gblp automotive_eng
DESCRIPTION
ÂTRANSCRIPT
Automotive industry:Legal support
Goltsblat BLP is the Russian practice of Berwin Leighton Paisner (BLP),
an award-winning international law firm
02 / Automotive industry: legal support
Motor vehicles have long since become indispensable for us – in addition to being a comfortable means of individual travel, they provide public transportation, carry loads and passengers for business purposes, provide for mobility and responsiveness by various special-purpose machines and engines and also participate in some of the most thrilling sports competitions. Millions of people and thousands of entities are in one way or another connected with the motor industry, including manufacture, distribution, servicing and use, and take a keen interest in related manufacturing and consumer news.
Goltsblat BLP attorneys have extensive experience in rendering legal support to the motor industry in the Russian Federation and Europe, assisting with incorporation, development, restructuring and protection of manufacturing companies, their assembly and distribution divisions, dealership chains and service organisations, as well as the financial arms of car manufacturers, lenders and insurers that are part of the motor business. Our team always stays abreast of the position taken by the relevant government authorities, business associations and consumer protection societies.
Goltsblat BLP specialists combine unique experience of rendering legal support to major and medium-scale projects in the Russian motor industry with a profound knowledge of and practical skills in applying legal tools for restructuring, financing and commercial operation of businesses on the European vehicle manufacturing, sales and servicing markets. Our client list includes some of the leading Russian motor companies, along with global motor corporations.
To our clients we offer integrated legal support for various projects, both complex and specific, and professional advice on all kinds of legal issues faced by motor market players.
• Analysis and development of motor business models, corporate business structuring, support for organic growth and expansion through M&A
• Comprehensive legal assistance in setting up complete cycle and assembly facilities, liaison with government and municipal authorities
• Expert review and support under the anti-monopoly law, representing clients during anti-monopoly examinations and initiation of cases for competition law violations
• Legal advice on building up and developing dealership networks, development, modification and termination of dealership, distribution and leasing agreements
• Environmental, sanitary and nature conservation aspects of operations by manufacturers and other entities involved in the motor sector
• Trade mark registration, patenting, development of and legal support for licensing and other agreements, legal assistance in fighting counterfeits
• Employment restructuring, staff reduction and job elimination, interaction with trades unions, legal due diligence of labour law compliance by motor businesses, identification and mitigation of possible risks; corporate pension plans
• Advice on various legal aspects of localising manufacture of spare parts and SKD units, including set up of joint ventures, car manufacturers’ trade mark and know-how protection, marketing and distribution
• Advice on customs matters, preferential customs treatment of SKD importation and vehicle import Tax planning and tax restructuring, legal advice on all aspects of taxation in the Russian Federation and other European countries
• Legal support for financing of distribution networks and dealerships, long- and short-term loans and ensuring repayment of borrowings
• Land, real estate and construction services for the motor business: lease of office and warehouse premises, testing tracks, trial grounds and training centres
• Comprehensive legal support for consumer relations, including legal assessment of marketing campaigns, customer loyalty programmes, personal data processing and storage, assistance in claims handling and representation in customer disputes
• Pre-trial settlement and comprehensive defence in court disputes for all kinds of legal action, legal assistance in enforcement proceedings, recommendations on how to prevent unfair business practices in the motor industry
• Legal support for financial services in the automotive sector:
• set-up, reorganisation and ongoing support of financial vehicles of the automotive holdings
• development and support of banking, leasing and insurance products
• factoring programs
• dealers and consumers lending
• restructuring programs for distressed debt
• securitisation programs for the car loans
• dealing with the relevant state authorities: Central Bank, securities services/antimonopoly/consumer rights regulators
• litigation in connection with financial products
Some of our legal advice services to motor sector companies:
International Financial Law Review (IFLR) 2014 about Goltsblat BLP:
A client describes the firm as “a knowl-edgeable company” and says they don’t work with other firms in Moscow now.
Automotive industry: legal support / 03
MAGNA INTERNATIONAL
Advice on the anticipated acquisition of Opel’s business in Russia and other CIS countries from General Motors.
TOYOTA
Legal advice to Toyota (GB) on setting up a scheme for provision of gap finance to three prospective dealer principals for acquisition and operation of dealerships under the Toyota Franchise.
FORD MOTOR AND FORD FINANCIAL (UK)
Legal advice on finance and financial risk assessment, including the restructuring of Quartic Motor Group, previously the seventh largest chain of Ford dealerships in the UK.
NISSAN MOTOR
Legal support for car assembly plant construction, including legal advice on agreement with the Federal Government and Federal Customs Service, investment agreement with the City of St. Petersburg, customs and tax incentives, land lease and construction matters, licences and permits, environmental and sanitary compliance.
AUTOMOBILE COMPONENT MANUFACTURERS
Succeeded in having a joint venture agreement on manufacture of certain automobile components approved by the Federal Antimonopoly Service (the FAS of Russia).
HYUNDAI
Advised the major Korean car manufacturer Hyundai on pricing spare parts and components to avoid being accused of setting monopoly high prices
KOMATSU
Legal support for construction of a plant, with legal advice including on investment agreement with the regional and municipal authorities, customs and tax incentives, land lease and purchase matters, construction matters, licences and permits, environmental and sanitary compliance.
ROYAL BANK OF SCOTLAND
Legal support for its £260m acquisition of real estate interests in 92 Volkswagen Dealerships for RBS, this being the first of the sale and leaseback transactions underpinning the Volkswagen sale and leaseback programme in relation to its UK interests in the real estate of their franchised dealers.
Recent projects handled by our team:
A LEADING KOREAN CAR PRODUCER
Acted for the client before the Russian Federal Antimonopoly Service on exclusive car-manufacture licensing agreements.
04 / Automotive industry: legal support
MAJOR EUROPEAN AND JAPANESE CAR MANUFACTURERS AND THEIR
DISTRIBUTORS
Legal support for national HQ office lease, track project concept elaboration, educational centres and trial ground leases.
A MAJOR CAR MANUFACTURER
Acted for the client in hearings of multi-item cases in the Arbitration Court of St. Petersburg and the Leningrad Region, including taxation and depreciation aspects of handing over industrial equipment.
ROLF
Legal due diligence of show rooms and service centres prior to their acquisition, risk assessment, acquisition deal structuring, negotiations, etc.; legal due diligence of all show rooms, service centres and development projects owned by the client (‘sanity check’), elaboration of recommendations for fixing identified legal issues, etc.
LEASING COMPANIES IN THE UK AND RUSSIA
Legal advice on various aspects of fleet and equipment leasing.
AN AUSTRIAN PPP ROAD CONSTRUCTION PROJECT
An Austrian PPP road construction project worth 2 bn euro. Advised ASFiNAG, the Austrian highways agency, on construction of three new toll roads within the country.
ICAHN ASSOCIATES
Acted for the client in cross-border restructuring of the Federal Mogul Group.
NISSAN/ RUSSIA
Advice on the more stringent environmental requirements on cars being introduced in the Russian Federation.
VOLKSWAGEN GROUP AND OTHER MAJOR CAR MANUFACTURERS /
DISTRIBUTORS
Legal advice on development of client management and service systems and successful representation of the clients in handling consumer claims in courts and support in out-of-court settlements.
THE LARGEST GLOBAL PREMIUM CAR MANUFACTURER
Acted as an in-house lawyer on a project where the dealership network as a whole was to adopt new formats of contractual documents. This involved development of a model dealership agreement (with many appendices), its approval by the company and by dealers, negotiation of disputable matters in the contract documentation with dealers, legal due diligence on the dealers prior to re-conclusion of dealer contracts, etc.
Automotive industry: legal support / 05
VOLKSWAGEN GROUP RUS
Represented the interests of the client in a series of disputes associated with termination of dealership agreements, recovery of debt and seizure of over 350 luxury cars.
SCANIA-RUS LLC
Successful representation in connection with 2 litigations against the former dealer for recovery of a substantial debt deriving from supply contracts.
RUSSIAN FINANCIAL ARM OF A MAJOR GERMAN CAR PRODUCER
Analysis of the terms of financial service provision, cooperation with banks and insurers, compliance with the anti-monopoly legislation, advice on advertisement campaigns.
THE VOLKSWAGEN GROUP AND OTHER LEADING CAR
MANUFACTURERS/DISTRIBUTORS
Advised on provision and prolongation of warranties for new vehicles, regulation of financial flows on performance of warranty obligations, and various aspects of promoting used car sales.
Chambers Europe Awards for Excellence 2014:
Clients are impressed with the firm’s ability to effectively blend domestic expertise with international nous, further highlighting the firm’s willingness and ability to accom-modate Western business needs while still offering deep insight into Russian legal structures.
RUSSIAN FINANCIAL ARM OF A MAJOR GERMAN CAR PRODUCER
Analysis of the terms of financial service provision, cooperation with banks and insurers, compliance with the anti-monopoly legislation, advice on advertisement campaigns.
Goltsblat BLP is a member of the subcommittee on strategic innovations in the automobile
industry under the Chamber of Commerce and Industry of the
Russian Federation
Automotive industry: legal supportContacts
06 / Automotive industry: legal support
Vladimir TchikinePartnerCustoms and international [email protected].: 8 495 287 44 44
Rustam KurmaevPartnerDisputes with Authorities, Shareholders Disputes, Real Estate [email protected].: 8 495 287 44 44
Nikolay VoznesenskiyPartner, Head of Competition Practice, PhD. [email protected] Tel.: 8 495 287 44 44
20th Century Fox AIG Global Real Estate Investments (Russia)Aker SolutionsAkfen REITAlcoaAlfa-Bank Alt TelecomAMT&C GroupAstraZenecaAxel Springer RussiaBarclays BankBarillaBaring Vostok Capital PartnersBASFBrunswick Rail LeasingBulgartabacCaterpillar FinancialCentral PartnershipChina Development BankChryslerCoalcoCoca-ColaCovidienDanoneDeutsche Bank AGDormaEBRDEfesEstee LauderEquifaxFleming Family & PartnersFoundation for development of the New Technologies Development and Commercialization Centre (Skolkovo)Freight One GE Energy GhelamcoGuardianHarrysImmoeastInter RAOInternational Federation of the Phonographic Industry (IFPI) International Financial ClubJapan Bank for International Cooperation (JBIC)Johnson & JohnsonKia MotorsKimberly-ClarkKomatsuKronospanLa PrairieLafargeLeaderLG International Corp.LinstowMagna InternationalMail.ruMarsMedia-Markt-Saturn MerckMitsubishi Motors CorporationMultonNALCONavigation Information Systems NikeNissan / RussiaNord Stream AGNorth Caucasus Development CorporationNovatorOrangina SchweppesOriflamePanasonicPhilipsProcter & Gamble Prysmian S.p.A.Publicis GroupPUIG RUS Quinn GroupRaven RussiaRenaissance CapitalRolfROSATOM - The State Atomic Energy CorporationRoxtec RURusBrandRusHydroRUSNANORussian PlatinumSaint-GobainSandozSanofi-AventisSantekSAPESberbankScaniaSchlumbergerShellSheremetyevo International Airport SiburSick AGSistema-HalsSolae / DuPontSt. Petersburg International Mercantile ExchangeStockmannSUEK SynevoTESCO CorporationTEVATommy HilfigerTomTomUnilever RusUnited metallurgical company (OMK)VEB (State Corporation “Bank for Development and Foreign Economic Affairs (Vnesheconombank)”) VimpelCom (Beeline)Volkswagen GroupVTB CapitalWilliam Grant & SonsX5 Retail Group Yamazaki Mazak (Russia) Zanten
• Goltsblat BLP is the Russian practice of Berwin Leighton Paisner (BLP), an award-winning international law firm headquartered in London and with offices operating in major commercial and financial centres throughout the world - Moscow, Abu Dhabi, Beijing, Berlin, Brussels, Dubai, Frankfurt, Hong Kong, Paris and Singapore.
• More than 100 Russian, English and US-qualified lawyers permanently based in Moscow, the total number of lawyers in all international offices of BLP being over 800.
• Over 800 clients, including: major multinational investors operating in Russia, including 23 Fortune 500 clients, Russian and international banks & financial institutions, and Russian corporates - leaders on the national markets.
• Transactional support for inbound and outbound investments by Russian and international clients.
• Highly reputable local team well-known on the market for its excellent local experience of total legal advice for major Russian businesses and international investors gained over 20 years - from complex/multi-jurisdictional projects to day-to-day operational legal support.
• Goltsblat BLP is consistently top-ranked / recommended by Legal 500 and Chambers in Real Estate & Construction, Corporate/M&A, Dispute Resolution, Competition/Antitrust, Tax & Customs, IP.
• Globally, the firm’s broad-based expertise reaches across more than 50 legal disciplines and 20 industry sectors.
• In Moscow, the firm’s key practice areas are:
• Corporate/ M&A
• Banking & Finance
• Real Estate & Construction
• Dispute Resolution
• Tax & Customs
• Commercial
• Compliance
• Competition & Antitrust
• Employment, Pensions & Benefits
• IP
• Goltsblat BLP is the winner of: International Law Firm of the Year 2014 - The Lawyer European Awards; Client service Law firm of the Year - Chambers Europe Awards for Excellence 2014; International Office of the Year 2010 - The Legal Business Awards (Legal 500); Best Client Service / Award for Excellence 2010 - Chambers Europe Awards; Best Law Firm in Russia 2010 - ILO Client Choice Awards; Innovation in International Expansion 2011 - Financial Times Innovative Lawyer Awards 2011 (a short-list nominee)
• BLP is the winner of, in total, 5 Law Firm of the Year awards and over 30 industry awards in the last few years, including UK Law Firm of the Year 2010 awards by both The Lawyer and Legal Week, Managing Partner of the Year, Real Estate Law Firm of the Year, Best Tax Team in a Law Firm, Planning Team of the Year, PFI/Projects Team of the Year, and Finance Team of the Year and others.
* All names are disclosed with the clients’ permission
Key facts about Goltsblat BLP:GBLP representative client list*
European Awards2014
International Law Firm of the Year
Winner
Goltsblat BLP combines local Russian market expertise with truly international best practices.
The Legal 500 EMEA 2014
The Russian practice of Berwin Leighton Paisner (BLP)
MOSCOW
Capital City Complex Moscow City Business Centre 8, Presnenskaya Nab., Bldg.1 Moscow 123100, Russia Tel.: +7 495 287 44 44 Fax: +7 495 287 44 45 Email: [email protected]
www.gblplaw.com
LONDON
Adelaide House London Bridge, London EC4R 9HA United Kingdom Tel.: +44 (0) 20 7760 1000 Fax: +44 (0) 20 7760 1111 Email: [email protected]
www.blplaw.com