CORPORATE LAW

Verkhovodko & Partners rightly holds one of the leading places in the Republic Belarus for advising on corporate law.

We use all our knowledge about many matters which have to be taken into consideration in the process of establishing new legal entities, mergers and acquisitions.

Our company covers the full scope of corporate law services including establishing new legal entities and their reorganization, mergers and acquisitions, capital restructuring, partnerships and liquidation. Our lawyers take into consideration all the client’s wishes concerning the types of activity, shareholders rights, employment relations and all other aspects.

We also advise our clients on their daily activities, including drafting and revising numerous legal documents such as contracts, bylaws, internal policies and compliance.

The firm also renders consultancy and other services, including but not limited to, during the change of shareholders, general meeting of shareholders, dispute-settlements arising in connection with holding shares in companies, etc. 

With our assistance the clients receive the possibility to most efficiently manage their companies, effectively structure their businesses in order to sale, attract investments and loans and minimize all kinds of risks.

Verkhovodko & Partners has unique experience of representing the clients’ interests in economic courts while settling disputes between founders or shareholders.

We provide a comprehensive set of legal services with respect to corporate matters, including, but not limited to:

  • advising on all types of corporate issues in different economic sectors;
  • legal support with respect to establishment, reorganization, winding up of companies, including the ones with foreign shares, holdings, unions, associations and alliances;
  • legal supervision of mergers and acquisitions, divestitures, including the ones triggering multiple jurisdictions, conducting legal due diligence considering the national peculiarities of antitrust and fair competition, tax, currency laws and regulations;
  • drafting and legal supervision of the performance of shareholders agreements, which determine rules and procedures for business operation and management, preparing and supervising the consummation of transactions involving securities (shares, assets, property), drafting options agreements;
  • legal supervision with respect to summoning, conducting and recording meetings of the company's management bodies, changing the share capital and amending the founding documents of the company, operation and proper functioning of the corporate bodies;
  • legal support on corporate restructuring of group of companies in order to efficiently and effectively optimize business, preparing for and supervising the initial public offering;
  • developing strategies and protection measures against takeovers. 

Projects:

  • Belstankoinstrument Holding Company - legal support on establishing Belstankoinstrument Holding company in Belarus, engaging more than 16 enterprises of the industry in question, headed by MZOR JSC (as a managing company) and involving more than 9000 employees, legal assistance with respect to commercial activities of the holding;
  • Belarusian Jewelry Holding Company — legal supervision of the establishment of a jewelry holding company in the Republic of Belarus, engaging all enterprises in which state has a share (producers of jewelry, precious stones and metals, state jewelry retail chain);
  • Tetra Pak Services GmbH — advising the representative office on various corporate issues;
  • A joint venture (owner of an oil pipeline terminal at Belarusian-Polish border) — conducting a legal due diligence regarding the establishment and operation, preparing the transaction plan for the sale of the company triggering multiple jurisdictions, comprehensive legal advice on corporate and other issues;
  • International Automobile Holding «Atlant-М» (Belarus, Russia, Ukraine), official dealer of Volkswagen, Skoda, Mazda, Opel, Ford, Chevrolet, Cadillac, Land Rover, KIA, Renault and others — legal assistance with respect to M&A projects and transactions;
  • ETIHAD — assisting one of the largest international airline in opening a representative office in the Republic of Belarus;
  • International Automobile Dealers Association (Belarusian Automobile Association) — legal support with respect to the establishment of the association, advising on corporate and other related matters.

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