Banking transactions and financial projects
Law and Patent Firm «Grischenko and Partners» has long experience in provision of legal services to domestic banks and international financial institutions such as the European Bank for Reconstruction and Development, the International Finance Corporation, the Black Sea Trade and Development Bank and others, in connection with the implementation of various projects in the private sector of the national economy.
The main constituents of our legal services in the field of finance and banking:
- Structuring of agreements involving several (including Ukraine) jurisdictions;
- Representation of creditors, borrowers and other participants in complex financial agreements;
- Advising on Ukrainian law at all stages of financial project (development and analysis of the loan agreement or agreements for the production and circulation of bonds, development of loan agreement project and other agreements and instruments of the loan agreement enforcement, the analysis of standard financial agreements drawn up by the rights of other (the most often English) jurisdictions for compliance with mandatory provisions of Ukrainian law);
- Conducting of due diligence of borrower, receipt and control of documents required to implement appropriate fiscal stages of the project;
- Preparation of legal opinion in accordance with universally recognized international standards for financial projects on general or specific legal aspects of the project;
- Development and implementation of various financial instruments taking into account the positions of several jurisdictions and customer requirements;
- Provision of legal services in connection with the debt restructuring;
- Provision of a full range of legal services concerning mergers and acquisitions in the banking and financial sectors, including the comprehensive legal review (due diligence).
Our lawyers have extensive experience in contractual, legal and advising provision of financial projects with the participation of Ukrainian and foreign banks. In this regard, in particular, it is worth noting:
- Legal support and representation of foreign banks (City Group Global Markets Limited, HSBC Bank PLC, JP Morgan Securities Ltd., Renaissance Capital) in connection with the issuance of Eurobonds by domestic emitents (commercial bank and transnational iron and steel company);
- Legal support and representation of the bank «Société Générale» on the acquisition of Joint Stock Commercial Bank for Social Development "Ukrsotsbank";
- Legal support and representation of foreign banks (Standard Bank Plc, BayernLB, UniCredit Markets & Investment Banking, Raiffeisen Zentralbank Osterreich Aktiengeellschaft, Commerzbank International SA) in connection with the extension of syndicated loan to the number of Ukrainian commercial banks;
- Legal support and representation of Sberbank of Russia in connection with the loan extension for the company of the DTEK group up to USD 500 000 000 (in roubles equivalent) for five years;
- Legal support and representation of the European Bank for Reconstruction and Development (EBRD) in connection with the implementation of several projects in the long-term cooperation between the EBRD and «Concern Galnaftogaz», particularly regarding the entry of EBRD to the joint-stock capital of «Concern Galnaftogaz» in the amount of USD 50 000 000;
- Restructuring of the portion of debts of NJSC Naftogaz Ukrayiny under the loan agreement with Credit Swiss in the amount of USD 550 million. The total amount of all the debts was over USD 1.5 billion (representation of the lender);
- Legal representation of EBRD in respect of its loan to Kyivatlantic (bankruptcy of the borrower);
- Legal advising and conducting limited due diligence of the borrower, rendering legal opinion of EBRD in respect of its loan to Dnipropetrovsk Oil Extraction Plant;
- Complex due diligence investigation for CreditpromBank in respect of forthcoming issuance of Eurobonds;
- Legal analysis of the business performance of LLC «TIS – Minudobreniya» for the CJSC «Rosenergobank» to decide whether to make available or refuse a loan;
- Legal support conclusion granting and securing loans to OJSC “Concern Galnaftogaz“ from the Black Sea Trade and Development Bank;
- Conduct of a due diligence investigation of CJSC «Renome Insurance Company» for the VTB Bank to decide whether to make or refuse the purchase.
Law and Patent Firm «Grischenko and Partners» has a considerable experience in the field of representation of domestic and foreign banks as participants in litigation and arbitration proceedings. Thus, among the disputes involving banks and financial institutions, representation of which was provided by lawyers of the firm judicial practice, it should be noted:
- case involving the claim of Universal Bank PJSC on debt collection from the guarantor under the credit agreement;
- case involving the claim of Nadra Bank PJSC to the client on debt collection under the credit agreement and the counterclaim under the credit agreement and the counterclaim of the customer on recognition of the concluded Supplementary Agreement to the Loan Agreement on debt restructuring;
- provision of legal services in disputes with debtors of «Baltic International Bank» in Ukraine;
- representation of the insurance company «UNIQA» in a great number of court cases related to insurance issues.
Dr. Sergey A. Voitovich
The Honoured Lawyer of Ukraine.
Dr. Voitovich has extensive experience in financial transactions, including transactions in Ukraine’s financial institutions sector. He has been involved in financing for the European Bank for Reconstruction and Development, as well as major foreign corporations and international financial institutions.
Dr. Voitovich has frequently represented a syndicate of leading international banks and investment banks as to their lending and investment operations in Ukraine. He was involved in conducting and managing a lot of due diligence reviews.
- Providing legal advice in the matters with regard to the granting the loan against state guaranties;
- Legal support agreements granting and securing loans to OJSC «Concern Galnaftogaz» from the International Finance Corporation (IFC) and the European Bank for Reconstruction and Development (EBRD) totaling $ 200 Million (acting for the Lenders);
- Represented Ukrainian telecommunication company Ukrtelecom in relation to the purchase of shares of another Ukrainian telecommunication company UTEL and obtaining secured loans from Aval Bank and Pravex Bank of Ukraine;
- Legal support long-term investment, totaling $ 50 Million, by an international financial organization to OJSC «Concern Galnaftogaz» by way of share purchase;
- Represented EBRD in more than a dozen of loan transactions in Ukraine from the mid-1990s;
- Represented the Black Sea Trade and Development Bank and Nissho Iwai Corp. in several transactions in Ukraine.
Mr. Poliakov qualified in finance, commercial law, with about 15 years experience in providing legal advice in merger and acquisition transactions including drafting of due diligence memorandums, financial transactions, including debt restructuring.
- Representing the major international investment corporation in its investment activity in Ukraine including opening of accounts in cash and securities with Ukrainian banks, concluding transactions on purchase and sale of securities in Ukraine, etc.;
- Providing legal advice regarding collateral agreements (pledge agreements, guaranties, pledged property registration with the state registers, etc.);
- Providing legal advice in the processes of preparation for granting of the syndicated loans to Ukrainian banks and EBRD loans to Ukrainian companies;
- Providing legal advice in the matter of the land plots acquisition by non-residents, advising in the matter of obtaining of the Cabinet of Ministers approval of the land plot acquisition by a non-resident;
- Annual participation in the Doing Business project guided by World Bank and IFC: participation in filling in of the survey with respect to certain spheres of Ukrainian law.
Mr. Golub has over 15 years of work experience as a law practitioner. He specializes in advising on financial, banking, corporate law and representation of economic entities in the Antimonopoly Committee of Ukraine. He obtained the practical experience of legal support for securities dealer.
- Legal support of the project finance (including in the projects of the loans granting by the international financial institutions – EBRD, IFC): legal advice, preparation of the project documentation and security documents (including mortgages and sureties), registrations with the respective authorities;
- Providing legal advice and conducting the debt restructuring of the Ukrainian bank, concluding transactions on sale and purchase of securities, etc.
- Providing advice on Ukrainian securities and currency law regulations in view of purchase of the shares of the leading fuel retailer, reviewing the transaction documents.