Office in St.Petersburg

The main directions of the Firm's Petersburg Office activities are transactions in the capital market, corporate services and litigation. In Petersburg, Liniya Prava provides legal services both to large international and Russian companies broadly represented in the region, and to those companies only beginning to penetrate the Russian market.

The Firm's specialists have got experience and knowledge in legislation and business management specific to the Northwest region, understanding of tendencies of economic development at both national and regional levels required to provide adequate informational and legal support to our clients in the course of their businesses running and developing.

Capital market transactions

Measured by the volume of the projects realized and by the competence level of its experts, Law Firm Liniya Prava is the recognized leader in the capital markets.
 
The St.-Petersburg Office specialists provide legal support to our clients at all stages of their business activities in matters associated with external financing, transactions in the capital markets, asset management, investments and divestments, improvement of equity control.
Legal support of securities transactions
• Preparation of documents and registration of securities issues by Russian issuers (including registration of share issues, reports on share issues)
• Preparation and carrying out of IPOs at Russian and foreign exchanges
• Support for admission of securities to trading by Russian and foreign organizers of trading
• Disclosure of information on the issuer in the securities market
Issuance of securities (issuance of shares, issuance of bonds)
 
Preparation of documents and support of the state registration with the FFMS, the Central Bank of the Russian Federation of:
 
• share issues placed at a joint-stock company creation
• additional share issues placed by means of public/private subscription, including prospectuses of securities
• additional share issues placed through distribution among shareholders of the joint-stock company
• share issues placed via conversion
• bond issues
• reports on results of securities issues
• amendments and (or) additions to the decision on issue (additional issue) of securities and (or) prospectus of the securities
• advices of changes in data of the securities issue or their issuer occurred after the state registration of the report on such securities issue (additional issue) results

Voluntary and mandatory offer. Compulsory buyout of securities

• Legal support and support for voluntary and mandatory offer procedure
• Legal support and support for compulsory buyout of securities procedure
 
Information disclosure by issuers of securities:
 
Preparation and disclosing of:

• quarterly reports
• statements of essential facts
• statements of data, which may provide essential impact on value of the securities
• lists of affiliated persons
 
Providing counsel in respect of information disclosure by joint-stock companies.
 
Registration of transactions with antimonopoly agencies:
• Soliciting permission (approval) of the RF FAS (or its territorial offices).
• Filing advice with the RF FAS (or its territorial offices).

Corporate practice

Law Firm Liniya Prava is one of the leading companies supporting transactions associated with mergers and acquisitions, the securities market and corporate development. Our experience has been highly appreciated by both Russian and foreign clients.

Along with the most favorable rates, the obvious competitive advantages of our company, as compared to other Russian law firms, include extensive hands-on M&A transactions experience. Liniya Prava lawyers directly participated in quite a lot of well-known projects in this area including both complex transactions involving reorganization, and M&A deals requiring no reorganization procedures.
 
Taking into consideration that implementation of practically any M&A transaction requires strict compliance with not only the civil and the corporate law, but the securities market legislation as well, our specialists are sure that Liniya Prava’s experience in the financial markets is of key importance for successful implementation of our client projects. Not only our lawyers regularly support projects involving issuance and circulation of securities, but they are continually participating in development of normative documents pertaining to legal regulation of the financial markets as well.

We have knowledge and experience, including that in the court of law, allowing us to offer top quality due diligence in respect of companies and their assets (comprehensive legal analysis and evaluation of companies, their business, and property). We provide recommendations on how to minimize or eliminate any revealed risks, and how to protect the acquired property. Our due diligence results provide the most valuable rationale for investment decisions.

Our Firm performs the following activities in the respective sectors of the economy:

Capital markets: the Firm provides counsel to Russian companies on the entire spectrum of issues, including deal structuring, document keeping, representation of the client interests in government agencies and soliciting the required permits and regulative documents.
Corporate issues: the Firm provides professional legal services supporting M&A transactions and corporate disputes.

Finance: we offer working out draft agreements used in banking (loan agreements, pledge agreements including mortgage, guarantee agreements, etc.). We have a significant experience in drafting subordinated credit (loan) agreements, legal analysis of the aforesaid agreements, and preparation of opinions in respect of subordinated loan agreements for the Bank of Russia in cases where the said agreements are governed by foreign law.

Real estate: our Firm offers due diligence in respect of the title to the land and other real property, revealing its risks, including legal review of land relations (lease relations existing in respect of the proposed construction site, or legitimacy of transferring the lease, filing the record of the title transfer with the Unified State Register of Title to Real Estate and Transactions Therewith).

Dispute Resolution

Law Firm Liniya Prava offers its St.-Petersburg clients legal support for any disputes at law in courts of general jurisdiction and arbitration courts of the Russian Federation.

Representation of the client interests in corporate disputes

• Representation in disputes concerning conclusion, amendment or termination of agreements, as well as their fulfillment, including issues associated with compulsion to make contract through judicial procedures (if so provided by the current legislation of the Russian Federation)
• Contest of decisions made by management bodies of economic companies (e.g. by general meetings of shareholders, by boards of directors)
• Disputes related to return of securities in connection with their illegal writing off
• Disputes arising between the client and the registrars
• Contest of large deals and interested-party transactions
• Disputes related to hostile takeover
• Disputes related to the state registration of legal entities (creation, reorganization)

Representation in disputes related to protection of the title and other proprietary interests

• Reclamation of property from another's illegal possession, including collection of the income received by the illegal holder during the period of holding another's property
• Recognition of the title to the property in the court of law
• Disputes, which are not related to dispossession of property (removing obstacles to use the property)
• Disputes with government agencies concerning registration of the title to real estate
• Disputes related to possession, use and disposal of real estate
• Disputes related to release of impounded client’s property and exception it from the levy of execution
• Appeal of the acts, actions (inactivity) by the bailiffs in the course of executory process concerning the client’s property
• Execution upon the mortgaged property

Tax consulting and arbitration

• Tax audit: revealing and assessment of tax consequences of transactions and investment projects, risks and tax potential, return of taxes paid in excess
• Legal opinion of actions and decisions by the tax authorities
• Conducting tax related cases in courts

Representation of the client interests in bankruptcy cases

Creditor Client:
• preparation and filing of any documents required to commence a bankruptcy suit against the debtor
• adding the client's claims to the register of creditor claims
• appeal of unlawful refusals in adding the client's claims to the register of creditor claims
• disputes associated with reclamation of property wrongfully included in the bankrupt's estate of the debtor
• disputes associated with reclamation of property belonging to the debtor
• appeal of actions by the bankruptcy commissioner in respect of participation in creditor meetings
• appeal of meeting results, contest of the debtor's transactions
• preparation of agreement on lawsuit

Debtor Client:
• disputes associated with adding creditor claims to the register of creditor in bankrupcy claims
• participation in preparation and carrying out the creditor meetings
• assistance to the bankruptcy commissioner in reclamation of the debtor property by contesting transactions executed by the debtor, as well as in collecting any third party debt to the debtor

Protection of other interests of the client in bankruptcy proceeding

Mediation

Providing counsel on the Russian law in foreign courts

• Legal examination of a conflict situation, providing advice on the problem solution, preparation of recommendations, preparation of opinions in respect of grounds for any legal action
• Analysis and generalization of judiciary practice, interpretation of precedent hearings in the court of law
• Providing counsel pertaining to application of law in judiciary practice
• Participation in the process of extrajudicial settlement between the parties of the conflict (mediation)

For more information please contact our St.-Petersburg Office:
Phone: +7 (812) 313-91-77, Fax: +7 (812) 313-91-78
Email: spb.lp@lp.ru