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Кейсы из практики
Development and justification of tax reform in a foreign country
At the initiative of a systemically important investor, a three-stage tax reform was developed and substantiated, taking into account the best international practices. Its legal and financial justification has been completed with a view to its effect over the entire planned period. The reform involved both increasing tax collection (and at the same time ensuring the return on investment) and providing a number of benefits and preferences for large investment projects.
Supporting the conclusion and implementation of an investment project under the Agreement on the Promotion and Protection of Investments
In the interests of the largest industrial group in its field, the project architecture was developed, all the necessary documents were prepared, the need for a stabilization clause in the perimeter of interest to the client was substantiated, as well as the justification for the list of supporting and supporting infrastructure facilities. Supporting issues of stabilizing and obtaining reimbursement for infrastructure costs at the next stages of the project.
Development of organizational and legal schemes for creating a satellite city within the SEZ
Structuring organizational and legal schemes for project implementation that effectively distribute the burden of creating common infrastructure (social, engineering, transport, etc.), formalizing relations between partners.
The expansion of the largest Russian business into the markets of China, India and Central Asia
Structuring business units necessary both for the purchase of high-tech specialized equipment and for carrying out capital-intensive work and R&D activities together with foreign partners.
Reforming legislation on genetically modified plants in the interests of the domestic industrial giant
Development of a turnkey reform of certain provisions of Russian legislation on GMOs, as well as a systematic justification for the need for such amendments in modern conditions.
Legal analysis and consulting for a leader in complex services in the industrial procurement and logistics market
The Versus.Legal team conducted an in-depth analysis within the short time frame set by the Client and selected a suitable free trade zone in Abu Dhabi, taking into account the Client's business requirements. In addition, a corporate analysis was carried out to identify the optimal legal form of a legal entity, and the requirements were described in detail, as well as the process of creation.
Optimizing the corporate structure for international business
The Versus.Legal team has successfully developed and implemented a full-fled international business structure for the client, which today is not only functions, but also formed the basis for expanding the client's business abroad. One of the key challenges in working on this project was the complex corporate structure, which is based on a family fund that combines the interests of two families. Our team has ensured a legally verified distribution of powers between families in accordance with their share in the Russian company.
Business model assessment for launching storage facilities in the UAE
The analysis revealed all the legal nuances of installing storage rooms in residential buildings and real estate in the UAE, as well as the requirements for the import and registration of locks. A list of necessary documents for permission to operate the devices has been compiled and a strategy has been developed for entering the UAE market.
Comprehensive client naming protection strategy
Taking into account the client's interests, we developed a plan to overcome obstacles:
— filed a series of 5 applications for trademark registration;
— initiated negotiations with several companies that own identical trademarks.
Our task was to change the course of negotiations and obtain consent or buy trademarks, as the company had already launched a website using the appropriate designation. The Versus.ip team managed to conduct complex negotiations, obtain the necessary consents and achieve successful trademark registration for the client.
Environmental protection solution in different countries
We analyzed all intellectual property objects subject to registration and protection, analyzed agreements related to the development of intellectual property for the subsequent filing of applications for trademarks and inventions, as well as the proper registration of relations with patent authors and designers. As a result of the audit, we drew up the necessary agreements, filed trademark applications in foreign jurisdictions, and prepared an opinion describing the most optimal technology patenting strategy for international expansion and patent registration under the PCT system.
Full support for an extensive intellectual property portfolio in 100+ countries
Over the past year, more than 300 designations have been analyzed for the client, and about 200 designations have been submitted for registration as trademarks and industrial designs. Trademarks and industrial designs were filed under national as well as international registration systems. We also systematically identified attempts to register similar designations in different countries, prepared oppositions and objections, opposed the registration of similar designations, and proposed new designations and objects for registration in order to improve the efficiency of the company's portfolio.
Client protection from subsidiary liability and recovery of damages
Our team represented interests in a separate dispute over subsidiary liability and the recovery of losses in the amount of more than 1 billion rubles. As a result of the lawyers' work, courts of all instances refused to hold the client accountable, which allowed him to maintain the financial stability of his business.
Protecting a beneficiary in a corporate conflict
We protected the interests of one of the business owners in bankruptcy initiated solely for the purpose of shifting our own responsibility to a minority participant. As a result of the team's work, foreclosure on the client's personal assets in excess of 44 million rubles was prevented.
The creation of the “Mine Town” city park in Moscow. Vladivostok
The creation of the “Mine Town” city park in Moscow. Vladivostok is an example of unique full-cycle experience in supporting an investment project from the stage of developing market research and calculating capital expenditures to the stage of negotiations with the public party and commercial closure.
One of our areas of work was selecting state support measures and preparing a set of documents for selection for federal budget funds. As a result of the work carried out, the project was successfully selected, and federal co-financing was approved by the Government Commission under the Far Eastern Concession protocol.
Establishment of a surgical building in the Sakhalin Oblast
They ensured the preparation of a public-private partnership agreement for a healthcare project, including a complex property and legal complex, and also subsequently supported the negotiations on the project, bringing the process to commercial closure.
The main objective of the project was to create a legally stable regime for the use and transfer of high-tech medical equipment created under the agreement. Another special challenge for large-scale projects in the medical sector is the development of a sustainable payment mechanism that takes into account the partial financing of operating costs by the Mandatory Health Insurance Fund.
The creation of a modern year-round family ski resort “Arseniev”.
We developed a concession agreement and then supported negotiations between regional authorities and investors. A distinctive feature of the project was its complex financing structure, which made it possible to attract federal budget funds under the Far Eastern Concession program, as well as preferential financing provided by DOM.RF Bank. It is important to note that the project was approved by the Presidium of the Government Commission for Regional Development in the Russian Federation, and as part of the project, both concessional funding and federal budget funds were received.
Development of a marriage contract for an IT company beneficiary
A universal marriage contract has been developed for the client, preserving his business and intellectual property, as well as allowing him to plan new companies in various jurisdictions, including the UAE and the Republic of Cyprus.
Preparation of a marriage contract that is enforceable and legitimate outside the Russian Federation
The team was tasked with preparing a marriage contract that would ensure the safety of the client's personal property acquired before marriage in various legal entities. As a result of the work, a universal marriage contract was developed that takes into account the legislation of the United States (Florida), the United Arab Emirates, Estonia, and China, and is enforceable in these jurisdictions.
The recovery of alimony in an amount that is 30 times higher than standard judicial practice
The team was able to prove that when determining the amount of alimony, expenses such as personal driver, babysitting, expensive sports, private school, trips abroad, etc. should be taken into account. The court recovered alimony in an amount unprecedented in Russian judicial practice.
We protected a major producer of pulp and paper products from a penalty of 5 billion rubles
We preemptively eliminated the risks of satisfying the requirements of the Federal Service for Supervision of Natural Resource Usage for compensation for damage caused to the environment in the amount of more than 5 billion rubles by consistently appealing the results of control (supervisory) measures.
Regenerating historical space through the creation of an Amusement Park: a roadmap
The project to build an entertainment complex is significant for the client due to the promising niche. It is also important for public owners, as it involves the regeneration of an abandoned historical and cultural space.
Reorganization in order to transfer land lease rights: allocation of five separate SPVs for development
The reorganization of the company by separating new legal entities that transfer rights and obligations under a real estate lease agreement allowed the client to share a single development project and diversify risks.
Optimizing the holding's corporate structure, identifying the needs of stakeholders and preparing a corporate agreement that takes into account all agreements
We faced the difficult task of structuring a holding company that has both direct corporate ties and tools for covert control over some companies that are not formally part of the group. In addition, we helped identify and document the agreements of the holding's beneficiaries in the corporate agreement.
Client protection when trying to challenge a number of corporate transactions by the company's previous owner
The wife of the former company member tried to challenge a number of corporate transactions, qualifying them as made without the necessary consent of the wife. As a result of our work, the client retained the current size of shares and corporate control over the company. The plaintiff's claims to recognize transactions to increase the share capital and withdraw the previous participant from the company were denied.
Due diligence и сопровождение сделки по покупке производственной площадки в Тверской области в интересах клиента - производителя медицинский расходных материалов
An audit of assets was carried out and a transaction structure was developed that protects the client in the event of a dispute between contracts. During negotiations with the seller, we were able to protect the proposed list of assurances and guarantees in the interests of the client. The client became the owner of a property complex to expand the business and is currently launching a new production site for the manufacture of medical supplies.
Sale of a well-known telecommunications network software developer to Rostelecom
The Svetets holding, whose beneficiaries we represented, is known in Russia as the developer of the 112 emergency medicine department. Despite Rostelecom's strong negotiating position, following the negotiations, which lasted almost 3 months, our team managed to agree on favorable terms of the deal for sellers and close the deal.
Selling a major player in the POS lending market to a closed-end mutual fund
Our team was able to agree on favorable terms of the deal with the buyer, achieving almost complete elimination of assurances and compensations that are unacceptable to customers, prepare the necessary package of documents and successfully close the deal in the interests of a group of sellers located in various jurisdictions.
The merger of a client company, a developer of well-known military online shooters, with a major international gaming studio
We accompanied the deal from the start of negotiations to its closing. The company became part of a large gaming holding, which helped it obtain funding, form a team of qualified specialists and enter a larger segment of the video game market, increasing its profits and market visibility.
They protected the majority shareholders of a large holding company that fulfills government defense orders from erosion and returned control over the company.
The size of shares in the company owned by the client before being diluted by an unscrupulous partner has been restored
Global brand protection: registration and risk assessment
Since the client's distinctive feature is a recognizable brand (packaging, decoration, design), it is extremely important to protect the brand using a more comprehensive and creative approach that allows establishing a monopoly on the client's design and preventing the possibility of “parasitizing” their brand both in Russia and abroad.