Insights | Denuo

18 / 04 / 242:30pm msk

Life after the M&A boom: M&A market trends in Russia in 2023-2024

Denuo’s team leads Russia’s M&A for seventh consecutive year

For the seventh consecutive year, Denuo’s team has been recognised as the highest-ranked legal advisor in Russia for M&A deal count, according to Mergers.ru league tables.

03 / 04 / 2410:30am msk

Consequences of untrue representations and limitation of a seller’s liability in business sale transactions

Direct ban imposed on setoff of obligations owed to creditors and company shareholders from “unfriendly” states

State Duma adopts draft law on indexation of the thresholds for large and especially large damage for certain economic offences

Russian investors allowed to receive funds payable in respect of securities from Type C accounts

On 19 March 2024, the President of the Russian Federation signed Decree No. 198 “On additional temporary measures of economic nature related to the performance of obligations under certain securities”. Decree 198 establishes the procedure for receiving securities related payments owed to certain categories of holders from funds blocked in Type C accounts.

Disputes continue regarding the application of anti-suit injunctions and force majeure due to sanctions

Russian courts continue to consider disputes related to sanctions restrictions imposed by foreign states. In March 2024, further rulings were adopted which developed the existing practice of applying the provisions of article 248.1 of the Arbitrazh Procedure Code of the Russian Federation (exclusive jurisdiction of Russian courts), article 248.2 of the Arbitrazh Procedure Code of the Russian Federation (anti-suit injunction) and article 401 of the Civil Code of the Russian Federation (force majeure) in connection with the imposition of sanctions. Read further in our legal update.

Denuo assisted Yandex in its acquisition of eLama, an advertising technology platform

Thanks to the deal, Yandex is purchasing not only a technology platform, but an experienced team of eLama’s professionals who will contribute to the further development of the platform service.

Russian Government approves the list of economically significant organisations

In early September 2023, the Law on so-called “economically significant organisations” entered into force, which makes it possible to suspend, via a court procedure, the corporate rights of foreign holding companies in relation to ESOs and also offers an opportunity for ESOs’ beneficial owners to take direct ownership of the shares/participation interest in ESOs. Until recently, there was no list of ESOs approved by the Russian Government. However, on 4 March 2024, the Russian Government published the first version of such list which includes six Russian companies. For more details on the contents of such list and its consequences for ESOs, please read our latest legal update.

Denuo advises Samolet on bank acquisition in Russia

Denuo has advised Samolet, one of the largest proptech and real estate development corporations in Russia, on the acquisition of Russian commercial bank Sistema from a private owner. The bank had over RUB1 billion in equity capital at the time of its acquisition.