Clients of the Firm
The firm provides services and consultations:
For individuals
Family offices
For private and public companies
For non-profit entities
For government agencies
Informal organizations (cryptocurrency funds, companies)
Jurisdictions for the Provision of Services
- Italy, Russia, Kazakhstan — with the help of our lawyers
- USA, EU, CIS, Ukraine, China, EurAsEC — by our partner organizations
- International Law and Supranational Regulation
- Virtual/Cyber Space
Projects & Transactions
The firm provides services and supports projects in the following areas:
Structuring and Execution of M&A Transactions
- Sale of one of the largest Ukrainian banks to an Italian investor (USD 2.3 billion).
- Acquisition of one of the largest raw materials metallurgical enterprises worth USD 1.7 billion. United States.
- Conducting a number of major investment transactions to establish fund structures in the USA, Europe and Russia.
- Merger and reverse separation of OMZ and Power Machines: structuring the transaction, negotiation, corporate actions, preparation of documents, necessary registrations.
- Sale of OMZ to a Russian bank: full legal support, from the development of initial conditions to the closing of issues after the completion of the transaction.
- Sale of Drilling Machines to Integra. Full legal support.
- Creation of a joint shipbuilding holding (Arkhangelsk Shipbuilder and RR Group). Full legal support.
- Acquisition of major oil assets by Exxon/Mobil: due diligence of the companies; research on tax and pricing issues; Structuring the transaction.
- Structuring, tax planning, Due Diligence and full documentation of numerous Private Equity transactions.
Corporate Issues
- Development and implementation of the ownership structure of assets of a financial and industrial group (more than 500 persons) in order to: prepare key businesses for IPO; attracting external financing; optimization within the framework of the potential sale of individual assets and entire businesses to a strategic/portfolio investor (restructuring, formation of industry holdings); tax optimization; creation of the necessary credit history; the introduction of dual control systems for asset transactions; strengthening asset protection mechanisms; smooth passage of KYC procedures with Western partners (investment banks, consultants)
- Building the management structure of a large financial and industrial group in accordance with the requirements of international standards of corporate governance both at the level of the entire holding and at the level of each of the individual businesses: creation of a management company; introduction of management bodies in accordance with international standards of corporate governance; regulation of their activities (development of regulations, charters, regulations); development of a matrix of powers for each of the governing bodies
- Day-to-day legal support for corporate holdings with hundreds of companies (financing, gratuitous assistance, capital contributions, mergers and acquisitions, preparation for audits, KYC procedures for opening accounts in Western banks, brokerage companies, corporate actions, obtaining licenses in European jurisdictions, obtaining tax residency certificates, etc.)
- restructuring of the asset complex of one of the largest metallurgical enterprises and creation of a joint venture on its basis by new shareholders
- Creation of a joint venture of one of the largest oil companies, structuring of relations between its participants (development of a shareholders' agreement), restructuring and contribution of assets to a Western holding structure
Financing/Leasing
- Trade financing of international banks under the guarantees of national import-export agencies
- Support of credit transactions based on LMA documentation
- Legal support of syndicated lending projects under the law of the Russian Federation
- Support of convertible lending transactions
- Operational leasing transactions for aircraft, ships, and road transport.
- Work with credit documentation of leading global and Russian lenders (negotiations, conclusion of financing agreements, compliance with covenants, obtaining wavers, interpretation of covenants, negotiations in case of default, etc.)
Capital Market Transactions
- Equity and Debt SWAPS, including in the process of corporate reorganization (spin-offs, mergers, change of domiciliation), including resolution of issues with ADR owners, structuring, preparation of documentation, corporate actions, approvals from the US SEC, resolution of disputes with dissenting shareholders.
- Russian IPO of Russian issuers and Kazakh issuers
- International IPOs of Russian issuers through GDR/ADR issuance with listing in the US and London
- International IPOs for structures with Russian assets and listing on various MTFs
- Supporting the issue of Eurobonds
- Development of documentation for professional participants for trading on the stock market and stock exchanges.
Banking Practice
- Support of transactions related to the purchase and sale of Russian, European, South American, Ukrainian, Kazakh credit institutions (including the selection of a credit institution for the purpose of acquisition, the selection of an investor and legal support for the sale of credit institutions), the organization and conduct of the purchase and sale procedure of a credit institution (more than 10 transactions, the average value of assets is from $ 10−30 million).
- Obtaining licenses for banking, microfinance activities, as well as obtaining access to the deposit insurance system under the law of the Russian Federation
- Support of mergers and acquisitions of credit institutions.
- Support of the procedures for the liquidation of a banking organization and the termination of licenses.
- Legal support of the procedure for joining a credit institution of a professional securities market participant who is not a credit institution.
- Legal support for the opening of branches and other structural subdivisions of credit institutions.
- Preparation of documents and legal support of the procedure for establishing and expanding the activities of a credit institution, involving obtaining additional licenses to carry out banking operations and to carry out activities in the securities market.
- Advising on banking supervision.
- Assistance in the development of the entire range of internal documents of the credit institution.
- Preparation of a credit institution for inspection by regulators.
Services to Regulated Businesses
- Establishment of investment banks, brokerage, dealer, depository organizations, management companies, stock exchanges, funds, including obtaining permits/licenses from regulators of the Russian Federation, the EU, the USA, Cayman, Bermuda.
- Development of internal documentation for regulated businesses
- Development of documentation for transactions with counterparties.
- Complpaens by MIFID I and MIFID II
Funds
- Creation and capitalization of private equity, venture, hedge, cryptocurrency funds in offshore, European jurisdictions, as well as in the Russian Federation and Kazakhstan
- Support of investment activities of funds (entry and exit from investments, solution of portfolio management issues)
- Licensing and compliance issues from regulators, banks, investment administrators, custodians.
- Organization of trading and listing of shares on trading floors (ETF on MTF)
Project work
- Establishment of the Russian Investment Bank and Investment Holding. Participation in the development of the business model and strategy of the investment bank being created. Creation of an open, sustainable and protected shareholder structure. Building a business holding for the consolidation of assets, the creation of audited accounts, effective management, financing, distribution of dividends, the implementation of option programs, the ability to sell any of the business units and bringing the division to an IPO. Creation of a functioning bank infrastructure.
- Restructuring of a $ 15 billion debt of the largest private bank in the CIS. Legal support of a bank in a situation of default on several grounds, cross-default on more than 900 financial transactions (syndicated and bilateral credit lines, bonds, structured and trade financing, etc.). Negotiations with creditors, regulators, rating agencies, participation in the development of a restructuring plan, documentation of agreements
- Development of a model and transformation of a banking group of one of the leading banks in the CIS into an international banking holding. Transformation of a group of 11 banks (Russia — 3 banks, Kazakhstan — 2 banks, Turkey, Belarus, Kyrgyzstan, Ukraine, Armenia, Georgia) with a parent bank in Kazakhstan into an international banking holding company, from a holding company in European jurisdiction. Creation of joint-stock company, management and ownership structure.
- Restructuring and building a new asset management model for a Swiss banking group in Russia, Ukraine, the Cayman Islands, and Cyprus. Change of organizational structure, management structure, financing structure, relocation of income/expenditure centres, modification of compensation regimes in order to comply with international standards and internal corporate requirements
- Legal support for the establishment and launch of a licensed investment bank for an international financial group (offering fixed income instruments, currency exchange operations, exchange-traded and over-the-counter derivatives, shares): — creation of a corporate structure (establishment, capitalization, corporate governance); - creation of business infrastructure (membership in stock exchanges, clearing houses, clearing centers, establishment of relations with the Central Bank of the Russian Federation, SWIFT and REUTERS, membership in self-governing organizations); - creation of legal infrastructure (obtaining permits/licenses from the Central Bank of the Russian Federation, the Federal Financial Markets Service, the Federal Security Service, access to the deposit insurance system, certification of specialists, writing and implementing internal procedures, regulations, developing and concluding contracts with counterparties/employees, developing protective measures, etc.)
- A project to establish a private wealth management business in Russia: legal and administrative support for offering a full range of banking services to an international financial group: trust management, brokerage, current accounts, deposits, lending, depository services in accordance with Swiss wealth management standards
- Organizing the exit of an international investment group from Russian projects: legal support for more than a dozen projects for the sale of Russian companies and assets, restructuring of international holdings, division of international assets into investments in trusts and portfolio investments
- Organization of acquisition by an international private investor of assets restricted for foreign investment: project structuring, tax planning, creation of Buryat and Kalmyk holding companies, creation of a management structure and control mechanism, capitalization, financing, acquisition of assets, development and implementation of exit from investments, repatriation of proceeds, payment of taxes, protection of holding structures from third parties, liquidation. Researching and acquiring dozens of different assets in Russia and Ukraine (land, pharmaceuticals, gas, transport companies, real estate)
- Organization of protection of an investment and industrial group from illegal takeover. Development of a comprehensive program and its implementation for the return of lost enterprises and protection of clients, including protection in courts from criminal prosecution, vindication claims, initiation of cases against raiders, creation of parallel structures for the transfer of business from seized companies to them, organization of political support, campaign in the media, work with the governor’s administration, FSB, GRU, bailiffs, bankruptcy managers, antimonopoly agencies, Development of a new structure protected from raider attacks
- Creation and maintenance of a company to manage several dozen industrial enterprises that have fallen under international sanctions
Blockchain, Fintech Cryptocurrency Projects
- More than two dozen ICO (Initial Coin Offering) projects; STO (Security Token Offering); ETO (Exchange Token Offering), including placement in favor of American investors on Reg S, Reg D
- Creation of cryptocurrency funds to invest in cryptocurrency and tokens
- Asset Tokenization
- Creation of cryptocurrency exchanges and trading platforms
- Solving regulatory problems (European regulators and US SEC)
- Development and implementation of blockchain payment systems
- Tax planning, development of various legal and compliance documentation for various cryptocurrency projects: KYC/AML, user agreements, disclaimers, filters, questionnaires
Real estate
- Numerous transactions for the lease of office space, purchase and sale of buildings, land plots, companies owning real estate. Full legal support of transactions.
- Attraction and structuring of work with real estate management companies.
- Creation of corporate structures for holding real estate, building facilities, attracting financing
Litigation and Arbitration Practice, Work with Enforcement Authorities
- Successful challenging of arbitral awards in courts of general jurisdiction in the USA, Russia, and UK
- Handling cases for the lifting of sanctions against individuals in the courts of the European Union
- Successfully challenging INTERPOL decisions against individuals
- Successful protection of the shareholders of the Odessa Oil Refinery against artificial bankruptcy, nationalization, illegal takeovers
- Obtaining court clearances in the EU on the easing of the restrictive regime against sanctioned companies
- Participation in the organization of the defense against the class action of the American shareholders against Yukos and its management: preparation for participation in the process from the Russian side: collection of documentation, expert opinions, development of arguments for the defense
- NLMK International Arbitration against a German Equipment Manufacturer: Preparation of a Claim, Negotiations, Arbitration Process
- Protection from creditors in the English courts
- Numerous court cases against the tax authorities
- Systematic work with requests, inspections, seizures by Russian law enforcement agencies, tax authorities, bailiffs and investigators
- Systematic work with claims, claims of clients, counterparties
- Enforcement proceedings in the EU, Russia, Ukraine, Kazakhstan, asset tracing, development of beneficial chains
- Obtaining injunctions and restrictive measures against debtors
Work in the Field of Projects with Public Funding
Legal support of the state-funded project for the construction of the Pushkin State Museum of Fine Arts Museum by order of the Ministry of Culture of the Russian Federation
Labor and Migration Law
Obtaining work permits, quotas, visas, residence permits.
Unique Projects
Creation of structures for the international gambling business, including obtaining licenses in various jurisdictions
Special Situations
Interpol, search for persons and assets, protection against raiding, opening accounts; Unblocking of accounts and assets, conversion, repatriation, cross-border netting.
Italy Office
EXPERTO CREDE Servizi Legali S.r.l.
V.le Giovanni Paolo II 3
33 100 Udine, Italy
Tel: +39 (0)432 50 63 51
Mail: adp@expertolegali.com
www.expertolegali.com
V.le Giovanni Paolo II 3
33 100 Udine, Italy
Tel: +39 (0)432 50 63 51
Mail: adp@expertolegali.com
www.expertolegali.com
Office in Moscow
Partnership "EXPERTO CREDE SERVICES LEGALI"
Russia, Moscow, 119 048,
Ul. Efremova 10, p. 1, office 3G
Tel: +7 916 641 11 10
Mail: dkg@expertolegali.com
www.expertolegali.com
Russia, Moscow, 119 048,
Ul. Efremova 10, p. 1, office 3G
Tel: +7 916 641 11 10
Mail: dkg@expertolegali.com
www.expertolegali.com
Office in Kazakhstan
EXPERTO CREDE SERVICES LEGALI LLP
Republic of Kazakhstan, Almaty, 050039
244 Turkenbayev Street, office 40
tel: +7 775 998 46 29
Mail: bbk@expertolegali.com
Republic of Kazakhstan, Almaty, 050039
244 Turkenbayev Street, office 40
tel: +7 775 998 46 29
Mail: bbk@expertolegali.com
India Office
LLC “EXPERTO CREDE Servizi Legali”
________________ пробел для заполнения
Mail: adp@expertolegali.com
Tel: +39 (0)432 50 63 51
________________ пробел для заполнения
Mail: adp@expertolegali.com
Tel: +39 (0)432 50 63 51
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