New Law — New Challenge
“Despite the serious impact of the worldwide crisis on the economy, Ukraine has not set aside its path to building a democratic society, but confirmed its strong position. Moreover, the number of bills implementing European rules and policy proposed to and adopted by the Ukrainian Parliament increased rapidly this year. We have all waited for the law regulating corporate issues in stock companies as this question was widely discussed because of many uncertainties and gaps in legislative regulations. Thus, the On the Joint-Stock Companies Act of Ukraine has also led to many problems regarding bringing companies documents and their corporate structure into line with statutory requirements”, Neonila Shyshak, head of the commercial law department at INTEGRITES, says.
Sayenko Kharenko’s corporate team has extensive expertise of corporate governance matters. In 2009 the firm’s lawyers advised Philip Morris Ukraine, Generali Holding Vienna AG, TUI Travel Plc, Commerzbank AG, UBS and many other clients on various corporate governance issues, including on the novelties introduced by the new Joint-Stock Companies (JSC Act), one of the principal authors of which was the firm’s counsel Olena Shcherbyna. In 2009 the firm strengthened its M&A and corporate practice by attracting Svitlana Kheda as counsel. Vladimir Sayenko, who enjoys an excellent reputation on the Ukrainian market, Taras Pryhoda, Sergiy Ignatovsky make up the core force of the corporate practice.
Asters corporate practice remains one of the strongest and highly regarded on the Ukrainian market. The firm provides a broad range of legal services related to the cross-border and domestic trading and investment activities of clients, including export-import transactions, customs clearance, distribution, transportation, franchising, etc. In 2009 Asters lawyers advised Nissan Motor Ukraine LLC, Coca-Cola Ukraine Limited, Swedbank AB and Vetropack Holding AG (in connection with bringing the operations of their Ukrainian subsidiaries into compliance with the new JSC Act, DPD Ukraine, Chevron Limited, Sopharma AD, Freescale Semiconductor Group, STX Europe Group, Nutritek, PhosAgro, PPG-Helios, Ecolab Inc., 3M on various aspects of Ukrainian corporate law. Managing partner Oleksiy Didkovskiy, partners Oleksandr Padalka, Svitlana Poroschuk contributed a great deal to the practice, while Vadym Samoilenko is renowned as a top practitioner in this field.
Magisters attorneys at law have been named one of the corporate leaders for several years. M&A and corporate practice covers advising both leading multinational and CIS-based clients on matters relating to both cross-border transactions and local corporate as well as regulatory issues. During the past year the firm advised a Danish investment company, Tommy Frank Holdings, in its acquisition of majority stake in oil refinery assets in Ukraine and SSL International on the acquisition in Ukraine. The managing partner of the Kiev office, Andrew Mac, is respected by peers and is a vivid corporate practitioner in the county.
DLA Piper provides continuous corporate advice to many clients, including Inditex, a global clothing retailer (TM Zara), Slavutich Carlsberg Group, a well-known Ukrainian beer producer, Regus Group PLC, etc. The team provides on-going legal advice regarding the corporate activities of its clients, assists in negotiations with counterparts, drafts all necessary contracts, helps with in-bound and outbound investments. Margarita Karpenko, managing partner, Arthur Kotenko, partner, as well as Natalia Dyadchenko and Alla Gavrushko, senior associates, are corporate practitioners in the Kiev office.
Vasil Kisil & Partners continue to remain one of the leading corporate practices in Ukraine. In 2009 this firm’s practice maintained its breadth and featured numerous greenfield projects involving both international and domestic clients. In particular, associates of the firm acted for Energy Standard Group (Cyprus) in a number of corporate-related matters. The team advised a group of grain trading companies Ramburs (Ukraine) in respect of corporate governance issues. A substantial part of corporate practice in 2009 was devoted to corporate restructuring of legal advice in the main for domestic businesses, including an in-depth analysis of business interruption risks and corporate governance compliance. Denis Lysenko, partner, and Anna Babych, senior associate, have excellent records as leading practitioners of the firm’s practice.
Konnov & Sozanovsky attorneys at law has shown great involvement in corporate restructuring, M&A transactions and a regulatory track record. Recent work highlights of the firm included advising the Star Media group of companies on corporate restructuring, developing and implementing corporate structure; assisting Hellenic Bank (Cyprus) on establishing a representative office in Ukraine; advised on the corporate restructuring of a Ukrainian company of Telemont Group, UkrTelemont Group; provided legal support to Schlumberger Oilfield Eastern Ltd, GTS, Papernia quartz sand quarry and other clients in different day-to-day corporate issues. Sergei Konnov, senior partner, together with Helen Yaremchuk, are recognized practitioners in the Ukrainian legal community.
CMS Cameron McKenna maintains a sizeable M&A practice and was named by peers during the poll. Its recent work highlights include advising Swisscom AG on the disposal of their internet service provider business in Ukraine to Euroventures Ukraine, a Ukraine-focused private equity fund, and Abris Capital Partners, a private equity investment firm, on the acquisition of a supermarket chain in Western Ukraine, which consists of 25 supermarkets. Olexander Martinenko, senior partner, Anna Ryzhova, Yevheniy Deyneko, Olga Mikheieva and Olga Belyakova are highly experienced due to their continuous involvement in corporate matters. Adam Mycyk, managing partner and the head of corporate and M&A practice group in the Kiev office, is highly regarded by his colleagues.
The team of Spenser & Kauffmann has particular expertise in advising private equity funds and generating a large amount of investment work. The firm advised on the establishment of Cayman Private Equity Fund in the form of exempted limited partnership, managed by Cayman General Partner; legal support to private placement of foreign holding company, owning 100% equity in EuroLeasing LLC. It maintains a sizeable M&A practice. Notable highlights include providing legal support to acquisition by a group of private investors of Savik Shuster Studio LLC and contributing direct investments to the authorized capital of the company. Valentyn Zagariya and Andrey Reun are the key corporate experts.
In 2009 the Kiev-based corporate practice of Baker & McKenzie added to its M&A record. The experienced team of lawyers advised the majority shareholder of the CJSC Odessa Sparkling Wine Company with respect to the USD 18.1 million sale of 99.25% of its share capital to Italian drinks group Gruppo Campari; assisted Providence Equity Partners, the world’s leading media and communications private equity firm, with respect to a USD 300 million investment in Volia Limited, etc.
Volkov Koziakov & Partners law firm also received recognition for its corporate practice. Oleksiy Volkov, managing partner, together with Nataliia Isakhanova, counsel, advised Asteros Technology Solutions Holding in 2009 on acquisition of shares in ITK and assisted Grasonmer Enterprises on acquisition of shares in Dialogue-Kyiv LLC.
The corporate team of Arzinger has developed rapidly. In 2009 the firm was noted for acquiring the rights of a Volkswagen importer in Ukraine through acquiring a controlling stake in an Ukrainian auto dealer; acquisition of one of the leading Ukrainian producers of metal caps by the leading European manufacturer of metal household appliances; corporate restructuring of a group of companies for one of the leaders on the Ukrainian real estate market, etc. Heads of the team Timur Bondaryev, senior partner, and Maksym Cherkasenko, partner, are engaged in this area of practice.
ANK legal practice puts particular emphasis on corporate cases including legal assistance in acquisition by HPC Hamburg Port Consulting GmbH shares of a container terminal in Odessa for USD 25 million. Alexander Kifak, Andrey Selyutin, Maxim Karpenko, Maxim Kirilyuk all handle corporate matters in the firm.
The Kiev office of Clifford Chance was involved in advising on corporate regulatory matters, investment related purchases of Ukrainian assets and M&A transactions. The past year was noted for advising Abris Capital Partners in connection with private equity investment into a Ukrainian snack foods company, Goldenfoods; assisting an international corporation in connection with its negotiation of several joint ventures for oil and gas exploration and development with Nadra Ukrainy, etc. The firm’s corporate practice is handled by Nick Fletcher, partner, and Dmtytro Fedoruk, senior associate.
The Kiev office of Chadbourne & Parke currently handles different issues in the corporate field. The firm has strong experience of advising a group of Ukrainian investors on shareholders’ agreement and structuring business and transfer of assets in Ukraine, as well as assisting clients on other aspects of Ukrainian law. The team is active in mergers and acquisitions activity and represented VimpelCom and Daimler AG during the acquisition of corporate stakes. Chadbourne & Parke LLP assisted the Overseas Private Investment Corporation (OPIC) in the resolution of its long-standing dispute with the Government of Ukraine. Now, OPIC has restored it programs in Ukraine and will be able to provide financing and political risk insurance to American companies investing in Ukraine. The managing partner of the Kiev office, Jaroslawa Johnson, is a known figure on the market.
Legal Alliance Company had a busy year for corporate work. In 2009 the firm was particularly active in assisting the XXI Century Company in judicial cancellation of the state registration of amendments to the articles of association of LLC Kiev Real Estate Fund; advised Polaris Company in changing the management of LLC Design Mode Ltd; supported opening a representative office of the DM Company; participated in establishment of a subsidiary of CJSC Peter-Service (St.Petersburg) in Ukraine, etc. Illya Kostin, Oleksiy Bezhevets, Anatoly Menshikov, Andriy Gorbatenko are corporate practitioners.
The Gvozdiy & Oberkovych law firm’s core expertise lies in the field of corporate law and corporate governance. 2009 witnessed counseling numerous Ukrainian companies and foreign investors on a wide range of corporate matters related to business restructurings, share acquisitions and sales, business interruption risks and corporate governance compliance. The corporate team was engaged by Marks & Spenser, AVIS Ukraine and European Insurance Alliance to advice on full range of corporate law issues. Partners Sergiy Oberkovych, Valentyn Gvozdiy and senior associate Stanislav Kononenko are core members of the firm’s corporate practice.
INTEGITES has developed its approach to corporate structuring while implementing relevant projects in several Ukrainian companies. The firm acted as a legal advisor for several international companies operating in Ukraine, including Hochland, Kimberly-Clark, Good Year, and OTP Bank and many internationally recognized Ukrainian companies, namely Datalux, Biosphere Corporation, Kalita. Experts Vyacheslav Korchev and Olena Zaitseva are corporate practitioners at the firm.
Gide Loyrette Nouel in Kiev advised a major global shipping company this year on the implementation of a corporate structure for managing a construction project; provided legal support to Rasec Group in relation with the internal restructuring of its Ukrainian affiliates; advised a world leader in the production of building materials on the restructuring of its Ukrainian cement factory; assisted a consumer finance division of a major foreign bank in connection with restructuring of its activities in Ukraine, etc. Karl Hepp de Sevelinges, Bertrand Barrier and Inna Kostrytska are key contacts with respect to the firm’s corporate matters.
Andriy Kravets & Partners team headed by partners Andriy Kravets and Vladyslav Lyaskovskiy advised Nokia Siemens Networks, Cadogan Petroleum Plc, Connect 44, BAN CJSC, a company owned by Coca-Cola Corporation, on a broad range of corporate law issues in 2009. The team of lawyers handled pre-acquisition and pre-sale due diligence for a number of companies, carried out analysis of corporate and transaction documentation and evaluated investors’ risks in structuring and planning of joint venture activities. Recent representative projects include advice to Interpipe Group, UkrMill Company LLC, a company owned by Glencore International AG, and AB Ukraine LLC. The experienced lawyers also assisted ICD Group in its negotiation process with Hyatt Group, and Cotecna SA on alteration of the company’s charter, drafting and negotiation of the relevant corporate documentation.
ENGARDE`s counsels Roman Ognevyuk and Irina Drofenko led by founding partners Andriy Vyshevsky and Irina Nazarova, handled complex cross-border transactions, developing efficient corporate governance structures, structuring and optimizing holding groups, representing clients’ interests in the privatizations of state companies. The firm’s major corporate projects in 2009 included advising Smart Holding B.V in connection with corporate restructuring and multimillion merger of Kherson Shipbuilding Yard and Chernomorsk Shipbuilding Yard to create a vertically-integrated shipbuilding holding company caleld Smart Maritime B.V. in a deal worth USD 268 million; assisting Horwath HTL Limited in connection with private leasing of the George Hotel in Lvov; advising Promet Still and its affiliated companies Neva Istil and Neva Invest in connection with corporate restructuring and sale to a British company called Dorado Commercial Limited, etc. The team also advised Henkel & Sohnlein on the company’s shares and Horwath HTL Limited, together with Liffey Tanascado Kft, on certain issues of Ukrainian commercial law related to private leasing of the George Hotel in Lvov. In the coruse of the year the firm’s client portfolio was significantly enhanced by the addition of Zamil Steel Industries and Pioneer Corporation.
D&D Lawyers advised Standard NV in connection with registration of the company’s presence in Ukraine; Delta Brands Investments on various issues of Ukrainian corporate, commercial and labor law in connection with registration of the company’s presence in Ukraine; Ad Poll on certain corporate and commercial law issues; Multi Developer, a foreign real estate development company, on various corporate and commercial issues; Viasat on a variety of corporate, commercial and telecom issues in connection with the company’s operations in Ukraine, etc. Viktor Dovhan, managing partner, together with key lawyers — Sergiy Zheka, Volodymyr Yakubovskiy are involved in projects.
The Kiev-based team of Salans is very experienced in M&A and general corporate matters. In 2009 the firm acted as legal advisor in Ukraine to CHS Inc. regarding its acquisition of an ownership interest in a grain terminal in the port of Odessa; assisted one client, Ukrainian insurance CJSC Dovira ta Garantiya regarding an increase in its statutory fund by an additional issue of shares in Ukraine; represented Diebold with regard to its acquisition of a legal entity in Ukraine and related corporate, tax and antitrust advice. Salans advised Multi Development B.V., Accor Group, Delta Maxi, Lime Rock Partners, Home Credit Group, Monsanto with regard to general corporate law matters in Ukraine. Oleg Batyuk, Igor Davydenko, Ihor Mehedynyuk, Volodymyr Monastyrskyy, Markian Silecky, all strengthen the firm’s profile in this field.
Okhrimchuk Grushyn Khandurin had a busy year for corporate work. The recent highlights of its team, as headed by Denis Okhrimchuk, include giving advice to Oranta National Joint-Stock Insurance Company on a broad range of corporate law issues, including privatization of a company (general value is USD 100 million), post-privatization proceedings, restructuring, charter fund increase, arranging and holding of general meeting of shareholders; IMG International Holding Company on establishment of IMG International Holding Company; Datagroup in acquisition of a Ukrainian telecommunication company for a sum of about USD 5 million; OU Upakkterminal EV on the state registration of the representative office of a company in Ukraine.
Oleksandra Pavlenko and Larysa Poberezhnyuk, partners of Pavlenko & Poberezhnyuk, recently provided legal assistance to TAS, investment-financial group, regards to the due diligence of the deal on the bank’s corporate rights and assets sale; advised OJSC Promsvyazbank as to conducting due diligence of a real estate object located on the territory of Ukraine.
In the past year Paritet Law Firm assisted a major Danish telecom company through the Delacour Dania law firm during a transaction on purchase of assets of a Ukrainian digital products retailer; supported its client (media and entertainment company) on a planned acquisition of a radio broadcasting network in Ukraine; counseled a Danish private investment fund on corporate restructuring matters in respect to an agricultural group of companies in Ukraine; assisted in the procedures of registration and re-registration of representative offices in Ukraine of Bayer Shering Pharma AG, Ipsen Pharma, etc. Borys Danevych, Maksym Sysoiev, Oleksandra Hlozman were named corporate law experts in the office.
In 2009 Peterka & Partners focused on corporate restructuring projects and provided comprehensive advisory services to Veolia Voda S.A. on restructuring its corporate structure in Ukraine and participating in public tenders for concessions on the provision of water supply and sewage services; advised OJSC Shostka on its restructuring; provided legal support to Giraud Ukraine on restructuring and financing its corporate structure in Ukraine, etc. Alexander Poels and Monika Simunkova Hoskova are key contacts of the Kiev office.
The lawyers team at PricewaterhouseCoopers recently participated in the development of the contractual framework for the Ukrainian business operations of one of the largest multinational catering companies serving international air carriers and provided legal due diligence of a large metallurgy plant in Ukraine.
Deloitte offers a wide spectrum of legal services in the field of corporate law, including legal advising on corporate compliance; providing corporate structuring services together with assisting both multinational and Ukrainian groups engaged in food manufacturing and retail for business structuring and cross-border investment purposes; offering international restructuring services to foreign and Ukrainian manufacturing groups. Dmytro Pavlenko, Oleksiy Katasonov, Natalia Rudenko, Volodymyr Kutsenko are engaged in corporate matters.
The corporate area is one of the key practices of ILF. In the past year the firm supported business establishment turnkey for two large investors in the IT sphere; assisted in the procedure of conflict settlement between co-owners of one of the main publishing houses in Ukraine, etc. Olena Kibenko and Olena Kolisnychenko are diligent practitioners.
AstapovLawyers currently handles different issues in the corporate field. The firm has experience of providing legal support to Dayton Carbon CA; establishment of the joint enterprise of OJSC EFKo and RUSAGRO group of companies; assisting Arbat-Prestige; providing legal advice to the Nemiroff Company, etc. The experienced team of AstapovLawyers includes Oleh Malskyy, Andrey Astapov, Eugene Blinov, Andrey Astapov, Oksana Kneychuk, Alexey Sereda, Yuliya Yashenkova.
Alexandrov & Partners supported a range of transactions on the investment-related purchase of stakes in Ukrainian companies like the corporate rights of a rubbish recycling complex. Ruslana Muzychko, Oleg Kudryavtsev, Anatoliy Kybalnyk and Ievgen Ilarionov were named as key legal practitioners of the firm.
International Law Offices actively provides legal advice in corporate law, e.g supporting the development of the club internal structure and contract system of the Khimik basketball club; representing of the seller on vending participation interests in the Ukrainian coal processing company. Arthur Nitsevych, Alena Losevskaya and Ivan Movlyak are all named in this regard.
In 2009 Lexwell participated in structuring procedures connected with reorganisation of companies, assisted in restructuring the Lekxim group of pharmaceutical companies. Andrei Kolupaev, Igor Nagai, Yuriy Katser are all knowledgeable corporate experts at the firm.
Roman Marchenko, senior partner, and Maksim Kopeychykov, partner, of Illyashev & Partners, provided legal assistance in 2009 to BTA Bank (Kazakhstan) in connection with a corporate dispute between the bank’s shareholders.
During 2009 Pravochin law firm focused its corporate practice on giving legal advice to the Vinnitskiy zavod of tractor aggregates in corporate disputes. Alexander Onishchenko and Natalia Mys’ko have earned considerable experience thanks to their practical work.
Voropayev & Partners scope of corporate practice includes advising on corporate governance, liquidation, registration of companies, subsidiaries, branches, representative offices; structuring of joint ventures, drafting shareholders agreements; assistance in resolution of corporate disputes related to Ukrainian business assets; receipt of required licenses.
The name of Volodymyr Baibarza is widely known in the Ukrainian corporate community, as is Sergiy Tyurin and his practice, Sergiy Tyurin & Partners, which is an established player in Ukraine.