Expertise/Contract Law

Service

Systematic Contract Management

Standard contract forms and rules for working with them are introduced in the company: who approves the terms, who signs and which issues staff resolve themselves, without a lawyer.

We are most often instructed by:

  • Companies where contracts are prepared by departmental staff
  • Companies without standard contract forms
  • Companies that need to update their existing forms

The information on this website is provided for information purposes only and does not constitute a public offer.

What the Service Includes

Timing and Fees
–timing on request
from ₽fee on request

Timing and fees are indicative and are confirmed when the engagement is agreed.

01 / Overview
Contract management

Standard-form contracts are developed with regard to how the company concludes and performs transactions. The types of operations, the procedures for payment, delivery and acceptance, the division of responsibilities between departments and the terms usually discussed with counterparties are all relevant.

Rules are set for using the forms: which version to choose, what information to enter and which terms staff may change on their own. A separate procedure is established for dealing with a counterparty's contract and the amendments it proposes.

The approval procedure links the work of the departments: who checks the commercial terms, who assesses payments and deadlines, who considers the legal risks and who decides on disputed provisions. The approved version must be kept unchanged until signing, and any changes made after approval are reviewed again.

Signing authority is checked separately from the internal approval of the contract: the basis and scope of the authority, the validity periods of powers of attorney and any limits imposed are taken into account.

For the performance stage, it is determined who records breaches and at what point the matter is passed to a lawyer for pre-trial claim handling.

02 / Outcome
Service Outcome
  • Standard-form contractsA set of forms tailored to the company's processes, with rules for completing them and changing terms.
  • Contract management regulationsDocuments setting out who is involved, the sequence of approvals, the signing procedure and the steps to take when departing from the standard form.
  • Authority and powers of attorneyPowers of attorney, reviewed and aligned with the division of responsibilities, with defined limits of authority and validity periods.
  • Recording and storageA single contract register, rules for maintaining it and storing documents, and procedures for monitoring deadlines and notifying responsible staff.
  • BriefingExplaining to staff the rules for working with the forms and the situations in which a lawyer should be consulted.

The outcome of the service is the work performed within the scope agreed with the client.

03 / Projects
Selected Projects
01 / 05

Joint activity

Distribution partnership between English, Kazakh and Chinese companies

Challenge

English, Kazakh and Chinese companies were forming a partnership for joint activity in distribution. The relationship between the participants was worked out under the law of England and Wales.

What was done

The arrangements for conducting the joint activity, the distribution of economic results, decision-making and changes in the membership of the partnership were worked out. The work included participation in drafting and negotiating the documents, taking into account the interests of participants from three jurisdictions.

Financing structure

Co-investor obligations and security in a grain elevator construction project

Challenge

Funds from several co-investors were being raised to build a grain elevator. Their obligations had to be combined into a single financing structure.

What was done

A comprehensive structure was developed combining the investors' obligations with security and option mechanisms. The procedure for providing funds, the interrelationship between the individual elements of the transaction and the terms defining the parties' rights under different project implementation scenarios were agreed.

Cross-border transaction

Contractual relationship between Russian and Kazakh companies under the law of England and Wales

Challenge

A Russian and a Kazakh company were entering into a transaction whose documents were governed by the law of England and Wales.

What was done

The work included advice on the structure of the contractual relationship and participation in drafting and negotiating the terms of the transaction. Specific issues were worked out in the light of the chosen governing law and the involvement of parties from different jurisdictions.

Foreign trade contract

Negotiating a Chinese-law contract for the supply of production equipment

Challenge

Participation in advising the Russian party on a transaction for the supply of production equipment governed by Chinese law. Advisers from China were engaged on matters of Chinese law.

What was done

The terms of the contract were negotiated, and specific issues relating to the Russian and Chinese parts of the transaction were coordinated. The comments of the Chinese advisers were taken into account in working out the contractual terms and the final version of the documents.

Contract review

Pre-signing review of contracts for the international sale of goods

Challenge

A Chinese company required a legal review of contracts for the international sale of goods between China and Russia. Such contracts carry risks of inconsistency in the governing law, delivery terms and dispute resolution mechanisms.

What was done

The review covered the governing law, delivery terms (Incoterms), the dispute resolution procedure and the currency and tax aspects of the contracts. The risks identified were eliminated before signing.

04 / Questions
Frequently Asked Questions

A review makes it possible to determine whether the existing forms comply with the law and reflect the company's actual processes. Changes may be needed when new sales channels, payment methods, categories of counterparties or ways of performing obligations are introduced.

The practice of using the forms is also assessed: which versions are used, which terms are regularly changed and how amendments are approved. Recurring changes may indicate a need to update a form or prepare a separate version for a particular type of transaction.

The scope of work depends on the number and variety of transactions, the existing forms and the approval procedure. With a small number of transactions, a few standard-form contracts and brief rules for their use may be sufficient.

Staff of the departments that prepare and handle transactions: sales, procurement, finance. They provide the existing forms and explain how terms are agreed, documents are executed and obligations are performed.

An hourly rate, a fixed fee or a combined model is used; in some cases part of the fee depends on the outcome achieved. The fee is determined by the time actually spent, the complexity of the matter and the overall timeframe of the project, and is agreed before work begins.

Key Contacts
Deni Murdalov Deni Murdalov Partner, PhD (Law), LL.M. Ilya Smirnov Ilya Smirnov Partner

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Other Services in This Practice
Concluding, Amending and Terminating Contracts Foreign Trade Contracts Commercial Models and Contract Structuring Contract Management on Retainer Sanctions Compliance Licensing Trade Secrets and Confidentiality Documents and Consultations

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