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Foreign investors’ exit from Russian assets. 2022‑23 outcomes
02 / 03 10:30 msk
We are pleased to invite you to a webinar where we will discuss foreign investors’ exit from Russian assets including specifics of (i) obtaining regulatory approvals and (ii) executing sale and purchase transactions.
- Approvals in line with «countersanction» Decrees of the Russian President
- When is consent required for a transaction and what documents should be submitted to the regulator?
- Exceptions for «friendly» control and CFC: do they work in practice?
- Role of the relevant ministries and departments.
- Approval terms: discount on the market price, contribution to the federal budget / installment payment, KPI for the new business owner as terms for exiting Russian assets
- Special permission of the Russian President under Decree No. 520: is there a procedure in place and what nuances can arise?
- Approval of transaction with FAS Russia under current conditions:
- How do the approval of transactions under Federal Law «On the Protection of Competition» and other approvals with regulators compare?
- Are the approaches outlined in FAS Presidium Clarifications No. 19 relevant?
- New legislation on strategic investments (160-FZ and 57-FZ) — what will change in 2023:
- Clarifications on «quasi-strategists»;
- Tightening or specification of requirements?
- What amendments to the law are still in the works and should they be expected in the near future?
- Brief overview of the current court practice.
Registration of sale and purchase transactions in relation to Russian assets of foreign investors
- Specifics of due diligence in respect of assets sold by foreign investors; scope of disclosed documents
- Approaches to purchase price adjustments
- Procedure of the purchase price payment
- Use of foreign banks for paying the purchase price
- Use of Russian banks for paying the purchase price
- Transactions funding by buyers; key features
- Assurances on the circumstances of the seller; does it make sense for the buyer to require a large scope of assurances on the circumstances? The role of sanctions related assurances on the circumstances of the buyer
- Composition of the seller’s obligations to compensate the buyer’s property losses; does it make sense to require a large scope of such assurances?
- Specifics of limiting the seller’s liability under the sales contract; what differs from transactions carried out before 24 February 2022
- Seller’s call options: terms and prevalence
- Authority to resolve disputes arising from sales contracts
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