Accounting and legal services

Food industry

2 billion rubles — annual client turnover

We work with the client as part of the subscription service. Our lawyers handle all of the client's court proceedings in Russia: about 60 cases per year on average. We review each company's contract and other documents, give opinions on legislative updates. We also manage the entire counterparty verification procedure on a daily basis, identifying potential risks.

Compliance for a public company

Wholesale trade

6 million rubles of tax overpayments

After analyzing the client's calculations, we found errors in calculating VAT on the advances received. We sent corrective declarations, accompanied the client to the tax office and obtained a refund of overpaid taxes.
 
Over several reporting periods, the client returned 6 million rubles of overpaid VAT.

VAT refund

Energy efficient technologies

260 000 rubles

We were approached by a client who was sanctioned by the tax inspectorate for a tax offense. Sanctions are applied in the form of monetary charges (fines), the amount of which can be expressed as a percentage of the unpaid tax amount or as a fixed amount.
 
The amount of the fine that the client applied to TEAM was approximately 300 000 rubles. By applying the available possibilities of certain provisions of the Tax Code, TEAM specialists reduced the client's fine by 8 times.
 
As a result, the client saved 260 000 rubles.

Reduction of fines

100 million rubles — annual client turnover

Technological production

Outsourcing and internal control

The client's group of companies combines various types of activities and shareholder structure: partners involved in the current management, financial investors and foreign participants –holders of intellectual property rights.
 
We take over the functions of the legal and accounting department, ensure risk mitigation of current operations, fulfillment of obligations, compliance with internal documents and balance of shareholders' interests.

Industry

4.7 million euros

Our client was a defendant in a dispute over the return of unjustified enrichment in the amount of 4.7 million euros. The plaintiff claimed that the defendant had not returned the money paid by the plaintiff under the terminated contract. Objecting to the plaintiff's statements, we pointed out that under the terms of the supplementary agreement on termination of the contract, the parties have no financial claims against each other, and the amount to be returned by the defendant under the supplementary agreement had been paid to the plaintiff. The plaintiff submitted a different version of the agreement, the original was missing on both sides.
During the case, the arbitration clause was challenged (the Arbitration Court of Stockholm) and the request for consideration of the case under the substantive law of the Republic of Finland was granted.
 
We examined and used as evidence the mailbox inspection protocols, expert opinions on the content of Finnish legislation and expert opinions on the editing of documents. After 2.5 years of consideration of the case, the court of first instance dismissed the claim and the decision was upheld on appeal.
 
Today foreign business is leaving Russia. Due to the unfair activities of the plaintiff, a situation could arise when our client, a large and successful foreign company, might consider terminating its activities in Russia. We understood the importance of this case and made every effort not only to defend the plaintiff's interests, but also to prove that it is possible to conduct business in Russia.

Defense of a Finnish company in a dispute over the unjustified enrichment

118 million rubles

Industry

A Finnish company sold a subsidiary that owned a plant in St. Petersburg. The plant's director, on behalf of the Finnish company, disposed of and sold off part of the stock that was not included in the transaction. After the transaction and the change of the company's sole participant - the Finnish company - the director was dismissed.
 
After the transaction, the company itself filed a lawsuit against the former CEO - our client - to recover more than 118 million rubles in damages. The plaintiff argued that the director should have acted in the interests of the company, not the participant, and referred to the position of the Supreme Court of the Russian Federation that the director is not exempt from liability if he executed the participant's decision. The practice on such disputes in the sale of a business has not been established, and our case became a precedent.

We proved that the stocks were disposed of precisely in the context of preparing for the sale of the company, and failure to execute the decision would have caused losses to the company; we challenged the composition and calculation of losses.

The court agreed with our arguments and confirmed that the director had acted in good faith and in the interests of the company.

Timber industry

53 million rubles — amount of claims

Our client delivered goods for a Finnish company to the port of St. Petersburg in accordance with two specifications, but due to transport restrictions the buyer was unable to remove the goods from the port. Under the contract, our client's obligation to deliver the goods was considered fulfilled at the moment the goods were transferred to the port.
 
We studied the issue of rearrangement of supply routes, accompanied the process of changing the terms of the contract, changing the terms of delivery and method of transportation, and also negotiated the contract amendment. According to the following specification, the cargo was delivered by road.

There was a dispute between the parties on the issue of deliveries to the port, in which we represented the client's interests and proved that the cargo was delivered properly and all obligations were fulfilled.

The court agreed with our arguments and decided to pay our client the debt for the goods.
The court agreed with our arguments and ruled to pay our client the debt for the goods.

Development of supply routes

100 million rubles — annual client turnover

Technological production

Working with partners from Europe

Our client supplies components from EU countries and manufactures watches in Russia using the trademark of a Swiss company. The commercial concession agreement expired in the fall of 2022. We have registered a new license and sublicense agreement, thus extending the right of the client and its partner to use the international trademark.
 
 
After the suspension of the tax avoidance agreements, we advised the client on the payment of dividends to foreign participants from Switzerland and Finland and royalties for the use of the trademark.
 
We also advised the client on the supply of components, worked out new logistic tracks, terms of cooperation with partners from outside the EU and supported interaction with banks and tax authorities for international payments.
 
 
As a result, the client retained the turnover of components important for the production, as well as the right to use the trademark and the ability to continue business in Russia.

Analysis of a large clothing store chain

Retail trade

A large chain of retail clothing stores approached us with a request for the correct organization of legal entities to optimize taxation, while remaining in the legal field and not resorting to unjustified business fragmentation.
 
We analyzed the current state of the business and developed recommendations for the organization of legal entities and sole proprietorships in accordance with the economic justification, suggested fixing the specifics of activity for each member of the group. Among other things, we recommended how to properly register the use of trademarks, the rights to which belong to individuals, but which are used by all members of the group.
 
The client received recommendations on the competent organization of legal entities involved in the business, optimized the tax burden and eliminated the risks of liability for business fragmentation.

Precedent case

260 000 rubles

After the death of an individual entrepreneur, the advance payments made by him formed an overpayment of tax, as the final declaration for the previous year had not been filed, and advance payments are not the amount of tax and fall into the budget after the final declaration is filed. The tax office refused to refund the overpaid tax to the spouse, as the law does not provide a mechanism for its return to the taxpayer's heir.
 
We represented the interests of the taxpayer's spouse and filed a lawsuit to include the amount in the inheritance estate and pay it in favor of the client. We have proved that, by analogy with the amounts of property deduction, advance payments can be included in the inheritance estate as property.
 
The case passed 2 appeals and 2 cassations and the final decision the amount of overpaid tax is included in the inheritance estate in full.
 
During the settlement of the dispute, a judicial practice was formed on reimbursement of overpaid tax to the taxpayer's heir, and the client received money as a result.

Tax refund to the heir

Construction and real estate

One of the largest business sales in 2023

We represented the seller, a foreign holding company, in the sale of its hotel business in Russia. The chain included 6 hotels in St. Petersburg, as well as hotels in Moscow, Murmansk and Yekaterinburg. The total number of rooms is 4,078 units, the transaction amount is 200 million euros.
 
The transaction involved the sale of all hotels, and it included both privatized companies and newly established ones, each with its own characteristics, which required additional preparation before the transaction.
 
We developed the structure of the transaction, coordinated the transaction documents, c the work of the hotel services and the hotel operator, as well as the settlement of the transaction.
 
This transaction has become the largest in the Russian hotel real estate market.

Withdrawal from the market

90 million euros

Logistics

Business expansion

Our client has acquired a Finnish transport company - Transpoint International Oy - with offices in three cities.
The acquisition of the company took about six months. We have developed preliminary and main share purchase and sale agreements and conducted due diligence on the acquired company and its Russian subsidiaries.
 
Thanks to this acquisition, our client has become one of the largest companies in the logistics services market in Russia and Finland.

Business centers

The largest investment deal in the St. Petersburg office market in 2023

Representing the Finnish construction company EKE in the sale of a share of the authorized capital in the Russian company that owns the Class A business center Pulkovo Sky in St. Petersburg to the Armenian fund Balchug Capital.

Investment

200 million euros

Real Estate/HoReCa

Business sale

Representing the Norwegian company Wenaas Group in the sale of its hotel business in Russia, which includes six hotels in St. Petersburg (among them Park Inn by Radisson Pribaltiyskaya, Park Inn by Radisson Pulkovskaya and Park Inn by Radisson Pulkovo Airport), two in Moscow (Park Inn by Radisson Sheremetyevo, Radisson Blu Sheremetyevo Airport), as well as hotels in Murmansk and Yekaterinburg.