Law that
works for you

Three partners with different stakes, investment horizons and control expectations. The task was to structure governance and exit mechanics so that divergent interests on any key decision would not lead to corporate deadlock.

A multi-tiered system of reciprocal options with automatic triggers was designed: deterioration of financial performance, change in ownership structure, deadlock. Each scenario activates a pre-agreed mechanism. The structure is built for changed circumstances — and works precisely when they arise.

The task was to link compensation of fund managers and portfolio-company executives to actual fund performance, while preserving the key partners' control.

A three-tier design: phantom fund interests, conversion into actual portfolio-company stakes upon meeting targets, differentiated terms for senior partners. The programme excludes compensation for mere presence — each tier activates only on a verified financial result.

The client was selling four assets to a single buyer. Three sellers with differing legal ownership models: limited liability company interests, a balance-sheet property complex and a mixed structure. The deal turned on synchronised closing across all four assets.

A combined structure was designed: some assets transferred via share sales, others via transactions in the property complex. Coordination of parties, unified terms and simultaneous closing — across three different legal transfer regimes.

A shareholder exit from a business with a material asset base. The principal risk was post-closing corporate claims from the new owner or the company itself.

The transaction was structured with a full package of protections: representations and warranties, clear allocation of liability, and insurance against corporate-loss claims. The client's protection extends across the full post-exit period — not only to signing.

A Russian LLC whose sole shareholder was a foreign company from a sanctioned jurisdiction. The standard liquidation route was unavailable: clearance from the Government Commission on Foreign Investment was required.

Approval was obtained. The liquidation was carried through in full compliance with regulatory requirements — in conditions where most comparable processes remain frozen for an indefinite period.

A partnership wind-down with asset redistribution. A direct split would have produced a tax burden that eroded the exit economics for both sides — an alternative structure was required.

The transaction was restructured: each step received a legal characterisation permitting the optimal tax treatment within the law. Tax consequences were minimised while the balance of interests was fully preserved.