Commercial, corporate M&A in Belarus

Egorov Puginsky Afanasiev & Partners

Known for acting for both domestic and international clients, the team at Egorov Puginsky Afanasiev & Partners specialises in share sales and asset acquisitions. Working across a variety of industries, the firm provides ‘innovative ideas and solutions’ on transactional work, which typically involves international M&A deals and cross-border investment projects. The highly regarded Anna Rusetskaya heads the practice and provides ‘strategic advice’ on large, complex work. Experienced banking lawyer Dennis Turovets and senior associate Alexander Buzo, who is ‘professional in anti-monopoly matters and very responsive’, are also noted.

Practice head(s):

Anna Rusetskaya

Testimonials

‘We have worked with Alexander Buzo. He is a professional in antimonopoly matters and very responsive.’ 

‘Although the project was very intense, the lawyers remained in control and were accessible throughout the whole project and supported us at every step where needed.’ 

‘Both Anna (Rusetskaya) and Denis (Turovets) proved their worth and supported the project not only from legal perspective but also with strategic advice on structuring the deal.’

‘The team provided innovative ideas and solutions for this transaction which contributed a lot to the parties closing the deal. Alexander Buzo was the senior associate who was largely responsible for the work in the field and drafting the documents.’ 

Key clients

SARIA GROUP

Bediamond Textile Industrial Holdings GmbH

Kibo Inc.

TechnipFMC

Exide Technologies SAS

Fragomen, Del Rey, Bernsen & Loewy LLP

Playtika Ltd

Aspo Group (Telko, Leipurin)

Teva Pharmaceutical Industries Ltd.

IHS Global LLC

Nordic Aviation

Capital

Work highlights

  • Advising Champion Europe S.p.A. / Bediamond Textile Industrial Holdings GmbH on participating in five joint ventures in Belarus, including the sale of shares in four joint ventures.
  • Assisting Appodeal Inc. with the establishment of a subsidiary in Belarus with the status of a Hi-Tech Park resident.
  • Advising Nordic Aviation Capital on signing five lease agreements with Belavia and the delivery of the aircraft to Belavia.

REVERA

As well as providing general advice on corporate and commercial matters, the team at REVERA specialises in M&A, restructurings, convertible loan transactions, and extensive due diligence reports. It has experience advising clients in sectors including IT, pharmaceutical, retail, construction and real estate, telecoms, and manufacturing. In recent work, the group advised on the sale of Buslik, the biggest retail chain for kids in Belarus, to a foreign company. Dmitry Arkhipenko jointly leads the team alongside the highly regarded Ekaterina Pedo and Helen Mourashko.

Key clients

Syngenta Agro

Cheminova

Avtopromservice

Ericsson Nikola Tesla

JYSK

A-100

Zubr Capital

21vek.by

Morozproduct

Nizhpharm

Work highlights

  • Advised on the sale of Buslik (the biggest retail chain for kids in Belarus) to a foreign company.
  • Advised a client on its subsidiary’s incorporation in Belarus and consulted the subsidiary on corporate and other related issues.
  • Advised a Belarusian group of companies on providing a convertible loan.

Sorainen

The ‘professional, responsible, ethical and efficient’ team at Sorainen is particularly active in this area, advising on a broad range of corporate and commercial matters. It also has considerable experience of high-profile local acquisitions, particularly in the IT sector. Maksim Salahub, Alexey Anischenko, and the ‘knowledgeable and business-orientedKiryl Apanasevich head the practice, whose ‘work ethic and work standard definitely stands out in Belarus’. Clients include IT firms, private equity funds, banks, manufacturers, and alcohol brewers. Kirill Laptev and Viktoryia Mikhnevich are other names to note.

Practice head(s):

Maksim Salahub

Testimonials

‘A very good team of professional, responsible, ethical and efficient lawyers. Their work ethic and work standard definitely stands out in Belarus.’ 

‘Marina Golovnitskaya is always available, always efficient and is the go-to person. She and her team handle all given work seamlessly and efficiently.’ 

‘Kiryl Apanasevich is knowledgeable and business-oriented.’ 

Key clients

RocketData

Helmes

Baring Vostok Private Equity Fund V

EBRD

Baltic Beverages Holding

iCotton

Ethos Lending

Zubr Capital

European Bank for Reconstruction and Development (EBRD)

Duferco

Polpharma

Sika

Work highlights

  • Advising on the first venture capital transaction involving direct equity investment in a Belarusian start-up structured within the new Belarusian legal framework.
  • Advised Baltic Beverages Holding (BBH), a member of the Carlsberg Group, on an increase of its stake in Brewing company Alivaria, Belarus’ oldest existing brewer.
  • Assisted EBRD with the sale of its share in Commercial and Industrial Group West-Ost Union, owner of the children’s goods retail chain operating under the “Buslik” trade mark.

Aleinikov & Partners

Aleinikov & Partners has a strong foothold in the IT sphere, where it acts for international clients, including start-ups, on venture financing and acquisition deals. Clients run the gamut of both the IT and nascent fintech sectors: from software developers to cloud service providers to online payment services. Practice head Dmitry Matveev is ‘an excellent educated lawyer with thorough knowledge of contemporary financial technologies’. Denis Aleinikov is ‘very experienced in structuring M&A transactions' and 'has a clear vision and understanding of local realities and quickly finds solutions to complicated legal issues’.

Practice head(s):

Dmitry Matveev

Testimonials

‘They give good quality of support for their price and are flexible which is important in negotiations.’

‘The team has connections in the market that are helpful for: better and deeper analysis of any issues they need to work on; and better helping the customer.’ 

‘The company is a constant member of a number of government/private task groups working on legal changes in Belarusian law, which always keeps them up to date concerning any changes.’ 

‘We’ve been working with Denis Aleinikov for quite some time and he’s been able to always to provide answers to our issues from every possible angle, sometimes even the ones we had no idea existed. Another prominent member of the company is Dmitry Matveev, whom we consider one of the most deep thinking lawyers in Belarus, especially when it comes to international relations.’ 

‘The law firm is known on the market due to its deep involvement in building an ecosystem for IT development.’ 

‘The team gives a hundred percent regardless of deal value, identifies in advance and takes into account, in a detailed way, potential adverse effects for a client.’ 

‘Denis Aleinikov is very experienced in structuring M&A transactions; he is an expert in tactics, has a clear vision and understanding of local realities and quickly finds solutions to complicated legal issues. Senior associate Anna Tsymbalist is a diligent, determined and talented person. Senior associate Ksana Sidoruk is very responsive and reliable; performs work on time and at the highest level.’ 

‘Dmitry Matveev is an excellent educated lawyer with thorough knowledge in contemporary financial technologies including blockchain.’

Key clients

Evolution Gaming Group AB

ASBIS Group

Mapbox, Inc

American group of companies IDT

Regula

Healthy Networks

RocketBody

Haxus Venture Fund

Tusson Holding

Entity

Work highlights

  • Advised a client on the acquisition of a Belarusian group.
  • Assisted with a venture deal between the Russian-Belarusian Venture Capital Fund RBF Ventures and Belarusian start-up RocketData.
  • Advised a client on round A venture financing from Bulba Ventures.

Arzinger Law Offices

Arzinger Law Offices has a team of ‘skilled professionals experienced in providing a wide range of legal services’, with a specific focus on advising international clients on corporate matters. The firm has built a reputation for representing IT companies. Corporate restructurings, shareholder agreements, and acquisitions are areas of strength. Klim Stashevsky specialises in international trade, while Sergey Mashonsky leads on foreign investment, public-private partnership and M&A work; the duo are ‘true market leaders’ in their respective spheres. Aleksei Mikhailov handles corporate matters, and is noted for his ‘highly professional advice on foreign economic activity issues’.

Testimonials

‘Arzinger & Partners is a team of skilled professionals experienced in providing a wide range of legal services, which allows them to find and practice non-standard solutions to arising problems and implement them.’ 

‘We would like to recommend partners Sergey Mashonsky and Klim Stashevsky. We know them for a long time and would say they are true market leaders, in specific regarding professional support for various investment projects. We would also note senior associate Aleksei Mikhailov and his high professional advice on foreign economic activity issues.’ 

Key clients

Cummins

DB Schenker

Anadolu Efes

Huawei

Izovac

Octapharma

Uber

Polipol Holding GmbH & Co.

IGLOSZRON

Fox Network Group

Work highlights

  • Advised Igloszron on the commercial and corporate issues relating to the construction of a meat-producing facility for a state-owned meat factory.
  • Assisted CDRL SA, through K&L Gates, with its $6.39m acquisition of Buslik.
  • Advised Polipol Holding GmbH & Co. KG on concluding an investment agreement for furniture manufacturing in a city in the Brest province.

Borovtsov & Salei

The practice at Borovtsov & Salei is jointly headed by Vassili Salei, Lada Maisenia and Nadia Znak, who lead a team that acts for a diverse range of international clients on mostly corporate matters. Clients include multinational corporations, international financial institutions, and major local companies, many of which operate in the IT, manufacturing, and banking sectors. Recently, the firm has increased its focus on M&A transactions and IT work. Vassili Salei is a key name for M&A deals and investment projects; Alexander Botian oversees the vast majority of work arising in the commercial practice. Another name to note is associate Illia Salei, who is demonstrating an early ability to lead on multi-jurisdictional work.

Key clients

Crea Holdings

RRY Capital (USA)

Sopharma

SEW-Eurodrive GmbH

McDonald’s Belarus

Aivitam

Chengdu Xinzhu Road & Bridge Machinery Co., Ltd

Cisco Systems, Inc

John Dory LLC

Work highlights

  • Advising a Tokyo Stock Exchange-listed company interested in investing in Belarus on the full scope of business matters in the country.
  • Advising a private investor on the full range of legal issues related to the final stage of construction of Palazzo shopping mall and business centre in downtown Minsk to become the largest shopping and entertainment/business complex in the country.
  • Assisting a major Bulgarian medical and pharmaceutical company with the opening of its representative office in Belarus.

CERHA HEMPEL LLC

Drawing on its central European network, CERHA HEMPEL LLC acts for an array of clients, with a particular specialism in the technology sphere. The practice is led by Sergei Makarchuk, who was instructed by Alphabet Inc (Google) to assist with banking regulatory matters. In addition to providing complex regulatory advice, and its expertise in commercial and corporate law - namely devising development agreements for IT clients - the team specialises in M&A, restructuring and privatisation.

Practice head(s):

Sergei Makarchuk

Key clients

Alphabet, Inc.

SILGAN Holdings Austria GmbH

Baumit Beteiligungen GmbH GmbH

LUKOIL INTERNATIONAL GmbH

Monster Energy Limited

InVisionApp, Inc.

Front Systems AS

GRO Capital A/S

PricewaterhousCoopers AS

KSBH Limited

Saferoad Holding ASA

Avcon Jet AG

Teknos

Work highlights

  • Advised Alphabet, Inc. (Google) on setting up its in-house banking treasury services following the incorporation of a treasury company in Dublin, Ireland – Alphabet Capital International DAC.
  • Assisted Silgan Holdings Austria GmbH with winding up its Belarusian subsidiary Silgan Metal Packaging Grodno FLLC.
  • Advised Monster Energy Limited on a distribution arrangement with Coca-Cola Beverages Belorussiya UE.

Legaltax

Legaltax handles a wide-range of mandates, including corporate restructurings, tax advice, investment agreements and mergers. The team is commended for its market knowledge and an ability to ‘react promptly’, applying ‘strategic and analytical skills’ to work with a mixture of international and domestic clients. The firm frequently works with European and Chinese firms on matters, with some expertise in handling the competition aspects of M&A matters. Practice head Roman Shpakovsky is noted for his ‘attention to detail’, while Eugenia Urodnich is 'a very passionate lawyer’ who accepts client targets 'as her own’.

Practice head(s):

Roman Shpakovsky

Testimonials

‘The team knows the market and industry very well; they have rich experience with investment agreements; they are workaholics; and they are nice people to deal with.’ 

‘Eugenia Urodnich is a very passionate lawyer, very proactive and result-oriented. She accepts our goals as her own.’ 

‘I would like to commend the expertise of Mr. Roman Shpakovsky in tax and corporate restructuring. I like his business-minded and forward-looking attitude to each case with a focus on risk management, as well as his attention to detail.’ 

‘I like that they react promptly, they are available almost 24/7 and have good strategic and analytical skills.’ 

Key clients

Vero Visuals, B.V.

Lily Europe, LLP

ALD Automotive Russia, LLC

Samfinaco Limited

Megaplan, LLC

Schneider Electric Bel, LLC

Fylandox Holding Ltd.

Bond Street, LLC

Europebet (Betsson Group)

Dayton, LLC (Dayton Group)

Work highlights

  • Advised Bond Street, LLC on an asset M&A deal in the retail sector.
  • Advising Betsson Group on establishing the first online casino in Belarus, including M&A activity due to the regulatory requirements.
  • Acting for a retailer of sport supplements in a cross-border transfer pricing investigation.

SBH Law Office

The ‘highly organised’ team at SBH Law Office has ‘multifaceted experience in diverse areas of the commercial and corporate’ space, with advice that is ‘irreplaceable when controversial and complex legal issues arise’. Jointly led by Alexander Bondar and the ‘comprehensive and thoughtfulAnastasiya Malakhova, the team regularly receives referrals from multinational law firms, leading to repeat work for clients including Amazon and Coca-Cola. In 2018 and 2019, it ventured further into IT work, advising on finfech, blockchain, and cryptocurrency matters. Most if not all of the firm's mandates relate to either investment advice or private equity transactions. Corporate structuring and due diligence reviews are other noteworthy strengths.

Testimonials

‘The team has multifaceted experience in diverse areas of the commercial and corporate sector as well as solid knowledge of business processes. This makes their advice irreplaceable when controversial and complex legal issues arise. The team is highly organised and professional. They are prompt in their help and sensitive to legal and business needs of the client.’

‘Anastasiya Malakhova is an excellent lawyer with unique practical experience in commercial sphere. Ms Malakhova is dedicated to clients’ ideas and necessities. That makes her solutions comprehensive, thoughtful and beneficial. Alexander Bondar is another outstanding practitioner, known for his remarkable business advice.’ 

‘SBH Law Offices can be defined as a company with systematic approach to solving problems, which led to a positive result for us. They thoroughly study the subject of treatment and provide an objective assessment of the situation. We highly appreciate their professionalism and trust their long-term practice.’ 

‘Evgeniya Starosotnikova is an excellent lawyer. We would like to note her ability to quickly, efficiently and conscientiously perform tasks, as well as her commitment and accuracy shown in her work. Anastasiya Malakhova is competent, responsive and a great specialist in her work.’ 

Key clients

Novo Nordisk

Amazon Web Services

Aspen Pharma Ireland Limited

Coca-Cola Hellenic Bottling Company S.A.

Discovery Communications

Rublevskiy

Volvo Financial Services

Globant (NYSE)

SBERBANK

Rosatom

Work highlights

  • Advised Amazon Web Services on the local regulatory environment for the purpose of expansion of the AWS solution provider programme (IT cloud services) in the Belarusian market.
  • Assisted Novo Nordisk with the organisation of its representative office in Belarus.
  • Advised Aspen on the issues that arose with the change of a foreign supplier in a distribution agreement concluded with its Belarusian distributor.

Stepanovski, Papakul and partners

Stepanovski, Papakul and partners specialises in corporate restructuring and competition law, demonstrating ‘high levels of expertise’ in domestic legislation. Clients, many of which are foreign companies, operate in sectors such as telecoms, retail, energy, construction, and hotels. Valery Papakul is the name to note. Andrei Vashkevich left the firm in 2019.

Practice head(s):

Valery Papakul

Testimonials

‘The most valuable aspects of the firm for me as an in-house lawyer are the availability of the partner, flexible approach on timing in relation to the urgent requests, and an ability to provide risk assessment; not strictly legal advice.’ 

‘All of the team members have high levels of expertise and may answer any request based on the local legislation as well as court precedents.’ 

Key clients

Campari

ALRUD Law Firm

Libretik LLC

New Eurasia Foundation

Curitiba SLR

Food Union

IFC

Danone

Work highlights

  • Advised on the development of the country’s competition policy.

Verkhovodko & Partners LLC

Corporate restructuring and M&A, as well as commercial and tax advice are among the key strengths of Verkhovodko & Partners LLC’s practice, which provides advice 'that is excellent not only from the point of law, but also from the point of business’. The ‘creative’ and ‘quick-thinking’ team acts for international and domestic clients in industries such as alcohol and beverages, aviation, and construction. Sergey Khromov was promoted to partner; he jointly heads the team with Dmitry Bokhan and Nina Knyazeva, who are commended for their ability to view issues ‘from multiple angles at the same time'.

Testimonials

‘The company has a very professional and client oriented team.’ 

‘We work mainly with Dmitry Bokhan. He is a great professional with deep knowledge of legislation.’ 

‘The team are not afraid of taking challenging tasks and do their best to provide the best solution possible. What is more, they take into account every detail of their client’s business processes and give advice that is excellent not only from the point of law, but also from the point of business.’ 

‘We have a long-standing business relationship with Nina Knyazeva and Dmitry Bokhan. Both of them see the issue from multiple angles at the same time: contractual relations, taxes, possible ways of dispute resolution – and provide this information on the spot.’ 

‘In comparison with other law firms they are more creative, quick-thinking, have high courtesy in communication.’ 

‘Senior partner Igor Verkhovodko has vast experience in solving conflicts, charisma and intelligence. Sergey Khromov and Sergey Demianenko, the partners and highly educated specialists, invested in the success of the M&A transaction.’ 

Key clients

Velcom

Philips

EPAM Systems

Siemens

Bayer CropScience

Sberbank Capital

IVECO

Cotton CZ s.r.o

Zeppelin International AG

Modus Group

Work highlights

  • Advised Velcom (member of Telekom Austria Group) on its acquisition of the four largest regional Belarusian providers of internet and fixed-line television services.
  • Advising a client on cross-border cotton trading.
  • Assisted with the client’s reorganisation in the form of a demerger into four separate companies.

VMP Vlasova Mikhel & Partners

The team at VMP Vlasova Mikhel & Partners primarily acts as the local Belarusian counsel for major multinational clients, namely banks, financial institutions, construction firms, and telecoms companies. Tatiana EMELIANOVA leads on M&A matters; Svetlana Dashuk handles corporate mandates; while Konstantin Mikhel is responsible for commercial matters. Other client sectors include retail, IT, and manufacturing.

Key clients

GCM Global Energy Plc

Royal Group Companies Management

Médecins Sans Frontières (MSF)

SNA Europe

LC Waikiki

The Church of Jesus Christ

American Jewish Joint Distribution Committee

Viber

HAVI Logistics

Canon Medical

PETOŠEVIĆ

World Bank

SPB Industrieinvest GmbH

EVER Neuro Pharma Gmb

Work highlights

  • Advising a large Austrian company on a wood industry project in Belarus.
  • Advising the World Bank Group on a programme for the development of competition in Belarus.
  • Acting for the first Belarusian cryptocurrency exchange platform.

bnt | attorneys-at-law

bnt | attorneys-at-law's client roster is dominated by companies based in Germany, for which it advises on corporate and commercial matters related to the automotive, pharmaceutical, IT, construction, and food sectors, among others. Alexander Liessem, an ‘outstanding lawyer’ who is ‘very practical’, heads the practice.

Practice head(s):

Alexander Liessem

Testimonials

‘Alexander Liessem is an outstanding lawer and very practical with advice.’

Cobalt

With particular expertise in banking, energy, construction, and manufacturing, the ‘very professional’ team at Cobalt is frequently instructed to provide corporate advice, and also acts for international clients on the structuring of M&A transactions. Managing partner Darya Zhuk provides ‘high-level legal service, innovative solutions, and exceptional client care’. Anastasia Bykowskaya 'delivers thoughtful and helpful advice'.

Practice head(s):

Darya Zhuk; Anastasia Bykowskaya

Testimonials

‘The team provides state of the art advice on all issues, combining deep legal expertise, knowledge of international approaches, and deep understanding of our business processes. The team is available for us 24/7.’ 

‘We would like to highlight Darya Zhuk, who provides high-level legal service, innovative solutions, and exceptional client care, which is much appreciated.’ 

‘Darya Zhuk performs high-level strategic management of all the assignments, has specific knowledge of the wood processing industry and is very helpful in GR and financing issues. Anastasia Bykowskaya advises on local corporate, employment matters with due consideration of international holding’s structure, always delivering thoughtful and helpful advice.’ 

‘I’d describe the team as very professional and attentive to the client’s needs.’ 

Key clients

VMG

EBRD

IFC

Orbico group

JYSK

Priorbank

Arvi group

Work highlights

  • Acted as a legal adviser to Orbico on an M&A deal in the Belarusian distribution market concerning the beauty industry.
  • Provided legal support to EBRD on the development of a long-term investment strategy aimed at the reconstruction and modernisation of a wastewater treatment facilities in eight Belarusian cities.
  • Advised Arvi on the construction of a facility to make turkey meat products and the technical upgrade, renovation and capacity buildup of Lida Veterinary Disposal Plant.

Ernst & Young

Ernst & Young handles a range of corporate issues, primarily new business structuring, holding company incorporation, drafting documents and reviewing transactions. It frequently acts for international companies and has a focus on cross-border projects. Vasily Babariko leads the practice, which is commended for its ‘strong knowledge of legislation’.

Practice head(s):

Vasily Babariko

Key clients

Kraft Foods Entity

Holdings B.V.

Priorbank JSC

ADAMA Northern Europe B.V.

Galleria Concept JLLC

National Agency of Investment and Privatization

Globant LLC

Pandadoc LLC

Playtika Bel FLLC

InTouch Technologies Inc.

The Association for the Development of Financial Market

AGC Flat Glass Klin LLC

Unomedical LLC

Work highlights

  • Advised a client on the situation and condition under which bank has a right to refuse to open foreign currency accounts.
  • Provided complex multi-jurisdictional advice on risks and issues related to the cross-border collateral.
  • Advised on the acquisition of an IT company.

PETERKA & PARTNERS

Commercial and corporate advice underpins the work of Peterka & Partners in Belarus. Led by Natalia Anoshka, the firm is frequently instructed by local businesses of all sizes on their day-to-day legal needs. Clients also include international companies from a variety of sectors that are seeking to enter the Central and Eastern European markets, work in this space frequently involves diligence checks and assistance with corporate restructurings.

Practice head(s):

Natalia Anoshka

Key clients

Business Development Network

InterDesign Inc

Work highlights

  • Advising on Belarusian legislation concerning distribution agreements, including antitrust, IT and regulatory issues.
  • Advised on issues of determination and the obligation to execute the conclusion of a supply agreement and business service agreements.
  • Assisted with the establishment of a fund and subsequent comprehensive legal structuring and management of the process of project development, including full legal support from the establishment to the holding of social network business development events and participation in project negotiations.

PricewaterhouseCoopers FLLC

Characterised by its expertise in complicated tax structures, the team at PricewaterhouseCoopers FLLC primarily advises international clients on their corporate and commercial activities in Belarus, regularly assisting with tax assessments, due diligence checks, and cross-border transaction structuring. The practice is led by Eugenia Chetverikova, a tax law expert ‘who does a brilliant job as a team leader and professional’.

Practice head(s):

Eugenia Chetverikova

Testimonials

‘The team is approachable and responsive, always ready to take the initiative in non-standard cases. It is easy to get in touch with them and obtain their vision of the issue and solution to it.’ 

‘Eugenia Chetverikova does a brilliant job as a team leader and professional, and takes all risks into account. Eugenia’s legal and tax experience baked with solid understanding of business realities gives her strong credit among the fellow consultants.’