Projects

M&A SUPPORT
1C Entertainment group (new name – Fulqrum), incorporated in Warsaw, together with its European subsidiary studios is the developer and publisher of more than 100 video games, including such world-famous titles as “IL-2” and “Men of War”.  KIAP accompanied the sellers at all stages of the transaction, including: negotiations on the terms of the deal (multi-hour rounds of negotiat...
KIAP represented Philipp Ilyin-Adaev, founder of Banki.ru – the largest information and analytical financial web-resource and financial supermarket on the Russian segment of the Internet. The scope of KIAP’s work included: cooperation with the buyer’s lawyers on structuring the transaction; working on the transaction documents to ensure that the most favorable terms for the share sale wer...
Consulting in the field of antimonopoly legislation
The largest retail chain represented in more than 50 regions of Russia contacted KIAP with a request to audit the company’s activities for compliance with antimonopoly legislation. The primary goal of the project was to identify all processes that entail antimonopoly risks, the “holders” of these processes within the company, as well as their relationship. The task was complicated d...
The client contacted KIAP with a request to audit the applied business practices for compliance with antimonopoly legislation and the Federal Law “On the Fundamentals of State Regulation of Trade Activities in the Russian Federation” (“Trade Law”). In particular, they were interested in issues related to the procedure for calculating the threshold amount of remuneration paid by suppliers to re...
Consulting in the field of commercial law
As the leading legal consultant to the airline, the KIAP law office was involved in supporting all projects related to the client’s current activities in Russia, as well as the transportation of Russian citizens and Russian cargo on flights around the world. Taking into account the industry’s nature, KIAP employees provided the client with legal support in various areas including the fol...
After an online game developer had a conflict with one of the Russian players because of cheating (using flaws in computer code to gain advantages in the game), the company contacted KIAP with a request to evaluate the current user agreement governed by the law of the EU and the Republic of Cyprus on the subject of its compliance with mandatory regulations of Russian law and assess the risk en...
 156 22 March 2024 Commercial Practice Julia Paushkina
Consulting in the field of labour law
As the leading legal consultant to the largest international air carrier, KIAP's labour practice provided the full range of legal assistance for their Russian divisions. In particular, KIAP employees have done the following: developed the unified bonus policy applied by all representative offices in Russia; prepared conclusions on changes ...
 156 22 March 2024 Employment Julia Paushkina
An employer who had just entered the Russian market contacted KIAP with a request to formalize an employment relationship with one of the top managers who performs a significant part of their work duties on business trips or from home, and also to analyse issues related to the proper registration of their trips, reimbursement of expenses for them, assessment of KPIs and payment of bonuses for ...
 158 22 March 2024 Employment Julia Paushkina
Maritime Law Advisory Services
A vessel insured by a Russian company was driven ashore as a result of extreme weather. A general average was declared. The vessel was further declared a structural failure. The Insured claimed all costs related to evacuation of the crew and provided a notice of possible pollution and removal of the wreck to the P&I insurer. The insurance company refused to pay and filed a claim to ...
 157 22 March 2024 Maritime Law
There was a fire on the vessel during the sea transportation of vehicles. As a result, some vehicles were lost, other were significantly damaged. The risk of vehicle loss and damage was insured by the client of KIAP Law Firm. As a result of lengthy negotiations, the insurer paid the indemnity and engaged KIAP Law Firm to assess the prospects of subrogation. The situation was complicated...
 154 22 March 2024 Maritime Law
BUSINESS STRUCTURING AND RESTRUCTURING
A global logistics group operating in the air, sea and road freight segments has acquired one of the largest freight forwarders and 3PL operators in the world. The consolidation at the global holding level triggered the integration of the Russian branches of these groups. KIAP corporate team developed options for restructuring of the companies. This required: analyzing the current corpor...
The client was an international group of companies providing engineering, procurement and construction services to various industry sectors. During the first stage, the client decided to change the ownership and management structure of its Russian subsidiaries. KIAP’s corporate team developed and conducted legal analysis of the implications of various options for such restructuring, taking...
Disputes with antimonopoly authorities
For several years, KIAP employees represented the Client’s interests in a series of proceedings with the Irkutsk Office of FAS in cases of antimonopoly violation and administrative liability, which were considered in various instances including the internal appeal of the FAS and the Constitutional Court of the Russian Federation. The process deserves attention due to the fact that w...
KIAP lawyers represented the interests of the retailer in a series of odious cases of antimonopoly violation and administrative liability for creating discriminatory conditions for suppliers of fish and fish products. In fact, this is the first case of the Russian FAS in relation to the Trade Law, which was new at the time of its initiation and with which the antimonopoly authority ...
Support
The head office of a pharmaceutical company contacted KIAP with a request to provide assistance in terminating contracts with counterparties in connection with the decision to close the Russian branch. The difficulty was that some counterparties, in particular the servicing bank, delayed the termination procedure requiring that the parent company provide a number of properly legalized document...
KIAP employees carried out a compliance audit of one of the leading developers in Russia, with which a European corporation intended to implement a joint investment project. In particular, the developer’s beneficiaries and their presence on the sanctions lists were subject to verification; anti-corruption and ethical standards and practices for their application; risks of the confli...
Labour disputes
The employee was absent from the workplace for more than two months, and brought a sick leave certificate opened in one regional hospital to confirm the validity of his absence. The employer doubted the validity of the sick leave and contacted KIAP with a request to assess the prospects for dismissing the employee for absenteeism and to support a legal dispute arising from dismissal on discipl...
 144 22 March 2024 Employment Julia Paushkina
The employer contacted KIAP with a request to terminate the employment contract with the middle manager based on the results of the probationary period. Due to the fact that the company did not have clear criteria to make an unambiguous conclusion whether the employee had passed the probationary period or not, KIAP lawyers were faced with the task of providing various types ...
One of the client's top managers was dismissed due to staff cuts. The dismissal was preceded by several incentive payments based on performance results. The amount received by the employee was significantly smaller than they expected. Having disagreed with the dismissal and non-payment of the bonus in the maximum possible amount, the employee applied to the court. The court ...
 128 22 March 2024 Employment Julia Paushkina
Pre-trial settlements
Advising the designated insurer, a largest Russian sea cargo carrier, on settling claims filed by foreign cargo owners due to damage of the cargo (motor vehicles). During the sea transportation of cargo on board a vessel owned by the client, the cargo was damaged as a result of extreme weather. Cargo owners filed a maritime claim, and the vessel was arrested in a foreign port. As a resu...
 151 22 March 2024 Maritime Law
KIAP Law Firm's client signed a forwarding agreement. There was a fire on the vessel during the sea transportation of dangerous goods owned by the client. As a result of the fire, the vessel and the cargo owned by other persons were damaged, and a general average was declared. The client's cargo also suffered significant damage. The shipowner and the forwarder initiated a separate investigatio...
 151 22 March 2024 Maritime Law
CORPORATE FINANCE AND SECURITIES
One of the world's DIY-retailers has opened a credit line in a systemically important Russian bank. KIAP team accompanied the client when choosing a strategy for interaction with the bank on the settlement of obligations under the credit line. In particular, the consequences of debiting/early repayment of the loan were assessed. The project was complicated by the targeted nature of the ...
Client’s business, which specializes in retail lending, was not oriented towards commercial lending. As a result, KIAP was required to prepare draft financial documentation for target lending, in particular: • loan agreement; • share pledge agreement; • surety agreement; • an agreement on assignment of receivables under the loan, KIAP was also required to provide ongoin...
 293 8 February 2023 Corporate and M&A Roman Suslov
Litigation and arbitration
The vessel operated by the Client was insured with five insurance companies under Clauses of the Institute of London Insurers. During berthing at a foreign port, it was discovered that the main engine is damaged. Based on the expert opinion, the leading insurer recognized the event as a loss event and paid compensation. All insurers paid their shares of the loss except one Russian company, whi...
 172 22 March 2024 Maritime Law
A vessel insured by a Russian company was driven ashore as a result of extreme weather. A general average was declared. The vessel was further declared a structural failure. The Insured claimed all costs related to evacuation of the crew and provided a notice of possible pollution and removal of the wreck to the P&I insurer. The insurance company refused to pay and filed a claim to ...
 142 22 March 2024 Maritime Law
CORPORATE CONSULTING AND CORPORATE GOVERNANCE
KIAP conducted an on-site inspection of the contract management and "compliance" system to identify risks of improper contract performance with the operator of one of the production sharing agreements. This project is systemically important because, among other things, it generates substantial tax revenues for the regional and federal budgets, as well as providing jobs, including for the local ...
For several years, our team has been successfully supporting the client in corporate consulting and development of relationships with business partners. In particular, our experts take part in structuring the management systems of various joint ventures, incentive programs for the management of such companies, and developing option agreements with employees.  In this regard, on...
CORPORATE DISPUTES
A corporate conflict had been ongoing for a long time between a Forbes-rated client and its former business partner. Both parties brought claims against each other before the courts in the Russian Federation and in other countries connected with the place of business. The claims were of a bankruptcy, corporate and civil nature. Despite their diverse nature, they all aimed to obtain or retain co...
A corporate conflict between beneficiaries at the holding company level unfolded in an international precious metals mining group. During the conflict, the Russian companies of the group received conflicting demands regarding the convening of meetings of members and shareholders. The team represented the client in a case challenging adoption of amendments to the charter of one of the gro...
KIAP corporate team represented an investment holding company managing a number of enterprises in the CIS region in a corporate conflict with a minority shareholder of one of the joint ventures. KIAP lawyers faced the task of protecting the client's interests during the corporate conflict, which arose due to irresolvable contradictions in the shareholders' vision of the future activitie...
 89 25 April 2024 Corporate and M&A