International groups of companies
For over 15 years, MGAP has been helping their clients to structure, create, and optimize companies around the world. A wide network of reliable partners in various fields of expertise allows us to promptly offer our clients state-of-the-art solutions.
Joint-stock agreements. Corporate contracts. Option transactions and other forms of partnership
MGAP helps their clients to formalize legal relations with their partners and selects with them the optimal structure, prepares documents, and provides advice on tax issues as well.
Investment and financial transactions
MGAP assists their clients in developing a legal structure for project financing (which includes operating in the fields of real estate, media, art, FMCG, R&D, etc.) and corporate refinancing, accompanies the processes of attracting/providing investments, and advises on the legal aspects of transactions and the use of derivative financial instruments.
Our team has expertise in developing a matrix of crowd-investing transactions for the client in accordance with Russian legal provisions.
Controlled foreign companies, deoffshorization, and FATCA.
MGAP advises their clients on the full range of tax, corporate and compliance issues, as well as issues related to the automatic exchange of information between tax authorities of different countries, CFC (controlled foreign companies) and deoffshorization.
Our clients are helped to choose the most suitable form of ownership and disposal of assets in various countries, and are advised on the optimization of corporate structuring, taking into account the specifics of local and international legislations.
MGAP conducts both a comprehensive legal audit of holdings and a point-by-point analysis of the risks of encumbrance of assets and their management.
Blockchain, Cryptocurrency, and Initial Coin Offering
MGAP offers legal advice to companies using blockchain technology in their operations, or considering investment opportunities for cryptocurrencies. Our clients are advised on the legal issues of the turnover of cryptocurrencies and of structuring investment transactions while using cryptocurrencies; on ICO (Initial Coin Offering) preparation and taxation issues.
IT mergers & acquisitions
Mergers and acquisitions in the IT sector have now reached a level similar to the level of mergers and acquisitions in real estate, heavy industry, and natural resources in the mid-‘90s in Russia.
MGAP offers legal advice to the creators of rapidly developing IT businesses on investment agreements, on new partnerships, and in the conclusion of option and sponsorship agreements with management and developers. The interests of entrepreneurs in disputes with investors and partners are also represented.
MGAP is advising a client regarding the creation of a holding structure for a hydrocarbon processing plant.
MGAP is representing an international chain of cosmetic shops in consultations regarding their business activity in Russia.
MGAP has provided (in close collaboration with a UK law firm) re-registration of the bank's representation in London in connection with a merger of MDM and B&N Bank in Russia, the closure of the bank's representation in London, a re-registration of labour relations with a representative of a foreign citizen in connection with the closure of the representative office.
MGAP provides a legal support of preparation of shareholders' agreements, investment agreements, restructuring and reissuing of existing contracts for financing and enforcement of financing obligations.
MGAP advised the client on legal rules applying in Russia regarding the use of email disclaimers and footers.
MGAP provides legal support in a sale-purchase transaction regarding shares of a company, including the drafting of two option agreements with a repurchase clause.
MGAP provides legal support on various IT and IP issues for messenger.
MGAP has drafted franchising documents for a fast food chain of its client.
MGAP assists several high net worth clients in resolving legal matters regarding debts on a loan agreement by preparing a set of documents focused on repayment of borrowings.
MGAP’s lawyers prepare a legal opinion on the tradability of cryptocurrency in Russia.
MGAP advised a group of private investors developing a business model in the field of crowd investment on the choice of optimal corporate structure for implementing this model.
MGAP formalises a case structure designed to acquire and subsequently sell off the debts of a leading airline.
MGAP provides a full legal support to client on business expansion issues and the launch of his own line of food products. At the same time, our client was in direct competition with a former business partner.MGAP carried out a legal risk due to the current strict regulations governing the production of food products and the specific features of the market for ready made food products.
MGAP provided legal support to a large business startup in the field of passenger taxi transport in the Moscow region. This included the restructuring of a foreign holding company and full legal support to its subsidiary company in Russia.
MGAP advises the client on consumer protection rights regarding the sale of water in Russia.
MGAP advises the client on sanitary-epidemiological requirements for the import of printed products into Russia.
As legal adviser MGAP was a part of its client's international project to buy a controlling number of shares in a company registered in the US in Delaware State with subsidiaries in several jurisdictions.
MGAP has provided tax advice on gold trading in Russia and prepared a legal memo for the client.
MGAP advises the client on various IP, commercial, corporate and regulatory matters.
MGAP has advised Telecom Italia on various Russian legal matters, such as IT, corporate, tax and labour.
MGAP represents a client's interests in a pre-judicial corporate dispute with a company, where the client is a participant.
MGAP provided support to a US law firm in the questioning of Russian witnesses in a New York case brought by shareholders of a bank concerned about activities in the Russian branch of the bank.
Drafting a legal opinion delivered to the Austrian court with respect to certain Russian legal issues (loan agreements, surety agreements, good faith behavior and proceeding in Russian courts of common jurisdiction).
MGAP is advising a major oil and gas company on the effectiveness of an arbitration agreement with a limitation period, and the competence of the Russian court in a dispute resolution between Russian and Polish companies.
Successful recovery of unpaid cost of works (approx. $ 1 mln) for MGAP’s client under an act unsigned by the customer (the opponent of MGAP's client).
Close collaboration with a large UK law firm in the course of filing a multi-million rouble claim in London Court of International Arbitration arising from the sale-purchase transaction of a supermarket chain.
MGAP wins a case regarding a claim by a contractor over payment for work that had not in fact been done. During the court case experts were called upon but were unable to determine clearly whether or not the work was done in the agreed time period and whether the contractor was in fact able to carry out the work. Nevertheless, the arbitrazh court upheld the rights of MGAP's client based on additional evidence presented by our lawyers and granted all damages in full.
MGAP completes 6 months M&A project for a major supermarket chain. MGAP provided full legal support for the transaction on the acquisition of a regional chain of supermarkets. Services included complicated due diligence, participation in the resolution of the chain’s current disputes and supporting the restructuring of bank debts.
MGAP successfully represents its client – a contracting organisation -in the arbitration court over a claim for damages from a contractor for defects in the works carried out at the client's office.
MGAP advises on a dispute over a credit agreement regarding property insurance. MGAP represented the interests of a group of private clients in a dispute with a Russian bank over presenting of final demands regarding the proper repayment of a loan. The bank claimed that they had broken the terms of their credit agreement regarding property insurance. As a result of the claim and following discussions, the bank representatives refused to comply with the demands.
Completion of litigation between two foreign companies regarding the obligation of the defendant (the counterparty of MGAP’s client) to transfer 100% of the participating interest in the charter capital of a company. The contract concerned control over a large real estate object in Russia. The legal work involved constructing an algorithm of corporate dispute resolution and resolution of obligations in a deal between two foreign companies in the Russian jurisdiction as well as supporting the disputes in the Russian Arbitrazh Court.
Navigator Records is a major Russian music label. MGAP has provided legal support to the client and its activities in Russia. We have consulted our client on disputes in IP, corporate and commercial matters.
MGAP has advised Bazelevs on various film production and distribution, corporate, tax, commercial and labour issues as well as dispute resolution. Bazelevs is an international film company and the leader of Russia's production industry. Bazelevs works in films and advertisement production, post-production and distribution.
MGAP has consulted the Nielsen company, on various matters of its activity in Russia.
MGAP has provided legal support to a leading advertising agency BAZINA.SASS+and its activities in Russia. MGAP has advised the client on various commercial, labour and IP matters.
MGAP is advising their client on debt assignment and tax consideration matters related to thin capitalization (loans between affiliated entities and persons).
MGAP provides legal support to de-offshorization process. MGAP advised its private client on the matter of de-offshorization of their assets and provided legal support to the deals aimed at de-offshorization.
MGAP are developing a corporate solution to retain the client’s rights as tenant (the client is an owner of a building and lessee of land in Moscow) with appropriate tax optimization.
MGAP prepared a corporate structure for a large real estate sale-purchase transaction in Moscow.
MGAP put together a proposal that took into account the relevant tax, civil and land laws which allowed the client to buy the property. MGAP provided legal support to the project and became sole legal consultants for the holding in Moscow.
MGAP provides legal advice to high net worth individual re investment in Moscow residential construction project. MGAP prepared a corporate structure for a client’s project in three jurisdictions as well as providing tax advice on antitrust law for investment.
MGAP provides legal support to top Russian animation studio expanding operations in US. MGAP developed a corporate structure for its client and covered the Russian tax implications of the proposed business activity in the US. MGAP worked in collaboration with the client’s US legal advisors on development and production issues related to broadcast in US.
MGAP provides a legal advise to a pool of investors on IP matters for cult Russian online communities Dirty and Leprosarium.
From 2009 to 2011 MGAP participated in a complicated investment transaction permitting qualified investors to invest in a 3D animation project. Participants in the transaction were MGAP’s client, a well-known film production holding, and a major Russian investment company. MGAP was responsible for general coordination of the project, involving companies from three different jurisdictions as well as consulting on corporate law and intellectual property matters.
MGAP consulted on behalf of a TV content supplier in a major transaction with Rostelekom Company, one of Russia’s leading IPTV providers. Our IP team was responsible for copyright, IT and liability aspects of the deal
MGAP advised on the financial and corporate structure of its client’s joint project with Channel One. Our IP team also carried out complex due diligence on the underlying material for the project.
MGAP has advised White Mirror on various film production and distribution, as well as corporate issues.
MGAP advises the client on various commercial, tax and corporate matters of its activity in Russia. National Instruments is a major producer of automated test equipment and virtual instrumentation software.
MGAP has recently incorporated The Alexander Piatigorsky Trust registered as a charity.The Trust is created in honour and memory of the recently deceased Alexander Piatigorsky, one of Russia’s most important philosophers and the author of “Remember the Strange Person“ (1999) and “An Ancient Man in the City“ (2001) amongst many other outstanding works.Over the last year, MGAP’s Managing Partner, Sergei Gratchev was involved as both secretary and student in Piatigorsky’s last philosophical classes held in London. Sergei kept invaluable records of these classes which now form part of the philosopher’s legacy. One of the Trust’s aims is to make information about the philosopher and materials from the final classes available to everyone.If you have any questions or would like to learn more about The Alexander Piatigorsky Trust please contact Sergei Gratchev.
MGAP developed a strategy and prepared a folder of documents on the division of an internet gaming business between its owners, cancelling SHA on the conditions agreed by the parties on the transfer of assets to each of the owners; keeping to the goals as set out of minimising tax and time spent and concluding any lawsuits.
MGAP has advised Coub Limited and its Russian subsidiary on IP, advertising, tax, labour, commercial and corporate matters.
MGAP provided legal support for rights acquisition to literary works, and negotiated with well-known screenwriters on behalf of its client.
MGAP provides coordination from the point of view of Russian law of the process of joining Celebro Media as a new Russian investor.
MGAP is advising MediaZona on various Russian legal matters, including IP and corporate.
MGAP has been advising DEPARTÁMENT on contractual, IP and privacy legal issues for celebrity management services provided by the client to a manufacturer of mobile devices.
MGAP advised the client on corporate and IP legal issues in the course of raising investments into one of the popular city food market brands in Moscow.
MGAP consult one of the largest international producers of robot technology on the question of Russian law as it applies to product labelling and the content of instructions accompanying the sale and the use of this technology in Russia.
Preparing a system of documents for StartTrack.ru that make the crowdinvesting mechanism possible, including a legal matrix for venture capital projects allowing the users of the crowdinvesting platform to complete all necessary procedures for an agreement between the parties in order to formulate the necessary terms and conditions for receipt or payment of private investment funds.
MGAP has provided legal support to Russian popular music band SPLEAN and its activities in Russia. We have consulted our client on a day to day basis on all commercial and IP matters, etc.
MGAP provided initial consultation on a client about the choice of optimal corporate structure as well as legal advice on acquiring domain names of interest to the client.
MGAP has been providing legal support of separation of assets between the owners of Rambler Games.
MGAP is advising IT company on various Russian legal matters, such as IT, corporate, tax and labor. Magellan Systems Japan Inc - one of the world’s leading companies providing high sensitivity and high precision GNSS technology.