Corporate law

TOGETHER WE WILL MAKE THE IMPOSSIBLE POSSIBLE

Proposals regarding provision of legal services of preventive protection and protection from hostile enterprises takeovers

Due Diligence;
Analysis of local legal acts of an enterprise;
Assistance of legally significant actions of governing bodies of an enterprise;
Development of optimal scheme of enterprise operation (corporatisation, structuring);
Elimination of revealed violations (by justice method with the help of alteration, by means of adjustment and systematization of internal documents);
Legalization of enterprise’s governing bodies decisions;
Analysis of operation and reliability of the registrar who conducts the register system of the inscribed securities owners of emitter;
Assistance of the assignation of the register system of the inscribed securities owners of emitter from one registrar to another;
Settling of matters in controversy with problem shareholders/participants, emitters, professional stock market participants;

Analytics:

Establishment of data regarding legal and natural persons who are organizing and implementing actions of hostile enterprise takeover;
Establishment of the main aim and/or goal of hostile enterprise takeover;
Development of complex strategy of enterprise’s protection from hostile takeover.

Judicial protection:

Legal assistance of existing judicial cases and initiation of necessary judicial proceedings with emitters, shareholders, professional stock market participants with possible involvement of state bodies and agencies as third persons;
Development of judicial protection line;
Realization of preventive judicial measures of ensuring, preventive measures etc.;
Judicial assistance of the proceeding of court decisions execution;
Protection of natural persons in case of criminal cases connected with hostile enterprise’s takeover opened against them;
Appealing of actions of officials and state bodies during requested inspection conducting.

Power line:

Initiating of criminal cases opening in case of crime commitment by the persons who conduct hostile enterprise’s takeover;
Initiating of inspections conducting regarding legality of the actions of persons who conduct hostile enterprise’s takeover;
Protection of private persons;
Protection of hostile takeover objects, property, enterprise’s management, enterprise’s shareholders, third parties who participate in the case.

Judicial protection:

Enterprises, shareholders during takeover;
Agreements which are concluded by the enterprise, shareholders, professional stock market participants;
Enterprise’s management.

Protection of the register system of inscribed securities owners against illegal overtake:

Judicial assistance of the register system of inscribed securities owners of emitter transfer from one registrar to another;
Acquisition of control over the register system of inscribed securities owners of emitter in case control has been lost;
Acknowledgement of the register system of inscribed securities owners of emitter is being lost (in case of grounds availability);
Renewal of the register system of inscribed securities owners of emitter in case it had been acknowledged as lost one;
Challenging against illegal amendments in the register system of inscribed securities owners of emitter;
Initiating of emitter’s stocks turnover and clearing termination (in case of need).

Organization, conducting and control of general meetings of shareholders:

Organization and conducting of general meetings of shareholders;
Control of general shareholders’ meeting conduction with possible involvement of employees of the Securities and Stock Market State Commission.

PR-protection:

Relation with state bodies:

With subject committees of the Verkhovna Rada of Ukraine;
Ministry of Justice of Ukraine;
Ministry of Home Affairs of Ukraine;
Securities and Stock Market State Commission;
Inter-departmental Committee of counter-acting to illegal acquisition and takeover of enterprises;
Prosecutor General's Office of Ukraine.

Mediation:

Investment: