowledged. Also, to ensure consistency in applying the new legal instruments and concepts as well as to promote the uniform interpretation of the law, the higher courts, while developing case law practice, now issue guidelines on using and interpreting the new legal instruments for further use by lawyers and lower courts.

Russian versus international law

The lack of flexibility and the excessively imperative tone of the Russian legal system has often made it more difficult for investors to use some of the institutions and legal instruments that are available in other jurisdictions. This was a source of criticism. It was also a reason why investors, and some Russian companies, tried to move to foreign jurisdictions, have their contracts regulated by foreign law and have their disputes resolved by non-Russian courts.

However, using foreign law and foreign arbitral tribunals (or foreign state courts) is not always justified, as such disputes are expensive and involve lengthy procedures in the dispute resolution stage itself and during the decision enforcement process.

To address this, Russia has launched a reform of civil legislation and, as a result, extensive amendments are being made to the Russian Civil Code and a number of other laws. The focus of the changes has been the introduction of legal mechanisms and tools that offer similar protection to Russian law deals as those structured under foreign law. For example, representations and indemnities were introduced. Additionally, the approach to interpreting conditions precedent was changed; pre-contractual negotiations are now regulated and a mechanism of payment by escrow has been introduced. The new legal instruments are not identical but are fairly similar to foreign legal provisions. Despite the fact that such legal instruments are fairly new, the number of Russian law transactions has already been growing.

New legal instruments available under Russian law

Below, we briefly describe key innovative legal instruments that can be used in M&A transactions under Russian law.

Representations

Among recent amendments to the Civil Code, the equivalent of representations and warranties was introduced, defined as ‘representations as to circumstances’. However, in Russian law representations, no distinction is made between representations and warranties. According to the Civil Code, breaching representations evokes an obligation to compensate a counterparty for losses or pay a penalty. Moreover, the counterparty may repudiate the contract if there is a breach of representations that is significant to the counterparty. As a general rule, liability applies irrespective of fault, i.e. irrespective of whether the party knew that such representations were false.

Indemnities

Before the reform, Russian law did not recognise the concept of indemnity, which is widely used in international M&A transactions. Now Russian law allows the parties to establish in a contract that one party has an obligation to the other party for the other party's property loss which arises as a consequence of specified circumstances, but is not connected to any breach of obligations. If a contract is treated as invalid or not having been concluded, this does not terminate an indemnity obligation.

Conditions precedent

A condition precedent is an event or state of affairs that is required before a transaction is completed. If such conditions are not met, the transaction is terminated. Previously, the concept of condition precedent had a limited effect in Russian law; in particular, such conditions can not depend on the will of the parties. Therefore, a condition to obtain a consent of the board of directors or of a general meeting of shareholders as a condition precedent was unenforceable in practice. Now, the law directly provides that the parties may stipulate that obligations are to be met by way of certain actions being performed or not performed, or if circumstances occur that are fully dependent on the will of the parties.

Bad-faith negotiations

The negotiation process is now regulated by law. In particular, the law apportions the costs of negotiations in the event a party enters into negotiations without an intent to conclude a contract. Providing false information or terminating negotiations without reasonable grounds is now treated as bad-faith behaviour. The party negotiating in bad faith must reimburse the losses caused by its behaviour. What is especially noteworthy is the obligation established by the law not to disclose and not to use confidential information received during negotiations in an improper manner for one’s own purposes. Also, the law stipulates that losses must be reimbursed if this obligation is violated.

Escrow account contract

The mechanism of payment by escrow is also widely used in international M&A transactions. The main purpose is to ensure that neither party can, at the same time, hold shares and the money transferred as payment for shares. The new escrow account mechanisms introduced into Russian law will ensure flexibility when determining the terms and conditions of settlements, including with regard to M&A transactions.

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Cleary Gottlieb Steen & Hamilton LLP - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 1 other qualified lawyer

What the team is known for Market-leading team acting on major domestic and cross-border transactions. Represents significant blue-chip domestic TMT, energy and natural resources companies in large-scale corporate transactions and joint venture agreements in Russia and abroad.

Strengths "One of the top-notch M&A teams in Moscow. They can take on and execute any M&A transaction, regardless of complexity and timeline."

"A great legal firm, great partners to work with. They always keep the commercial substance of a deal in sight."

"They are very proactive. Always advised on all legal consequences of our commercial decisions. At the same time they were reasonable and constructive in negotiations with the other party.

What's new? Mikhail Suvorov was made partner in 2016.

Work highlights Acted for SIBUR on the sale of 10% of its shares to Sinopec.

Represented Gazprom in its complex high-value share swap agreement with Wintershall.

Significant clients Megafon, MTS, UTH Russia.

Notable practitioners

US-qualified managing partner Scott Senecal is a highly regarded cross-border M&A expert, often involved in high-stakes complex transactions. "He is very good, he ticks all the boxes," sources say. He was one of the lead partners representing UTH Russia in its USD200 million acquisition of a 75% stake in CTC Media.

Sources say Yulia Solomakhina is "able to use different approaches to solve problems. She always proposes thoughtful solutions." She often acts for large domestic telecoms companies on significant transactions and recently advised Megafon on its acquisition of a 49.9% share in Glanbury Investments.

Sources note Mikhail Suvorov's comprehensive approach to deals with one commentator saying: "His primary talent is talent to organise the team’s work and take an overall lead of the transaction. We feel very comfortable entrusting him with our projects." His key areas of activity include M&A, joint ventures and corporate restructurings.

Since publication, Russell Pollack has retired from this practice.

Department profile by Cleary Gottlieb Steen & Hamilton LLP

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Freshfields Bruckhaus Deringer LLP - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 33 other qualified lawyers

What the team is known for Exceptional team principally acting for major Russian corporations on cross-border and domestic transactions and joint venture agreements. Often works with clients in the industrial, infrastructure, energy and financial sectors.

Strengths "They have a creative approach to complex tasks, good quality drafting and they comply with deadlines."

"Diligent, swift, efficient and responsive."

"Very experienced, commercial team that is nice to work with."

Work highlights Assisted Polyus Gold with its USD90 million sale of a 50% stake in Uzhno-Verkhoyanskiy Gornodobyvauschchiy Combinat to Polymetal.

Represented the Bin Group in the acquisition of the Carcade Group from Getin Holding.

Significant clients ALROSA, Russian Railways, VTB Capital, Raiffeisenbank Russia.

Notable practitioners

Managing partner Igor Gerber is a highly accomplished lawyer described as a "dependable old hand," representing major domestic and international clients in large-scale transactions, often in the infrastructure sector. Sources say he is "very hard-working, very commercial and a good negotiator."

Dmitry Surikov advises many notable Russian corporates, primarily in the natural resources, energy, transport and industrial sectors, advising on joint ventures and transactions. Sources describe him as "extremely commercial." His focus has recently shifted towards more contentious matters with him becoming head of the disputes team.

Munich-based Michael Schwartz capitalises on decades of experience of working in Moscow. He remains a key contact for German clients involved in cross-border transactions and joint ventures.

Anthony Walker joined the team in March 2017 from Akin Gump Strauss Hauer & Feld. He is noted for his assistance with the English law aspects of transactions and has notable practical experience in assisting the telecommunications industry clients. "He is very technical, I would recommend him for technical skills," a source says.

Department profile by Freshfields Bruckhaus Deringer LLP

Please visit the Freshfields website for more details about our work in this category: http://www.freshfields.com/en-gb/what-we-do/services/corporate-and-ma/


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Herbert Smith Freehills - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 28 other qualified lawyers

What the team is known for Outstanding M&A practice active in a wide variety of sectors. Maintains a vibrant cross-border transactional practice alongside its leading domestic practice. Acts for Russian corporations as well as global companies and financial institutions. Strong track record in significant company restructuring as well as private equity transactions.

Strengths "The team is good at bringing together cross-functional teams to provide tailor-made solutions in complex M&A."

"They have a very strong team on the ground, available around the clock. Their advice is always to the point and they fight for you tooth and nail."

Work highlights Acted for Trisonnery Assets on its USD200 million acquisition of Polar Lights Company from ConocoPhilips and Rosneft.

Represented Rossium in its USD110 million purchase of a majority stake in the Russian pharmacy chain A5.

Advised Volga Group on the disposal of its interests in the Russian construction companies ARKS and MOISS.

Significant clients Auriant Mining, Kraft Heinz, Onexim Group, Sumitomo Corporation, Sberbank.

Notable practitioners

Managing partner and corporate practice head Alexei Roudiak is described as "very good, very reactive, one of the solid M&A specialists." He focuses on high-value transactions and acts for a broad range of clients.

Evgeny Zelensky is an active M&A and private equity-focused partner. He represents large domestic banking institutions as well as foreign companies in transactions and restructurings, including recently acting for STG Holding on the corporate restructuring of Volga Group. A source says he is "seasoned, deliberate, extremely hard-working," adding: "He is an exceptional negotiator and very commercial."

UK-qualified and London-based Tomasz Wozniak remains an active figure in Russian transactions. Described as "very robust in negotiations and very good at putting forward convincing arguments" by sources, he recently represented Getin in its sale of Carcade to Bin Group.

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Linklaters CIS - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 5 partners
- 20 other qualified lawyers

What the team is known for Leading firm with an enviable cross-border transactional practice. Advises international and Russian clients on acquisitions and disposals of Russian assets. Works with companies from a variety of sectors, including pharmaceuticals, energy and finance. Has a growing client base of Asian companies interested in entering the Russian market.

Strengths "I must admit they're probably the best firm I've worked with. I've done similar transactions but none that complicated before! The Russian team was excellent."

"They were instrumental to our deal. We couldn't have done it without them."

"I would put them in the elite: they continue to be a very strong M&A firm in the Russian space."

Work highlights Advised LetterOne Holdings on its EUR5.1 billion acquisition of the oil and gas company RWA.

Represented Charoen Pokphand in its USD680 million purchase of Angro-Invest Brinky's Russian poultry business.

Acted for Lupin on its acquisition of Biocom.

Significant clients Bank of Cyprus, ICICI Bank, RSA Insurance Group, Rosneft, URALCHEM.

Notable practitioners

Eminent practitioner, UK-qualified Dominic Sanders maintains a very significant presence in the market. He primarily advises international companies on cross-border matters involving Russian assets. "There are few people who have been here for 20 years and he is one of them. He is great: a good negotiator, practical and he knows the market," a source says.

Grigory Gadzhiev is a well-established name in the Russian market and has very solid experience of advising on complex M&A transactions and joint venture arrangements involving energy and other strategic sectors. He often represents blue-chip Russian companies and has recently assisted Rosneft with a transaction of its subsidiary, RN-Assets, acquiring Trican Well Service.

Denis Uvarov is a long-standing name in Russian M&A with significant experience in transactions across a variety of sectors. He recently represented Lupin in its entry into the Russian market with the acquisition of Biocom.

US-qualified Lev Loukhton is popular with clients and peers alike. "He managed to talk to us about the practicalities, about what was achievable," a client says. Another source adds: "He is a very commercial lawyer who is solution-oriented and doesn't complicate things." He advises on transactions and general corporate matters. His recent highlights include leading the team advising the Bank of Cyprus on the sale of the majority of its Russian operations.

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Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 10 partners

What the team is known for Top-tier highly integrated London-Moscow team acting on major M&A and going-private transactions. Representing global companies with interests in Russia as well as Russian corporates from the energy and telecommunications sectors. Benefits from its premium private equity standing and in-depth understanding of public companies.

Strengths "They provide specific, focused advice. Also, they clearly provide a high level of determination and enthusiasm in running the deal: they work 24/7."

"They come into their own in the most difficult and complex situations, when you need top-level advice and very high responsiveness."

"They have flair, imagination and consistency. They are a top-quality team with a winning mentality."

Work highlights Advised QIWI on the USD167 million acquisition of Contract and Rapida payment systems from Otkritie.

Represented Krasnaya Roza 1875 in its sale of a company holding in Yandex's Russian headquarters to Yandex.

Notable practitioners

Dmitri Kovalenko is widely admired by clients, one of them saying: "I think what he embodies really well is a business-minded approach to law and legal advice." He advises major international and domestic clients on complex corporate matters and transactions. Another source adds: "He is Moscow's most heavyweight corporate name but he is still very excited to practice law and personally takes responsibility vis-à-vis his clients." He recently led the team advising Ulmart on its acquisition of Pervaya Sputnikovaya Kompaniya.

The firm's London managing partner Pranav Trivedi has been called "possibly the most senior Russia expert operating out of London right now." He lends his expertise to significant outbound M&A transactions in Europe. Clients applaud his pragmatic and solution-oriented approach: "He has great flair and finds innovative answers that no-one else would think of."

Clients say Alexey Kiyashko finds "constructive solutions to difficult problems." He primarily acts for significant domestic clients on large-scale M&A projects. "He offered many original ideas and strategies throughout the process, he is constantly striving for a more effective solution."

London-based, US-qualified Hilary Foulkes is an international transactional lawyer with a notable track record in Russian deals. He remains a key contact for Western clients with interests in the region, particularly in joint venture projects and cross-border transactions.

Department profile by Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates

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White & Case LLC - Corporate/M&A

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Band 1

第一等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 23 other qualified lawyers

What the team is known for Remarkable transactional and advisory practice which represents clients in complex high-value transactions as well as corporate structuring and joint venture projects. Also active in private equity deals. Acts for telecommunications, media and IT clients as well as energy and financial services companies. Particularly strong standing among Russian blue-chip companies that also often instruct the team on cross-border deals.

Strengths "They are quick, efficient and straight to the point."

"They have demonstrated a very structured, business-oriented and well-balanced approach to the task."

"We ask for advice, we take it on board and then we make the choices. So it's important that the people you're working with accept your position."

Work highlights Advised Wintershall and BASF on its high-value share-swap deal with Gazprom.

Represented Naspers in their USD1.2 billion investment into Avito, a Russian online advertising platform.

Acted for Baring Vostok Capital Partners on their USD48 million acquisition of the pay TV channel business of the Swedish company Modern Times Group.

Significant clients Alcoa, Deutsche Bank, Nestlé, TeliaSonera, Mubadala.

Notable practitioners

Eminent practitioner and managing partner Igor Ostapets is a long-established transactional lawyer in the Moscow market and is described by sources as a "savvy businessman." He is focused on the energy and heavy industrial sectors, providing extensive commercial insight in complex transactions.

Andrei Dontsov is highly praised for his commercial approach to complex situations. "He always tries to be very helpful for his clients and he is able to make very good proposals for difficult situations," a client says. He lends his vast expertise to strategic M&A projects, where TMT has been an active area of late.

Eric Michailov maintains an excellent reputation in Moscow. "He is an excellent M&A lawyer and very responsive. He is very enjoyable to work with. He is also commercial and knows how to judge the important issues and the less important issues," a source says. He represents blue-chip international and domestic clients in major transactions.

London-based David Crook assists with the English law aspects of complex transactions. He focuses on cross-border transactions in the energy sector. He is considered a valuable asset in international transactions, with one source saying: "We would count on him if required to deal with really complex English law questions."

Based in Düsseldorf, Hermann Schmitt continues to have a strong Russia-focused practice. Principally acting for German clients with Russian interests, he acts for major industrial and energy companies. He was an instrumental member of the team acting for Wintershall in its share-swap deal with Gazprom.

Department profile by White & Case LLC

To learn more about our practice, please visit: whitecase.com/law

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Akin Gump Strauss Hauer & Feld LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

What the team is known for Strong team providing high-quality advice to major Russian corporate names and has very loyal clients in the natural resources and telecommunications sectors. Acts on high-value M&A transactions, joint venture projects and private equity-driven deals.

Strengths "They have their clients' best interest as highest priority at all times."

"Client-oriented, high-quality and proactive lawyers."

Work highlights Advised Lukoil on the USD1.1 billion sale of 50% of its stake in Caspian Investments Resources to Sinopec.

Acted for Sistema on the USD133 million sale of a 23.1% stake in Detsky Mir by its subsidiary DM Finance to the Russia-China Investment Fund.

Significant clients Baring Vostok Capital Partners, O1 Properties, Renova Group, Surgutneftegaz, UTair.

Notable practitioners

Vladimir Kouznetsov is a well-known M&A lawyer with a focus on the telecoms and wider TMT market, often acting for Russian blue-chip companies on large-scale transactions. He recently represented one of the shareholders of Glanbury Investments in the sale of a 49.9% stake in a prestigious office building to MegaFon.

Suren Gortsunyan is a well-established M&A lawyer providing corporate support and advice to a diverse client base of international and domestic companies active in Russia. He has solid experience in advising clients from telecommunications and energy sectors.

Ilya Rybalkin focuses on the structuring side of local and international transactions and has a solid track record to his name. "He is known to be a rainmaker," a source says.

Managing partner Natalia Baratiants primarily focuses on advising blue-chip names in the oil and gas industry. She was lead partner in the Lukoil-Sinopec transaction with Lukoil selling 50% of its stake in Caspian Investments Resources for USD1.1 billion.

Daniel Walsh is a US-qualified lawyer based in London. He focuses on the Russian TMT sphere, assisting with cross-border transactions and joint ventures.

Since publication, Anthony Walker has joined Freshfields Bruckhaus Deringer LLP.

Department profile by Akin Gump Strauss Hauer & Feld LLP

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ALRUD Law Firm - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 5 partners
- 25 other qualified lawyers

What the team is known for Advances in the rankings this year as a result of consistently strong feedback and advice on key deals. Well-respected domestic firm known for its activity on high-level local and cross-border transactions and joint ventures. Advises a broad Russian client base from a variety of industry sectors, including acting on corporate restructuring and governance matters. Also often provides due diligence and regulatory assistance to international deals, working in co-operation with international law firms.

Strengths "Their advice is practical and aimed at finding compromises and solutions."

"A helpful and responsive firm. They provide quality legal advice which is tailored to clients’ needs."

Significant clients Kernel Holding, Louis Dreyfus Commodities, RDIF, Valenta Pharmaceutical, VimpelCom.

Notable practitioners

Founding partner Vassily Rudomino remains a key relationship partner for the firm's international clients, including international law firms. Sources confirm he "provides quality, clear advice within the timeline requested." He is often involved in cross-border transactions.

Practice head Alexander Zharskiy advises significant domestic clients, acting on joint ventures and transactional deals. Sources say that he provides "genuinely commercial legal advice. He is responsive and creative." He is also involved in international deals.

Up-and-coming Anton Dzhuplin acts on the firm's significant transactions, representing domestic as well as international clients. "He's committed and client-oriented; he's always trying to find the solution," a source said.

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Baker McKenzie - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 11 partners
- 32 other qualified lawyers

What the team is known for A highly regarded firm advising clients on cross-border M&A, domestic transactions and corporate restructuring. The firm's network of offices makes the team a popular choice for regional cross-border deals involving CIS and CEE countries. Strong sector expertise in pharmaceutical, natural resources, TMT and real estate.

Strengths "Prompt, thorough and excellent service."

"I appreciate that they never say no, they're always trying. If in the evening I ask for something tomorrow, they get it done."

Work highlights Assisted Smith & Nephew with its acquisition of DeOst and DC from DeOst group.

Advised Renault on the corporate restructuring of its Russian subsidiaries.

Significant clients Alliance Oil Company, Baxter, Condé Nast, Novatek, Weatherford.

Notable practitioners

Managing partner and eminent practitioner Sergei Voitishkin provides strategic advice to major international clients active in Russia.

Dmitry Marchan is a corporate and transactional lawyer, assisting predominantly international companies operating in Russia. "He can offer not just what I ask, but he can suggest different ways to do things," a client says, adding that he is "very open to ideas."

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Baker Botts LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 11 other qualified lawyers

What the team is known for Prominent team focused on transactional mandates. Advises international and Russian blue-chip companies on M&A and joint venture projects. Remains very active in the energy and aviation sectors.

Strengths "An outstanding level of service with regard to response time, appropriateness of advice and value for money."

"Extremely reliable, and turnaround time is always quick. They can think out of the box, which is why they are our go-to counsel for unorthodox projects."

Work highlights Assisted Halliburton with the local law aspects of its global merger with Baker Hughes.

Represented Aeroflot in a proposed acquisition of TransAero.

Significant clients Mitsubishi.

Notable practitioners

Managing partner Maxim Levinson is known for his "pragmatic and constructive approach in negotiations." He represents major domestic companies in significant M&A transactions, often in the energy, aviation and heavy industry sectors. Clients appreciate his hands-on involvement, saying: "He is prompt, proactive and provides comprehensive support. He is extremely reliable."

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Clifford Chance - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 3 partners
- 18 other qualified lawyers

What the team is known for Solid team acting on significant cross-border and domestic transactions as well as advising on joint venture agreements. Represents financial institutions, private equity funds, real estate and energy companies.

Strengths "They quickly understand your business position which is duly reflected in transaction documents. They focus on details."

Work highlights Advised State Grid Corporation of China on establishing a joint venture with Rosseti.

Assisted GE with the Russian law aspects of its global acquisition of Alstom.

Significant clients Abbott, ESN, Morgan Stanley, Otkritie, Sanoma.

Notable practitioners

German-qualified Marc Bartholomy specialises in real estate transactions. He primarily represents major domestic real estate clients in large-scale M&A deals.

UK-qualified David Griston focuses his practice on the energy sector, where he has extensive experience working on cross-border projects. He is based in Amsterdam.

Arthur Iliev assists international blue-chip companies with Russian projects and is increasingly active advising Asian clients. Commenting on his cross-border experience, one source says: "He's very good on M&A transactions involving Russian elements." He is also a well-recognised name in capital markets.

London-based Nicholas Rees acts on major cross-border M&A deals involving significant Russian assets. A source says he is "to the point, business-oriented and understands our concerns."

Department profile by Clifford Chance

Our market-leading corporate team applies our significant local and international experience to a broad range of corporate activities, including the most complex M&A transactions, equity offerings, joint ventures and partnership structures in Russia.

Mergers & Acquisitions

We advise on domestic and cross-border acquisitions, disposals, mergers, de-mergers and are frequently involved in high-value and groundbreaking transactions. We also advise international corporates on all aspects of doing business in Russia, including establishing a presence in various regional
jurisdictions.

Joint Ventures

We advise on the creation, operation and termination of joint ventures and strategic alliances, adding value by combining our experience of structuring complex joint ventures with relevant legal expertise.

Private Equity

We advise international and local private equity funds, investment houses in relation to their acquisitions and disposals, providing corporate, structuring and financing advice. Our global private equity practice is the recognised market leader, and we are at the forefront of developments in the global private equity market.

Corporate Restructuring

We advise on all aspects of restructuring Russian corporate entities, including mandatory letter offers, squeeze-out rules and statutory mergers.

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Debevoise & Plimpton LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 4 partners
- 16 other qualified lawyers

What the team is known for Active firm focused on transactions, restructurings and corporate governance mandates, often assisting an impressive roster of loyal domestic clients from the natural resources and aviation sectors. Works in close cooperation with its strong capital markets practice. Also advises international clients on transactions and corporate restructuring matters.

Strengths "Attentive and responsive."

"Good quality, great clients, especially among big Russian corporates."

Work highlights Advised Russia-China Investment Fund on its investment in TutorGroup.

Acted for shareholders of the International Centre for Financial & Economic Development on its acquisition of Wolters Kluwers's sake in its Russian publishing business and the subsequent sale of the business to an investor.

Significant clients Freight One, NLMK, Norilsk Nickel, Polyus Gold, Transneft.

Notable practitioners

Eminent practitioner Dmitri Nikiforov provides in-depth advice in relation to cross-border transactions and nuanced corporate governance issues. He remains an emblematic member of the team in the corporate sphere.

Versatile practitioner Alan Kartashkin remains an active and recognised figure in the M&A market. He is often involved in transactions that involve a significant capital markets element.

Alyona Kucher is a transactional lawyer actively assisting the firm's natural resources clients with general corporate, transactional and infrastructure-related issues. "She is a very careful lawyer," a source says.

Up-and-coming Natalia Drebezgina has a growing reputation amongst clients who describe her as an "attentive and responsive" partner. She often works with major domestic mining as well as oil and gas clients.

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Dentons - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 14 partners
- 33 other qualified lawyers

What the team is known for Moves up a band this year as a result of plentiful feedback for the growing presence and visibility on significant deals. Sizeable team providing corporate advice on high-value transactions and joint venture deals. Boasts German and French-speaking teams based in the Moscow office and also advises an array of Asian clients, including Chinese, Japanese and Korean companies. Benefits from its extensive global network and highly regarded offices across the CEE and CIS regions. Represents a notable core clientele of industrial, energy, real estate and pharmaceutical companies.

Strengths "The lawyers are focused on results, they actively take part in negotiations and defend the interests of the client. They always take the proactive approach."

"Hands-on, effective, very responsive."

Work highlights Acted for Elbrus Capital on its USD130 million acquisition of headhunter.ru from Mail.ru.

Advised a consortia of investors on the acquisition of SIBUR-Portenergo from SIBUR Holding.

Significant clients Cxense, Fortum, RDIF, Rusnano, Halliburton.

Notable practitioners

UK-qualified partner Richard Cowie acts on high-value transactions in a variety of industries and is highlighted for his negotiation skills: "He's smart and confident. He's always finding solutions to problems."

Alexei Zakharko is a transactional lawyer assisting domestic and international clients with high-value M&A deals. "He really focuses on what is important. I can always get access to Alexei, he always calls me back," a happy client reports.

Christopher Rose joined the firm in January 2017 from Squire Patton Boggs. He has strong practical experience of private equity driven M&A.

Maria Oleinik focuses on the energy market, acting for Russian and international clients. She recently assisted Total with the sale of a stake in the Kharyaga oil field to Zarubezhneft.

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Egorov Puginsky Afanasiev & Partners - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 6 partners
- 21 other qualified lawyers

What the team is known for Climbs the rankings this year as a result of significant instructions and strong client feedback. Solid Russian firm that stands out for consistently securing high-profile domestic mandates. Assists with complex restructurings and corporate governance issues, cross-border joint ventures and M&A deals. Acts for significant domestic companies and also closely co-operates with international law firms. Houses UK-qualified lawyers within the team.

Strengths "Experienced corporate law experts with terrific problem-solving skills."

"They suggest not only technical but also commercially savvy solutions."

Work highlights Assisted CTC Media with a complex corporate restructuring project.

Significant clients Cisco Systems, RUSAL, Basic Element, Russian Machines.

Notable practitioners

Managing partner Dimitry Afanasiev offers strategic advice to major international corporations and notable state-owned Russian clients. He advises on high-level corporate restructuring and transactional matters.

UK-qualified Robin Wittering focuses on the English law aspects of the transactional matters, acting for major international clients and large domestic companies. "He's done a very good job being an English lawyer in a Russian firm. I would trust him implicitly," a client says.

Practice head Arkady Krasnikhin is described as a "skilled negotiator and good manager" by clients. Another source says: "He is strategic; he tries to find solutions which will satisfy everyone." He advises clients on corporate and transactional matters and is qualified in both Russia and the US.

New to the rankings, senior associate Vyacheslav Yugai is involved in the firm's biggest deals. His work is appreciated by sources: "He did the day-to-day drafting work and the quality was very good." He is qualified in Russia, the UK and the US.

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Morgan, Lewis & Bockius LLP - Corporate/M&A

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Band 2

第二等

Commentary from the Chambers Europe guide

Basic facts about the department
- 9 partners
- 21 other qualified lawyers

What the team is known for Highly regarded practice known for acting on high-value complex cross-border and domestic M&A. Also assists clients with cross-border joint ventures. Primarily represents international and domestic financial, media and natural resources clientele.

Strengths "The team is attentive to detail, accurate in relation to deadlines, creative and flexible. They have real practical knowledge in different areas of law."

"Very responsive and proactive."

Work highlights Represented CTC Media on the sale of a 75% interest in CTC Investments to UTH Russia.

Advised GE Transportation on establishing a joint venture with Transmashholding.

Significant clients Alstom, Valartis Group, VTB Bank, Eastern Property Holdings, Russia Partners.

Notable practitioners

UK-qualified managing partner and eminent practitioner Brian Zimbler has been advising global clients on all manner of complex transactions for more than two decades. Now he is splitting his time between Moscow and London and assists with strategic issues regarding the Russian market.

Vasilisa Strizh assists clients with Russian law aspects relating to cross-border and domestic transactions. Clients describe her as "knowledgeable, practical and proactive," also adding that she is a "true pleasure to work with."

Roman Dashko is an active transactional lawyer who is present on the firm's key instructions. "He is creative and very responsive," a client says, with another source adding: "He is pragmatic and efficient."

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Allen & Overy - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- 1 partner
- 5 other qualified lawyers

What the team is known for Reputable team focusing on M&A matters and joint venture projects, particularly in the financial services and energy sectors. Represents a number of investment funds. Acts on both domestic and cross-border transactions. Works in close co-operation with the London office.

Strengths "Very proactive, business-oriented, hands-on and knowledgeable lawyers."

"They are very practical, service-oriented lawyers, immediately available 24/7."

Work highlights Assisted Rosneft with establishing a joint venture with the Alltech Group for the development of Korovinskoye and Kumzhinskoye gas deposits.

Advised the Russia-China Investment Fund on the sale of a 25% stake in Rubikon to The Far East and Baikal Region Development Fund.

Significant clients Mubadala Development Company, Russia Partners, RDIF, Schlumberger, VEB-Leasing.

Notable practitioners

Practice head Anton Konnov acts on large transactions involving significant domestic and international clients. "I would commend him for his constructive approach," a source says. He is dual-qualified in Russia and the US.

UK-qualified Gareth Irving provides English law support on transactions. One source notes: "He knows the market and his drafting is good."

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DLA Piper Rus Ltd - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

What the team is known for Respected team advising on international and local M&A, joint ventures and corporate restructurings. Also assists domestic clients with de-offshorisation projects. Clients include energy, real estate and aviation companies.

Strengths "They took a very practical approach in advising us. They are responsive and efficient in understanding and addressing our needs."

"We were working all day, all night. We negotiated in the day and they had new drafts ready each morning."

"DLA Piper has remarkable geographic coverage and is able to offer a sustained high quality of advice in every jurisdiction we have worked with them in."

Work highlights Assisted Ivania with its acquisition of a number of significant media companies from foreign sellers.

Advised MD Medical Group on the acquisition of several medical facilities across Russia.

Significant clients AFI Development, Beckman Coulter, EVRAZ, Saint-Gobain, Sberbank.

Notable practitioners

Clients say that Kim Latypov "is a very talented lawyer, intelligent, pragmatic and commercial. He is also highly oriented towards clients' needs." Another client adds: "He is very reactive and at the same time focused, calm and collected." He is a transactional lawyer with a good following of energy clients, among others.

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Goltsblat BLP - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

Basic facts about the department
- 4 partners
- 21 other qualified lawyers

What the team is known for Well-recognised team that benefits from its very strong local brand as well as the international capacities of the Berwin Leighton Paisner network. Has a strong corporate advisory practice, providing Russian law and restructuring assistance to a core clientele of international organisations and major Russian financial and industrial companies. Also acts on domestic and cross-border transactions and is particularly active in the energy and real estate sectors.

Strengths "They managed to bring together their Russian and international expertise and provide a very good result."

"We appreciate their practical approach as well as the attention they pay to every detail of the project."

Work highlights Assisted Univar with establishing a joint venture with a Russian partner.

Advised Ecolab on the restructuring of its business in Russia.

Significant clients Danone, Mars, Novatek, Philips, Raven Russia.

Notable practitioners

Managing partner and eminent practitioner Andrey Goltsblat is a leading figure in the Moscow market. He lends his vast expertise to complex corporate governance issues and offers strategic advice on high-value transactions.

Practice head Anton Sitnikov oversees a broad range of transactional and advisory projects. He advises clients on corporate governance matters, including restructurings, mergers and joint ventures. He also provides Russian law advice on cross-border projects.

Matvey Kaploukhiy is known amongst clients for his "very practical, business-oriented attitude." Sources also praise his availability and negotiation skills. "The negotiations were really tough but he did exactly what we asked," they say, adding: "He's always there to help, he's always quick." He advises clients on transactional and corporate matters and has been particularly active of late on large infrastructure projects.

Department profile by Goltsblat BLP

Goltsblat BLP's Corporate / M&A Practice has an unrivalled position on the Russian legal market as part of BLP’s global network housing one of the strongest truly domestic teams in Moscow, meaning it has a genuine international presence and local pre-eminence. We have the best Russian talent combined with international capabilities.

Our corporate team includes competition and antitrust, finance and international tax specialists and this cross-functional approach enables us to address our clients’ individual needs and specific project requirements in the most effective way. This is a massive advantage over competitors and a completely different offering.

Whether opting for Russian, English or other relevant governing law in any particular case, our team is able to identify the best solution for our clients based on our understanding of how the relevant legal models and mechanisms work in practice and, in particular, how they apply to Russian deals.




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Our international M&A team, mostly based in London and Moscow, has extensive experience of complex deals, including multi-jurisdictional projects. Corporate Practice lawyers are also available at our offices in Abu-Dhabi, Dubai, Beijing, Berlin, Frankfurt, Brussels, Hong Kong, Paris, Tel Aviv, Singapore and Yangon.



Hogan Lovells (CIS) - Corporate/M&A

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Band 3

第三等

Commentary from the Chambers Europe guide

What the team is known for Well-regarded team active in cross-border and domestic transactions. Also maintains a corporate advisory practice. Acts for clients from the pharmaceuticals, TMT and financial services sectors.

Strengths "Their advice is sound, concise and business-focused."

"Reliable and result-oriented."

Notable practitioners

Managing partner Oxana Balayan is applauded by sources for her proactive approach. "She brings not only a wealth of knowledge and experience to deal with our transactional challenges, but also staffs our deals with the best lawyers," a client says. Another source adds: "She really fights for the client."

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CMS - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 2 partners
- 8 other qualified lawyers

What the team is known for Advises clients on general corporate governance matters, joint ventures and M&A deals. Has practical experience in advising companies in the energy and life sciences sectors. Houses German and French-qualified lawyers in Moscow.

Strengths "CMS offers seasoned and dedicated specialist lawyers at competitive prices."

Work highlights Advised Mane on its acquisition of Schaller Electronic's Russian business.

Significant clients BP, Eli Lilly, Rosneft, Medtronic, Nidera.

Notable practitioners

Counsel Vladimir Zenin is known for his client-oriented approach and strong negotiation skills. One source says: "Vladimir Zenin is the kind of counsel you want to be in the trenches with."

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Dechert Russia LLC - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 4 partners
- 6 other qualified lawyers

What the team is known for Well-regarded team focused on cross-border transactions that often involve global energy names as well as other clients from a variety of sectors. Recently has been involved in a number of buy-out and exit deals. Also advises Russian companies.

Strengths "A very committed and dedicated team. We felt like they took our interests to heart and worked literally around the clock to help us obtain the best result that we could."

Significant clients Alfa Bank, Hyatt International, Karo Film, Kinross Gold, Samsonite, VimpelCom.

Notable practitioners

US-qualified practice head and managing partner Laura Brank splits her time between London, Washington and Moscow. Sources say she gives "pragmatic, business-oriented and astute advice."

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King & Spalding - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 5 partners
- 7 other qualified lawyers

What the team is known for Advises on a range of transactional and corporate matters, including joint ventures and cross-border M&A. Particularly active in the natural resources sector and also has TMT and real estate clients.

Strengths "Results-oriented, including the solving of the most unusual problems in different jurisdictions."

Work highlights Providing ongoing assistance to GV Gold in relation to a joint venture with a listed Swedish company.

Significant clients A&NN Group, Fishman Group, IFC Bank, Uralsib, Yandex.

Notable practitioners

Sergey Komolov is a key contact for clients.

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Latham & Watkins LLP - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 2 partners
- 10 other qualified lawyers

What the team is known for Transaction-focused practice primarily representing significant Russian clients, predominantly from the natural resources, financial and TMT sectors. Also assists clients with corporate restructuring matters.

Strengths "They're a true 24/7 client service. I pick up the phone, tell them it's urgent and they're quick to react."

"They understand the project from both legal and business perspectives."

Significant clients Invest, MTS, Sberbank, Solway.

Notable practitioners

Managing partner Christopher Allen heads the M&A practice. He provides strategic, English law transactional advice in significant M&A deals. He has a track record in representing significant domestic clients.

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Norton Rose Fulbright - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 5 partners
- 19 other qualified lawyers

What the team is known for Primarily advises global natural resources and oil and gas companies on M&A and joint venture deals. Also active in the aircraft, real estate and financial sectors where the team provides corporate governance and transactional advice.

Strengths "Innovative, practical, focused advice and guidance on legal and regulatory requirements."

Work highlights Assisted Sacturino with its USD9 billion cash offer to purchase Polyus Gold.

Advised B&N Bank on its acquisition of Europlan.

Significant clients BP, HOPU Investments Management, Lhoist, Petropavlovsk, Rosneft.

Notable practitioners

Valentina Gluhovskaya and Anatoly Andriash co-head the Moscow office and are key contacts for clients.

Konstantin O Konstantinov is an experienced versatile lawyer who has joined the firm from Chadbourne & Parke LLP in July 2017. He is highly regarded for his broad experience in handling transactional matters, including M&A, private equity and financing.

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Orrick (CIS) LLC - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

What the team is known for Provides transactional assistance to notable clients from a broad range of industries. Particularly active in real estate, energy and natural resources sectors. Assists Russian and international clients.

Strengths "Prompt, reliable."

Work highlights Assisted Zarubezhneft with its acquisition of a majority stake in the Kharyaga oil field from Total.

Significant clients Aareal Bank, Hines, Microsoft, Prosveshcheniye Publishing House, Summa Group.

Notable practitioners

Qualified to practise in the US, UK and Russia, Olga Sirodoeva is based in Washington. She assists international and domestic clients involved in inbound and outbound transactions. She focuses on large-scale M&A, particularly in relation to real estate projects.

Konstantin Kroll is closely involved in the firm's key transactions. Sources praise the service he provides, stating: "He is quick to respond, he finds solutions to get the trade done. He is a strong negotiator." He is qualified to practise in the UK and Russia.

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Squire Patton Boggs Moscow LLC - Corporate/M&A

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Band 4

第四等

Commentary from the Chambers Europe guide

Basic facts about the department
- 3 partners
- 10 other qualified lawyers

What the team is known for Active team best known for its extensive expertise in private equity deals. Maintains a solid advisory practice focused on corporate governance and restructuring issues. Client base is made up of manufacturing, heavy industry and petrochemical companies and also includes a long list of private equity funds.

Strengths "Dedicated, prompt, comprehensive, target-oriented."

Significant clients Enforta, The Timken Company, Baring Vostok Capital Partners, iTech Capital.

Notable practitioners

US-qualified practice head Patrick Brooks is known for his long track record in transactional deals and is widely respected by market sources.

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Overview

Russia continues to reform its legislation by reducing the imperative tone of its regulations and putting emphasis on enhancing the protection of business investments. We hope that this reform will have a positive impact on Russian business as a whole and M&A transactions in particular.

In recent years, Russia has been gradually simplifying the administrative regulation of business. Some of the most recent simplifications included a reduction in the time required for registering a new legal entity to up to three business days as well as changes to the rules and procedures relating to transferring a participation interest in a limited liability company. In response to demand from business, the state has also strengthened some legal instruments whose enforceability was very limited before. Good examples are the use of waivers, options, corporate guarantees and transaction break-up payoffs. Another change relates to permitting shareholders of joint-stock companies to make unremunerated contributions to the companies’ assets.

To enhance the protection of shareholders, Russia has also amended rules relating to corporate approvals required for major transactions and interested party transactions. The amendments provide for a more detailed and flexible regulatory regime which addresses a number of practical issues. In order to mitigate the risks of groundless challenges to such transactions, the new regulation limits the potential claimants eligible to launch such a challenge, to shareholders holding at least 1% of the votes. Also, now the challenging party does not need to prove any damage; the fact that an approval for a transaction is absent constitutes grounds for invalidation.

Creating a more comfortable environment is not limited only to substantive law; procedural law regulations are also being improved. For example, a new law on arbitration has been adopted that contains a number of very important innovations; in particular, the arbitrability of certain corporate disputes is acknowledged. Also, to ensure consistency in applying the new legal instruments and concepts as well as to promote the uniform interpretation of the law, the higher courts, while developing case law practice, now issue guidelines on using and interpreting the new legal instruments for further use by lawyers and lower courts.

Russian versus international law

The lack of flexibility and the excessively imperative tone of the Russian legal system has often made it more difficult for investors to use some of the institutions and legal instruments that are available in other jurisdictions. This was a source of criticism. It was also a reason why investors, and some Russian companies, tried to move to foreign jurisdictions, have their contracts regulated by foreign law and have their disputes resolved by non-Russian courts.

However, using foreign law and foreign arbitral tribunals (or foreign state courts) is not always justified, as such disputes are expensive and involve lengthy procedures in the dispute resolution stage itself and during the decision enforcement process.

To address this, Russia has launched a reform of civil legislation and, as a result, extensive amendments are being made to the Russian Civil Code and a number of other laws. The focus of the changes has been the introduction of legal mechanisms and tools that offer similar protection to Russian law deals as those structured under foreign law. For example, representations and indemnities were introduced. Additionally, the approach to interpreting conditions precedent was changed; pre-contractual negotiations are now regulated and a mechanism of payment by escrow has been introduced. The new legal instruments are not identical but are fairly similar to foreign legal provisions. Despite the fact that such legal instruments are fairly new, the number of Russian law transactions has already been growing.

New legal instruments available under Russian law

Below, we briefly describe key innovative legal instruments that can be used in M&A transactions under Russian law.

Representations

Among recent amendments to the Civil Code, the equivalent of representations and warranties was introduced, defined as ‘representations as to circumstances’. However, in Russian law representations, no distinction is made between representations and warranties. According to the Civil Code, breaching representations evokes an obligation to compensate a counterparty for losses or pay a penalty. Moreover, the counterparty may repudiate the contract if there is a breach of representations that is significant to the counterparty. As a general rule, liability applies irrespective of fault, i.e. irrespective of whether the party knew that such representations were false.

Indemnities

Before the reform, Russian law did not recognise the concept of indemnity, which is widely used in international M&A transactions. Now Russian law allows the parties to establish in a contract that one party has an obligation to the other party for the other party's property loss which arises as a consequence of specified circumstances, but is not connected to any breach of obligations. If a contract is treated as invalid or not having been concluded, this does not terminate an indemnity obligation.

Conditions precedent

A condition precedent is an event or state of affairs that is required before a transaction is completed. If such conditions are not met, the transaction is terminated. Previously, the concept of condition precedent had a limited effect in Russian law; in particular, such conditions can not depend on the will of the parties. Therefore, a condition to obtain a consent of the board of directors or of a general meeting of shareholders as a condition precedent was unenforceable in practice. Now, the law directly provides that the parties may stipulate that obligations are to be met by way of certain actions being performed or not performed, or if circumstances occur that are fully dependent on the will of the parties.

Bad-faith negotiations

The negotiation process is now regulated by law. In particular, the law apportions the costs of negotiations in the event a party enters into negotiations without an intent to conclude a contract. Providing false information or terminating negotiations without reasonable grounds is now treated as bad-faith behaviour. The party negotiating in bad faith must reimburse the losses caused by its behaviour. What is especially noteworthy is the obligation established by the law not to disclose and not to use confidential information received during negotiations in an improper manner for one’s own purposes. Also, the law stipulates that losses must be reimbursed if this obligation is violated.

Escrow account contract

The mechanism of payment by escrow is also widely used in international M&A transactions. The main purpose is to ensure that neither party can, at the same time, hold shares and the money transferred as payment for shares. The new escrow account mechanisms introduced into Russian law will ensure flexibility when determining the terms and conditions of settlements, including with regard to M&A transactions.

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Eminent Practitioner

Dimitry Afanasiev

Egorov Puginsky Afanasiev & Partners

From the Chambers Europe guide

Managing partner Dimitry Afanasiev offers strategic advice to major international corporations and notable state-owned Russian clients. He advises on high-level corporate restructuring and transactional matters.

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Eminent Practitioner

Goltsblat BLP

From the Chambers Europe guide

Managing partner and eminent practitioner Andrey Goltsblat is a leading figure in the Moscow market. He lends his vast expertise to complex corporate governance issues and offers strategic advice on high-value transactions.

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Eminent Practitioner

Debevoise & Plimpton LLP

From the Chambers Europe guide

Eminent practitioner Dmitri Nikiforov provides in-depth advice in relation to cross-border transactions and nuanced corporate governance issues. He remains an emblematic member of the team in the corporate sphere.

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Eminent Practitioner

White & Case LLC

From the Chambers Europe guide

Eminent practitioner and managing partner Igor Ostapets is a long-established transactional lawyer in the Moscow market and is described by sources as a "savvy businessman." He is focused on the energy and heavy industrial sectors, providing extensive commercial insight in complex transactions.

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Eminent Practitioner

ALRUD Law Firm

From the Chambers Europe guide

Founding partner Vassily Rudomino remains a key relationship partner for the firm's international clients, including international law firms. Sources confirm he "provides quality, clear advice within the timeline requested." He is often involved in cross-border transactions.

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Eminent Practitioner

Linklaters CIS

From the Chambers Europe guide

Eminent practitioner, UK-qualified Dominic Sanders maintains a very significant presence in the market. He primarily advises international companies on cross-border matters involving Russian assets. "There are few people who have been here for 20 years and he is one of them. He is great: a good negotiator, practical and he knows the market," a source says.

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Eminent Practitioner

Sergei Voitishkin

Baker McKenzie

From the Chambers Europe guide

Managing partner and eminent practitioner Sergei Voitishkin provides strategic advice to major international clients active in Russia.

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Eminent Practitioner

Morgan, Lewis & Bockius LLP

From the Chambers Europe guide

UK-qualified managing partner and eminent practitioner Brian Zimbler has been advising global clients on all manner of complex transactions for more than two decades. Now he is splitting his time between Moscow and London and assists with strategic issues regarding the Russian market.

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Band 1

Christopher Allen

Latham & Watkins LLP

From the Chambers Europe guide

Managing partner Christopher Allen heads the M&A practice. He provides strategic, English law transactional advice in significant M&A deals. He has a track record in representing significant domestic clients.

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Band 1

White & Case LLC

From the Chambers Europe guide

Andrei Dontsov is highly praised for his commercial approach to complex situations. "He always tries to be very helpful for his clients and he is able to make very good proposals for difficult situations," a client says. He lends his vast expertise to strategic M&A projects, where TMT has been an active area of late.

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Band 1

Dmitri V Kovalenko

Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates

From the Chambers Europe guide

Dmitri Kovalenko is widely admired by clients, one of them saying: "I think what he embodies really well is a business-minded approach to law and legal advice." He advises major international and domestic clients on complex corporate matters and transactions. Another source adds: "He is Moscow's most heavyweight corporate name but he is still very excited to practice law and personally takes responsibility vis-à-vis his clients." He recently led the team advising Ulmart on its acquisition of Pervaya Sputnikovaya Kompaniya.

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Band 1

Baker Botts LLP

From the Chambers Europe guide

Managing partner Maxim Levinson is known for his "pragmatic and constructive approach in negotiations." He represents major domestic companies in significant M&A transactions, often in the energy, aviation and heavy industry sectors. Clients appreciate his hands-on involvement, saying: "He is prompt, proactive and provides comprehensive support. He is extremely reliable."

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Band 1

White & Case LLC

From the Chambers Europe guide

Eric Michailov maintains an excellent reputation in Moscow. "He is an excellent M&A lawyer and very responsive. He is very enjoyable to work with. He is also commercial and knows how to judge the important issues and the less important issues," a source says. He represents blue-chip international and domestic clients in major transactions.

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Band 1

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

US-qualified managing partner Scott Senecal is a highly regarded cross-border M&A expert, often involved in high-stakes complex transactions. "He is very good, he ticks all the boxes," sources say. He was one of the lead partners representing UTH Russia in its USD200 million acquisition of a 75% stake in CTC Media.

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Band 2

Hogan Lovells (CIS)

From the Chambers Europe guide

Managing partner Oxana Balayan is applauded by sources for her proactive approach. "She brings not only a wealth of knowledge and experience to deal with our transactional challenges, but also staffs our deals with the best lawyers," a client says. Another source adds: "She really fights for the client."

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Band 2

Linklaters CIS

From the Chambers Europe guide

Grigory Gadzhiev is a well-established name in the Russian market and has very solid experience of advising on complex M&A transactions and joint venture arrangements involving energy and other strategic sectors. He often represents blue-chip Russian companies and has recently assisted Rosneft with a transaction of its subsidiary, RN-Assets, acquiring Trican Well Service.

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Band 2

Freshfields Bruckhaus Deringer LLP

From the Chambers Europe guide

Managing partner Igor Gerber is a highly accomplished lawyer described as a "dependable old hand," representing major domestic and international clients in large-scale transactions, often in the infrastructure sector. Sources say he is "very hard-working, very commercial and a good negotiator."

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Band 2

Debevoise & Plimpton LLP

From the Chambers Europe guide

Versatile practitioner Alan Kartashkin remains an active and recognised figure in the M&A market. He is often involved in transactions that involve a significant capital markets element.

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Band 2

Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates

From the Chambers Europe guide

Clients say Alexey Kiyashko finds "constructive solutions to difficult problems." He primarily acts for significant domestic clients on large-scale M&A projects. "He offered many original ideas and strategies throughout the process, he is constantly striving for a more effective solution."

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Band 2

Vladimir Kouznetsov

Akin Gump Strauss Hauer & Feld LLP

From the Chambers Europe guide

Vladimir Kouznetsov is a well-known M&A lawyer with a focus on the telecoms and wider TMT market, often acting for Russian blue-chip companies on large-scale transactions. He recently represented one of the shareholders of Glanbury Investments in the sale of a 49.9% stake in a prestigious office building to MegaFon.

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Band 2

Herbert Smith Freehills

From the Chambers Europe guide

Managing partner and corporate practice head Alexei Roudiak is described as "very good, very reactive, one of the solid M&A specialists." He focuses on high-value transactions and acts for a broad range of clients.

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Band 2

Freshfields Bruckhaus Deringer LLP

From the Chambers Europe guide

Dmitry Surikov advises many notable Russian corporates, primarily in the natural resources, energy, transport and industrial sectors, advising on joint ventures and transactions. Sources describe him as "extremely commercial." His focus has recently shifted towards more contentious matters with him becoming head of the disputes team.

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Band 3

Clifford Chance

From the Chambers Europe guide

German-qualified Marc Bartholomy specialises in real estate transactions. He primarily represents major domestic real estate clients in large-scale M&A deals.

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Band 3

Dentons

From the Chambers Europe guide

UK-qualified partner Richard Cowie acts on high-value transactions in a variety of industries and is highlighted for his negotiation skills: "He's smart and confident. He's always finding solutions to problems."

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Band 3

Akin Gump Strauss Hauer & Feld LLP

From the Chambers Europe guide

Suren Gortsunyan is a well-established M&A lawyer providing corporate support and advice to a diverse client base of international and domestic companies active in Russia. He has solid experience in advising clients from telecommunications and energy sectors.

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Band 3

Clifford Chance

From the Chambers Europe guide

Arthur Iliev assists international blue-chip companies with Russian projects and is increasingly active advising Asian clients. Commenting on his cross-border experience, one source says: "He's very good on M&A transactions involving Russian elements." He is also a well-recognised name in capital markets. 

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Band 3

Allen & Overy

From the Chambers Europe guide

Practice head Anton Konnov acts on large transactions involving significant domestic and international clients. "I would commend him for his constructive approach," a source says. He is dual-qualified in Russia and the US.

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Band 3

Akin Gump Strauss Hauer & Feld LLP

From the Chambers Europe guide

Ilya Rybalkin focuses on the structuring side of local and international transactions and has a solid track record to his name. "He is known to be a rainmaker," a source says.

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Band 3

Morgan, Lewis & Bockius LLP

From the Chambers Europe guide

Vasilisa Strizh assists clients with Russian law aspects relating to cross-border and domestic transactions. Clients describe her as "knowledgeable, practical and proactive," also adding that she is a "true pleasure to work with."

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Band 3

Linklaters CIS

From the Chambers Europe guide

Denis Uvarov is a long-standing name in Russian M&A with significant experience in transactions across a variety of sectors. He recently represented Lupin in its entry into the Russian market with the acquisition of Biocom.

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Band 3

Egorov Puginsky Afanasiev & Partners

From the Chambers Europe guide

UK-qualified Robin Wittering focuses on the English law aspects of the transactional matters, acting for major international clients and large domestic companies. "He's done a very good job being an English lawyer in a Russian firm. I would trust him implicitly," a client says.

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Band 3

Herbert Smith Freehills

From the Chambers Europe guide

Evgeny Zelensky is an active M&A and private equity-focused partner. He represents large domestic banking institutions as well as foreign companies in transactions and restructurings, including recently acting for STG Holding on the corporate restructuring of Volga Group. A source says he is "seasoned, deliberate, extremely hard-working," adding: "He is an exceptional negotiator and very commercial."

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Band 3

Alexander Zharskiy

ALRUD Law Firm

From the Chambers Europe guide

Practice head Alexander Zharskiy advises significant domestic clients, acting on joint ventures and transactional deals. Sources say that he provides "genuinely commercial legal advice. He is responsive and creative." He is also involved in international deals.

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Band 4

Natalia R Baratiants

Akin Gump Strauss Hauer & Feld LLP

From the Chambers Europe guide

Managing partner Natalia Baratiants primarily focuses on advising blue-chip names in the oil and gas industry. She was lead partner in the Lukoil-Sinopec transaction with Lukoil selling 50% of its stake in Caspian Investments Resources for USD1.1 billion.

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Band 4

Squire Patton Boggs Moscow LLC

From the Chambers Europe guide

US-qualified practice head Patrick Brooks is known for his long track record in transactional deals and is widely respected by market sources.

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Band 4

Konstantin O Konstantinov

Norton Rose Fulbright

From the Chambers Europe guide

Konstantin O Konstantinov is an experienced versatile lawyer who has joined the firm from Chadbourne & Parke LLP in July 2017. He is highly regarded for his broad experience in handling transactional matters, including M&A, private equity and financing.

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Band 4

Arkady Krasnikhin

Egorov Puginsky Afanasiev & Partners

From the Chambers Europe guide

Practice head Arkady Krasnikhin is described as a "skilled negotiator and good manager" by clients. Another source says: "He is strategic; he tries to find solutions which will satisfy everyone." He advises clients on corporate and transactional matters and is qualified in both Russia and the US.

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Band 4

Debevoise & Plimpton LLP

From the Chambers Europe guide

Alyona Kucher is a transactional lawyer actively assisting the firm's natural resources clients with general corporate, transactional and infrastructure-related issues. "She is a very careful lawyer," a source says.

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Band 4

DLA Piper Rus Ltd

From the Chambers Europe guide

Clients say that Kim Latypov "is a very talented lawyer, intelligent, pragmatic and commercial. He is also highly oriented towards clients' needs." Another client adds: "He is very reactive and at the same time focused, calm and collected." He is a transactional lawyer with a good following of energy clients, among others.

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Band 4

Linklaters CIS

From the Chambers Europe guide

US-qualified Lev Loukhton is popular with clients and peers alike. "He managed to talk to us about the practicalities, about what was achievable," a client says. Another source adds: "He is a very commercial lawyer who is solution-oriented and doesn't complicate things." He advises on transactions and general corporate matters. His recent highlights include leading the team advising the Bank of Cyprus on the sale of the majority of its Russian operations.

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Band 4

Dentons

From the Chambers Europe guide

Christopher Rose joined the firm in January 2017 from Squire Patton Boggs. He has strong practical experience of private equity driven M&A.

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Band 4

Goltsblat BLP

From the Chambers Europe guide

Practice head Anton Sitnikov oversees a broad range of transactional and advisory projects. He advises clients on corporate governance matters, including restructurings, mergers and joint ventures. He also provides Russian law advice on cross-border projects.

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Band 4

Dentons

From the Chambers Europe guide

Alexei Zakharko is a transactional lawyer assisting domestic and international clients with high-value M&A deals. "He really focuses on what is important. I can always get access to Alexei, he always calls me back," a happy client reports.

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Band 5

Matvey Kaploukhiy

Goltsblat BLP

From the Chambers Europe guide

Matvey Kaploukhiy is known amongst clients for his "very practical, business-oriented attitude." Sources also praise his availability and negotiation skills. "The negotiations were really tough but he did exactly what we asked," they say, adding: "He's always there to help, he's always quick." He advises clients on transactional and corporate matters and has been particularly active of late on large infrastructure projects.

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Band 5

Yulia Solomakhina

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

Sources say Yulia Solomakhina is "able to use different approaches to solve problems. She always proposes thoughtful solutions." She often acts for large domestic telecoms companies on significant transactions and recently advised Megafon on its acquisition of a 49.9% share in Glanbury Investments.

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Band 5

Cleary Gottlieb Steen & Hamilton LLP

From the Chambers Europe guide

Sources note Mikhail Suvorov's comprehensive approach to deals with one commentator saying: "His primary talent is talent to organise the team’s work and take an overall lead of the transaction. We feel very comfortable entrusting him with our projects." His key areas of activity include M&A, joint ventures and corporate restructurings.

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Up and Coming

Morgan, Lewis & Bockius LLP

From the Chambers Europe guide

Roman Dashko is an active transactional lawyer who is present on the firm's key instructions. "He is creative and very responsive," a client says, with another source adding: "He is pragmatic and efficient."

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Up and Coming

Natalia A Drebezgina

Debevoise & Plimpton LLP

From the Chambers Europe guide

Up-and-coming Natalia Drebezgina has a growing reputation amongst clients who describe her as an "attentive and responsive" partner. She often works with major domestic mining as well as oil and gas clients.

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Up and Coming

ALRUD Law Firm

From the Chambers Europe guide

Up-and-coming Anton Dzhuplin acts on the firm's significant transactions, representing domestic as well as international clients. "He's committed and client-oriented; he's always trying to find the solution," a source said.

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Up and Coming

Allen & Overy LLP

From the Chambers Europe guide

UK-qualified Gareth Irving provides English law support on transactions. One source notes: "He knows the market and his drafting is good."

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Up and Coming

Orrick (CIS) LLC

From the Chambers Europe guide

Konstantin Kroll is closely involved in the firm's key transactions. Sources praise the service he provides, stating: "He is quick to respond, he finds solutions to get the trade done. He is a strong negotiator." He is qualified to practise in the UK and Russia.

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Up and Coming

Baker McKenzie

From the Chambers Europe guide

Dmitry Marchan is a corporate and transactional lawyer, assisting predominantly international companies operating in Russia. "He can offer not just what I ask, but he can suggest different ways to do things," a client says, adding that he is "very open to ideas."

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Up and Coming

Dentons

From the Chambers Europe guide

Maria Oleinik focuses on the energy market, acting for Russian and international clients. She recently assisted Total with the sale of a stake in the Kharyaga oil field to Zarubezhneft.

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Up and Coming

Freshfields Bruckhaus Deringer LLP

From the Chambers Europe guide

Anthony Walker joined the team in March 2017 from Akin Gump Strauss Hauer & Feld. He is noted for his assistance with the English law aspects of transactions and has notable practical experience in assisting the telecommunications industry clients. "He is very technical, I would recommend him for technical skills," a source says.

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Up and Coming

CMS

From the Chambers Europe guide

Counsel Vladimir Zenin is known for his client-oriented approach and strong negotiation skills. One source says: "Vladimir Zenin is the kind of counsel you want to be in the trenches with."

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Associates to watch

Egorov Puginsky Afanasiev & Partners

From the Chambers Europe guide

New to the rankings, senior associate Vyacheslav Yugai is involved in the firm's biggest deals. His work is appreciated by sources: "He did the day-to-day drafting work and the quality was very good." He is qualified in Russia, the UK and the US.

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