The practice team advises on all matters of corporate law, mergers and acquisitions. We help clients who plan to create a company to choose a legal form of organization, determine the competence of management, and in case of a joint venture – to identify the rights and obligations of shareholders.

We provide full support for transactions on the acquisition and sale of assets, as well as advise on all corporate governance issues – from the appointment and dismissal of top management to the approval of decisions made at the shareholders' meeting.

Key expertise of the practice:

Setting up a company

  • Representative office or LLC/ Public Limited company
  • 100% subsidiary or joint venture
  • The process of incorporation
  • Charter Capital
  • Funding
  • Taxation
  • Management of the company / allocation of competences
  • Basic knowledge of labour law
  • Registered office of the company
  • Accountancy

Corporate Governance

  • Development of and amendments to the corporate charter and Articles of Association
  • Registrations, e.g. in the event of shareholder changes, Ultimate beneficiary owner
  • Preparation and holding of shareholders' meetings
  • Representation at shareholders' meetings
  • Appointment / dismissal of directors (managing directors)
  • Design of representation regulations
  • Employment contracts with management personnel
  • Termination of employment contracts
  • Reorganisation or liquidation of companies
  • Advice on compliance issues

Company acquisition

  • Background research on the seller
  • Preparation and execution of due diligence
  • Advice on tax aspects
  • Advice on handling share purchases with or without a trust account
  • Advice on the appropriate holding acquisition structure
  • Financial issues
  • Tax issues
  • Obtaining permits for the deal from the state bodies
  • Advice on fulfilment of preconditions and closing the deal
  • Advice on fulfilment of conditions upon closing of the deal

KEY TEAM

Dr. Julian Ries

Senior partner, Germany

Illya Tkachuk

Partner, Ukraine

Vasyl Yurmanovych

Counsel, Ukraine

Kurmangazy Talzhanov

MANAGING PARTNER, KAZAKHSTAN

Svetlana Shtopol

Partner, Kazakhstan

Dmitriy Nyshpal

COUNSEL, UKRAINE