- More than 80% of transactions and projects of Rafikov & Partners were made in foreign jurisdictions.
- About 25% of clients are foreign companies applying for the application of Russian law in connection with the implementation of projects in Russia.
- The partner network of associated partners abroad allows us to provide our Clients with comprehensive services at a high level, representing the interests of Russian organizations in the international market.
Legal services
M&A transactions (mergers and acquisitions) and corporate law
We provide services in the field of cross-border (international) and national mergers and acquisitions (M&A) and
corporate law in Russian and foreign jurisdictions.
We provide services in the field of cross-border (international) and national mergers and acquisitions (M&A) and
corporate law in Russian and foreign jurisdictions.
- creation of joint ventures (joint venture) in the Russian Federation and abroad,
- conducting negotiations on the conclusion of transactions in the interests of Clients,
- development of pre-contractual documentation (Letter of Intent, Term Sheet, Memorandum of Understanding), agreements on the procedure for conducting negotiations,
- legal verification of the asset (due diligence),
- exit from the transaction (exit-strategy),
- development of corporate contracts and shareholder agreements (shareholders' agreement, investor rights agreement),
- development of corporate contracts and shareholder agreements (share purchase agreements, SPA),
- transactions with public companies (voluntary offer, bidding offers),
- securities issue, bond issue, pre-IPO, IPO (Moscow Stock Exchange, Singapore and Hong Kong Stock Exchanges, country exchanges CIS, NYSE, LSE),
- foreign investments (friendly and unfriendly transactions),
- coordination of transactions with the Federal Antimonopoly Service, Government Commission,
- antimonopoly regulation,
- corporate conflicts,
- resolution of corporate conflicts in joint-stock companies (deadlock, mediation and arbitration, forced redemption, etc.),
- corporate governance issues under the law of the Russian Federation, the EU, the USA and England: creation of governing bodies (boards of directors, independent.
Private Equity, venture capital, venture and investment funds
We help with transactions related to investments in private and public companies (private equity) around the world, as well as support the creation and maintenance of complex structures for venture and investment funds.
We help with transactions related to investments in private and public companies (private equity) around the world, as well as support the creation and maintenance of complex structures for venture and investment funds.
- creation and maintenance of collective investment schemes (regulated, hedge funds and alternative funds, cryptocurrency funds),
- creation of investment funds in various jurisdictions with different types of management: hedge fund, alternative fund, SPC (segregated portfolio companies), SPV, Series LLC, trusts, investment partnerships, mutual funds, mutual funds, specialized companies, IFC, MC, consumer cooperatives),
- transactions with shares and shares,
- development of documentation of investment funds: investment memoranda (private placement offer, private placement memorandum, investment memorandum),
- analysis and development of documentation for accepting investments in friendly and unfriendly jurisdictions (investment agreement),
- support of investments in funds,
- legal verification of trustworthiness (due diligence),
- investment and banking compliance,
- development of corporate governance structure in investment funds,
- motivational programs for the Board of Directors and employees of the fund,
- direct investment transactions under Russian legislation, American and English legislation,
- support for share repurchase at the stage before the IPO.
International tax planning, tax and currency regulation
We provide services on corporate, international and personal
taxation.
We provide services on corporate, international and personal
taxation.
- consulting on tax and currency residency,
- tax planning,
- international tax planning,
- development of structures for international tax planning purposes (trusts, foundations, inheritance funds, family offices "family offices"),
- consulting on business fragmentation and legal tax optimization,
- controlled foreign companies (CFC) and dividend payment issues,
- development of structures for private investors and HNWI (wealthy individuals),
- business protection when accompanied by tax audits (desk, field),
- taxation in investment activities,
- redomicilation to special administrative districts (lex societatis change) Oktyabrsky Island (Kaliningrad), Russian Island (Primorsky Krai),
- obtaining the status of an international holding company, MKOOO, MKAO, MKPAO in SAR,
- reporting on controlled foreign companies (CFC) for individuals and legal entities, determination of passive and active income subject to taxation, issues of optimization of the tax base, CFC declarations,
- tax-free liquidation of CFC.
Startups, venture capital, investments and intellectual property protection
Intellectual property protection
- support of investment acceptance transactions in technology companies: development of convertible loans, convertible notes (convertible securities - CLA, promissory notes, SAFE, KISS, etc.),
- support of debt securitization and corporatization,
- crowdfunding,
- agreements between founders (founders): founders' agreement
- development of options, vesting programs (Stock Option Plans, ESOP, options),
- negotiations with investors, disclosure of information, agreements of intent (binding, non-binding term sheets),
- agreements between the founders at the investor's entrance: shareholder agreements, corporate agreements (SHA, IRA),
- capital structuring (development of cap table - capitalization table), issuance of various classes of shares A, B, C, preferred shares at any stage of the round (pre-seed, seed, etc.).
Intellectual property protection
- trademark registration (Russia, USA, EU, UAE)
- Cross-border transfer of intellectual property,
- Development of contracts for developers, authors of digital content,
- Support of franchise acquisition transactions,
- Advising foreign law firms on the application of the law of the Russian Federation.
Digital law, cryptocurrency, fintech
We provide services for technology companies, e-commerce, gaming,
fintech industries (blockchain, P2P, crypto, web 3)
We provide services for technology companies, e-commerce, gaming,
fintech industries (blockchain, P2P, crypto, web 3)
- support of cryptocurrency exchanges, exchangers, DAO, cryptocurrency funds,
- support of the issuance of digital financial assets (CFA, tokens, NFT),
- consulting on compliance issues (KYC, KYC, AML, Sanctions),
- development of privacy policies and terms of use of the service,
- support of fintech projects (payment systems, services, EMMA - electronic money institutions, electronic money operators),
- support and consulting on bonus programs and tax consequences,
- support for the release of NFT,
- support for Web 3.0 projects, DAO,
- development of documentation on data protection: personal data, big data, GDPR
- documentation development and support for the implementation of payment services, fintech solutions.
Sanctions law
We provide services on the application of restrictive measures (sanctions) in Russia and abroad.
We provide services on the application of restrictive measures (sanctions) in Russia and abroad.
- Advising on the implementation of foreign economic activity under sanctions,
- Providing advice on the application of US, EU sanctions
- Consulting on counter-sanctions (restrictive measures on the part of the Russian Federation)
- Services for unblocking payments in foreign banks,
- Challenging sanctions in OFAC,
- Development of compliance policies and rules (115 FZ, KYC, traffic light).
Private errands, family office
We advise wealthy individuals (High Net Worth Individuals, HNWI, UHNWI) and individuals on the following issues:
We advise wealthy individuals (High Net Worth Individuals, HNWI, UHNWI) and individuals on the following issues:
- Relocation and citizenship services,
- Citizenship by Investment,
- Transactions with foreign real estate (UAE, Dubai, Cyprus, Turkey, England),
- Judicial representation,
- Protection of honor, including on the Internet,
- Inheritance issues,
- Creation of family funds,
- Tax consulting in Russia and abroad,
- Advising private investors in technology, private companies and securities,
- Advising entrepreneurs on the establishment of foreign companies, joint ventures,
- Support for the creation of foreign companies and holdings,
- Legal support in various jurisdictions in the "Family office" format.
M&A transactions (mergers and acquisitions) and corporate law
We provide services in the field of cross-border (international) and national mergers and acquisitions (M&A) and
corporate law in Russian and foreign jurisdictions.
We provide services in the field of cross-border (international) and national mergers and acquisitions (M&A) and
corporate law in Russian and foreign jurisdictions.
- creation of joint ventures (joint venture) in the Russian Federation and abroad,
- conducting negotiations on the conclusion of transactions in the interests of Clients,
- development of pre-contractual documentation (Letter of Intent, Term Sheet, Memorandum of Understanding), agreements on the procedure for conducting negotiations,
- legal verification of the asset (due diligence),
- exit from the transaction (exit-strategy),
- development of corporate contracts and shareholder agreements (shareholders' agreement, investor rights agreement),
- development of corporate contracts and shareholder agreements (share purchase agreements, SPA),
- transactions with public companies (voluntary offer, bidding offers),
- securities issue, bond issue, pre-IPO, IPO (Moscow Stock Exchange, Singapore and Hong Kong Stock Exchanges, country exchanges CIS, NYSE, LSE),
- foreign investments (friendly and unfriendly transactions),
- coordination of transactions with the Federal Antimonopoly Service, Government Commission,
- antimonopoly regulation,
- corporate conflicts,
- resolution of corporate conflicts in joint-stock companies (deadlock, mediation and arbitration, forced redemption, etc.),
- corporate governance issues under the law of the Russian Federation, the EU, the USA and England: creation of governing bodies (boards of directors, independent.
Private Equity, venture capital, venture and investment funds
We help with transactions related to investments in private and public companies (private equity) around the world, as well as support the creation and maintenance of complex structures for venture and investment funds.
We help with transactions related to investments in private and public companies (private equity) around the world, as well as support the creation and maintenance of complex structures for venture and investment funds.
- creation and maintenance of collective investment schemes (regulated, hedge funds and alternative funds, cryptocurrency funds),
- creation of investment funds in various jurisdictions with different types of management: hedge fund, alternative fund, SPC (segregated portfolio companies), SPV, Series LLC, trusts, investment partnerships, mutual funds, mutual funds, specialized companies, IFC, MC, consumer cooperatives),
- transactions with shares and shares,
- development of documentation of investment funds: investment memoranda (private placement offer, private placement memorandum, investment memorandum),
- analysis and development of documentation for accepting investments in friendly and unfriendly jurisdictions (investment agreement),
- support of investments in funds,
- legal verification of trustworthiness (due diligence),
- investment and banking compliance,
- development of corporate governance structure in investment funds,
- motivational programs for the Board of Directors and employees of the fund,
- direct investment transactions under Russian legislation, American and English legislation,
- support for share repurchase at the stage before the IPO.
International tax planning, tax and currency regulation
We provide services on corporate, international and personal
taxation.
We provide services on corporate, international and personal
taxation.
- consulting on tax and currency residency,
- tax planning,
- international tax planning,
- development of structures for international tax planning purposes (trusts, foundations, inheritance funds, family offices "family offices"),
- consulting on business fragmentation and legal tax optimization,
- controlled foreign companies (CFC) and dividend payment issues,
- development of structures for private investors and HNWI (wealthy individuals),
- business protection when accompanied by tax audits (desk, field),
- taxation in investment activities,
- redomicilation to special administrative districts (lex societatis change) Oktyabrsky Island (Kaliningrad), Russian Island (Primorsky Krai),
- obtaining the status of an international holding company, MKOOO, MKAO, MKPAO in SAR,
- reporting on controlled foreign companies (CFC) for individuals and legal entities, determination of passive and active income subject to taxation, issues of optimization of the tax base, CFC declarations,
- tax-free liquidation of CFC.
Startups, venture capital, investments and intellectual property protection
Intellectual property protection
- support of investment acceptance transactions in technology companies: development of convertible loans, convertible notes (convertible securities - CLA, promissory notes, SAFE, KISS, etc.),
- support of debt securitization and corporatization,
- crowdfunding,
- agreements between founders (founders): founders' agreement
- development of options, vesting programs (Stock Option Plans, ESOP, options),
- negotiations with investors, disclosure of information, agreements of intent (binding, non-binding term sheets),
- agreements between the founders at the investor's entrance: shareholder agreements, corporate agreements (SHA, IRA),
- capital structuring (development of cap table - capitalization table), issuance of various classes of shares A, B, C, preferred shares at any stage of the round (pre-seed, seed, etc.).
Intellectual property protection
- trademark registration (Russia, USA, EU, UAE)
- Cross-border transfer of intellectual property,
- Development of contracts for developers, authors of digital content,
- Support of franchise acquisition transactions,
- Advising foreign law firms on the application of the law of the Russian Federation.
Digital law, cryptocurrency, fintech
We provide services for technology companies, e-commerce, gaming,
fintech industries (blockchain, P2P, crypto, web 3)
We provide services for technology companies, e-commerce, gaming,
fintech industries (blockchain, P2P, crypto, web 3)
- support of cryptocurrency exchanges, exchangers, DAO, cryptocurrency funds,
- support of the issuance of digital financial assets (CFA, tokens, NFT),
- consulting on compliance issues (KYC, KYC, AML, Sanctions),
- development of privacy policies and terms of use of the service,
- support of fintech projects (payment systems, services, EMMA - electronic money institutions, electronic money operators),
- support and consulting on bonus programs and tax consequences,
- support for the release of NFT,
- support for Web 3.0 projects, DAO,
- development of documentation on data protection: personal data, big data, GDPR
- documentation development and support for the implementation of payment services, fintech solutions.
Санкционное право
Мы оказываем услуги по вопросам применения ограничивающих мер (санкций) в России и зарубежом.
Мы оказываем услуги по вопросам применения ограничивающих мер (санкций) в России и зарубежом.
- Консультирование по вопросам осуществления ВЭД в условиях санкций,
- Предоставление консультаций по вопросам применения санкций США, ЕС
- Консультирование по вопросам контрсанкций (ограничительные меры со стороны РФ)
- Услуги по разблокировке платежей в зарубежных банках,
- Оспаривание санкций в OFAC,
- Разработка комплаенс-политик и правил (115 ФЗ, KYC, светофор).
Private errands, family office
We advise wealthy individuals (High Net Worth Individuals, HNWI, UHNWI) and individuals on the following issues:
We advise wealthy individuals (High Net Worth Individuals, HNWI, UHNWI) and individuals on the following issues:
- Relocation and citizenship services,
- Citizenship by Investment,
- Transactions with foreign real estate (UAE, Dubai, Cyprus, Turkey, England),
- Judicial representation,
- Protection of honor, including on the Internet,
- Inheritance issues,
- Creation of family funds,
- Tax consulting in Russia and abroad,
- Advising private investors in technology, private companies and securities,
- Advising entrepreneurs on the establishment of foreign companies, joint ventures,
- Support for the creation of foreign companies and holdings,
- Legal support in various jurisdictions in the "Family office" format.