Corporate Law
and M&A
The Firm's work prominently features preventing corporate conflicts and harmonizing corporate relations. Vertical provides its clients with comprehensive advice on all corporate law matters. We focus on corporate governance and ensure that all procedures are followed during acquisitions and divestitures. Additionally, we offer consultations on business restructuring and provide support for M&A transactions.
Our exceptional expertise and in-depth knowledge of market trends enable us to stay ahead of the curve and effectively handle situations of any complexity, including those involving corporate conflicts, bankruptcies, and criminal law risks.
Services
- Developing an effective business management system, as well as organizing and reorganizing the company's structure, business operations, and assets; optimizing corporate governance
- Legal support for transactions involving shares or stakes at all stages (M&A transactions), including the development of corporate governance processes for post-M&A integration
- Due diligence, sanctions and antitrust compliance
- Providing advice on all aspects of shareholder relations
- Representing clients in court Participating in resolving corporate conflicts
Project experience
- Provided legal support for a transaction involving the purchase of shares in a manufacturer of construction materials. We have developed and implemented a transaction structure for shares in holding companies located in Russia and abroad.
- Assisted in a complex M&A transaction involving a group of companies. This transaction resolved a corporate conflict between the co-owners of a leading car holding company in the Northwestern Federal District. The transaction involved the purchase of the stakes in group companies held by the Firm's clients. It also resolved disputes over a significant number of assets and legal matters.
- Supported an M&A transaction as part of a settlement agreement in a major corporate conflict over mineral raw materials assets worth RUB 19 billion.
- Conducted due diligence for a leading Russian baking goods manufacturer in connection with a potential buyout, focusing on identifying management liability risks. The transaction value tallied over RUB 1 billion.
- Provided full-service support for the credit-financed acquisition of dietary supplement and food additive manufacturing group. We created an optimal structure for the transaction that balanced stakeholder interests while maintaining the existing ownership shares.
- Provided comprehensive support for structuring the Russian operations of a major European publishing group, addressing corporate, labor, migration, and sanctions issues, and intangible asset transfers. We created an exit strategy for the client's withdrawal from the Russian market.
- Provided full-service support for an investment and equity acquisition in a clothing manufacturer. As a minority shareholder, the client retained decision-making rights for key company operations.
- Represented international medical companies in the acquisition of a chain of Russian healthcare centers worth over RUB 15 billion. The agreement involved transferring rights to healthcare facilities that are part of the MHI system. It also addressed antitrust issues.
- Represented a shareholder of a major holding company that included a bank, production companies, and retail real estate, involved in an M&A transaction complicated by multiple criminal cases, a corporate conflict, and a cross-border ownership structure. The value of assets tallied over RUB 10 billion.
- Represented the shareholders of a developer in a major M&A transaction. The deal involved the transfer of rights to shopping malls and investment projects worth RUB 5 billion. We ensured corporate conflict resolution, secured settlement agreements in bankruptcy proceedings, and provided criminal law support for transactions.
- Represented the shareholder of an industrial corporation in an M&A transaction. The transaction involved transferring rights to subsidiaries, production facilities, a complex escrow payment system, managing criminal law risks, and resolving bankruptcy proceedings. The total asset value of the transaction tallied over RUB 30 billion.
