Activities of a professional consultant related to business restructuring support normally include the stages as follows:
- Analysis of the existing structure of a specific group of companies and relations between the companies within the group in terms of compliance with the effective legislation when incorporating and operating such companies
- Developing options for a new corporate structure of such group of companies ensuring attainment of the objectives set by the client
- Development of possible options for creation of a new corporate structure of the group endorsed by the client Drawing up a detailed restructuring schedule
- Legal support of specific activities envisaged in the restructuring schedule, including registration of incorporation, restructuring of legal entities, registration of securities issue, obtaining the requisite permits and approvals of antimonopoly and other government authorities including preparation of draft documents formalizing creation of an optimum group structure
The law firm Tua Gratia is ready to offer to its clients professional legal services at any stage of the business restructuring process.
Our lawyers have an extensive experience with projects of the kind, of which the following may be highlighted:
May 2007 - March 2008 - legal support
of restructuring of a major Russian
energy holding company through
spin-off of a number of companies
with simultaneous accession of a
part of such companies to target
companies and subsequent accession
of the said holding company to
another open joint stock company
March - December 2007 - legal support
of restructuring of a group of companies
engaged in broker activities at the
Russian market of metallurgy plants
products, including, specifically, establishment
of a holding company of
the group and contribution of shares
in other companies, real estate and
right of land plot lease towards payment
for the shares placed when the
holding company is being incorporated
July - December 2007 - development
of a chart and a scheme for restructuring
of a group of companies uniting
major machine building plants
and R&D organizations located within
the territory of Russia and the CIS
countries, envisaging, specifically, establishment
of Russian and foreign
holding and sub-holding companies
and payment for the shares placed
by such companies, in shares and
stakes in the charter capital of other
companies included into the group
June - July 2007 - support of restructuring
of a group of companies owning
a network of domestic services
enterprises located within the territory
of Moscow and the Moscow
region, envisaging incorporation of a
Russian holding company of the group
and contribution towards its charter
capital of stakes in the charter capital
of other companies in the group
February 2007 - providing consultancy
to the management of an international
oil & gas major with regard to issues
pertaining to potential legal remedies
against anticipated actions by a minority
shareholder of one of the client’s
subsidiaries (an open joint stock company)
seeking to counter the restructuring
procedure of the said subsidiary
in the form of its merger with
another open joint stock company
November 2005 - July 2006 - providing
consultancy to the management
of a major Russian mining and metallurgy
holding on the issues pertaining
to potential legal remedies against
the actions of a minority shareholder
of several subsidiaries of the client
seeking to counter the procedure
of these companies’ restructuring
in the form of their accession
to another subsidiary of the client
June - July 2005 - providing consultancy
to the management of a major
Russian metal trading holding on the
issues regarding optimization of the
contractual relations framework between
the companies of the group
and incorporation of a consolidated
holding structure for proposed further
placement of the parent company
stock at a stock exchange.
