logo-image

Asters has one of the best track-records in the country in transactional, corporate governance, and other corporate work. We deal with M&A, governance, finance, reorganization, and liquidation, as well as other corporate issues. We help our clients establish their presence in Ukraine, incorporate new entities, and restructure existing entities, draft charters, by-laws and other corporate documents as well as shareholder agreements and other arrangements. We offer our clients a full package of services on structuring and implementing transactions, including due diligence, tax planning, currency regulation, merger clearance, negotiation, and the drafting of contracts and other transaction documents.

We assist in the preparation for general meetings of shareholders, protecting and enforcing their rights, representing clients in corporate conflicts and in shareholder litigation. On the regulatory side, we advise our clients on various corporate-related registrations, filings, disclosures, listings, securities, and other compliance matters. Asters professionals are also highly skilled in providing legal advice in such related areas as general commercial law, labour, regulatory, IP, data protection, anti-corruption, white-collar crime, and tax law.

Firm Recognition:

  • Highly rated for M&A, IFLR1000 2018
  • Highly rated firm in corporate / M&A, Chambers Global 2017
  • Highly recommended firm in corporate / M&A, Chambers Europe 2017
  • Tier 1 firm for corporate / M&A, Legal 500: EMEA 2017
  • One of the leading firms in corporate / M&A, Ukrainian Law Firms 2017. A Handbook for Foreign Clients
  • Law Firm of the Year in M&A, Legal Awards 2013
  • Best M&A Firm in Ukraine, World Finance Legal Award 2011
Representative experience:

We regularly advise major companies from various industries on corporate and M&A matters, including the following:

  • Telenor in connection with its 23.8 billion USD transaction with Alfa Group of Russia involving the merger of assets between the Russian mobile telecom operator VimpelCom (the Beeline brand) and the leading Ukrainian mobile telecom operator Kyivstar G.S.M. in the newly formed VimpelCom Ltd. listed on the New York Stock Exchange. Our work included the structuring and documentation of the Ukrainian part of the transaction, and obtaining merger clearance for the transaction from the Ukrainian competition authority;

  • Coca-Cola Ukraine Limited and Coca-Cola European Union Group in connection with the 11 million USD acquisition of CJSC BAN (Zaporizhzhya non-alcoholic beverages plant), including the due diligence of the companies, structuring and documenting the transaction, and obtaining regulatory approval;

  • ED & F Man Holdings, a major global supplier of food, feeds, and biofuels, in connection with the acquisition of sugar production facilities in Ukraine, including the due diligence of Ukrainian companies, structuring and documenting the deal, as well as dealing with its corporate, antitrust, employment, and tax aspects;

  • Swedbank, a leading Nordic-Baltic banking group, in connection with its 735 million USD acquisition of TAS-Kommerzbank, the merger of its Ukrainian subsidiaries JSC Swedbank and JSC Swedbank Invest, and the establishment of Swedbank Finance - the first bank holding group in Ukraine;

  • Severstal-Metiz in connection with its 16 million USD acquisition of 34.6 percent of shares in OJSC Dniprometiz, Ukraine's largest metal products producer, from TAS group;

  • CEZ Group, the biggest Czech electricity producer and power distributor, on various issues of Ukrainian corporate law in connection with setting up a subsidiary company in Ukraine;

  • Ecolab, the world's leading provider of cleaning, food safety and health protection products and services for the hospitality, food-service, healthcare and industrial markets, on corporate governance matters in connection with implementing the intra-group restructuring for the Ecolab grouEcolab, the world's leading provider of cleaning, food safety and health protection products and services for the hospitality, food-service, healthcare and industrial markets, on corporate governance matters in connection with implementing the intra-group restructuring for the Ecolab group of companies including its subsidiary in Ukraine;p of companies including its subsidiary in Ukraine;

  • Mitsubishi Corporation on various aspects of Ukrainian corporate, contract, and customs law issues in connection with distribution agreements;

  • News Corp., one of the world's largest media companies, on a large variety of corporate and commercial law issues in connection with setting up a subsidiary in Ukraine;

  • Visa, a global payments technology company, regarding the tax implications of Ukrainian employees' insurance and optimal tax structures for the transfer of assets from the company's Ukrainian representative office to its newly established Ukrainian subsidiary;

  • Philip Morris Ukraine on various issues of Ukrainian corporate, contract, labour, and employment law, as well as on advertising, and competition issues.

Featured services:

Corporate:

  • company formation;
  • charters, by-laws, shareholder agreements;
  • securities issuance, (de)registration, redemption and reporting;
  • disclosure and listing compliance;
  • corporate governance;
  • directors liabilities;
  • general commercial;
  • corporate restructuring and insolvency;
  • general meetings of shareholders;
  • shareholders' rights protection;
  • corporate disputes and shareholder litigation;
  • business dissolution.


M&A:

  • public and private M&A;
  • complex negotiations;
  • legal due diligence;
  • escrow;
  • tax planning;
  • currency regulation;
  • SPA, shareholder agreements, and other transaction documents;
  • corporate resolutions;
  • merger and other regulatory clearances;
  • share and asset deals.
Publications
M&A environment and trends in Ukraine
Ukraine’s new takeover rules
Abolishment of Obligatory Use of Seals
Corporate agreement as a novelty of Ukrainian corporate legislation
Novelties in corporate governance legislation
Scheduled audits subject to moratorium in 2017
New Rules for Audits by Governmental Agencies are in Effect
New Requirement of Disclosing Company's Ultimate Beneficial Ownersand Other Legislative Novelties
Simplification of Procedure for Opening New Businesses
Ukrainian Parliament Cancels the Mandatory Application of Seals by Legal Entities
Securities Commission Adopts New Regulation on Consolidation and Subdivision of Shares
Securities Commission Adopts Rules for Acquisition of Professional Securities Brokers
New Procedure for Changing Charter Capital of Joint-Stock Companies
Parliament Allows Denomination of Government Domestic Loan Bonds in Foreign Currency
Implications
Sweeping Changes in Legal Regulation of Joint Stock Companies in Ukraine
The President of Ukraine signed the Law Implementing Electronic Registration of Legal Entities
New Public-Private Partnership Law Can Bring About Important Changes
Important Changes in Public Procurement Rules in Ukraine
Asters Successfully Pushes for Investor-Friendly Changes in State Securities and Stock Market Commission's Documents
Regulation on Procedure for Registration of Shares Issue (Issues) During Foundation of Joint-Stock Companies, approved by the Decision of the State Securities and Stock Market Commission of 30 December 2009 No. 1639, registered at the Ministry of Justice
View all Hide