Legal expertise

The center was founded as a qualitatively new association of professionals for the effective solution of financial problems of any complexity and providing impeccable service to its customers. The team consists of leading experts in economics and law. During its existence, hundreds of successful projects have been implemented, and among the clients are the largest banks and state corporations. Many years of practical experience allows us to implement strategies beyond standard solutions in conditions of increased risks, tight deadlines and limited resources.

Bankruptcy

 
Comprehensive support from debtors, creditors, arbitration managers in bankruptcy procedures of individuals and legal entities of various categories, including developers, natural monopoly entities, strategic enterprises and organizations, including the effective application of legal instruments of bankruptcy (challenging transactions, subsidiary liability) in conditions multidirectional interests of participants in the insolvency procedure. Effective legal support in carrying out financial rehabilitation and external management procedures in relation to legal entities, business restructuring based on the existing asset group through the use of the debtor's asset replacement mechanism, development and approval of settlement agreements of varying complexity at all stages of bankruptcy.
General issues
  • Comprehensive support of the debtor's bankruptcy procedure in the interests of the Customer;
  • Support of the procedure of supervision, external management, financial recovery, bankruptcy proceedings of the debtor, elaboration and implementation of the conclusion of a settlement agreement;
  • Obtaining and analyzing information about the debtor's assets;
  • Monitoring of messages published on the website of the Unified Federal Register of Bankruptcy Information;
    Providing, if necessary, on the basis of individual orders of the Customer, other consultations on certain issues arising in connection with the bankruptcy case against the debtor;
  • Representing the interests of the Customer in relations with persons participating in the bankruptcy case, and persons participating in the debtor's bankruptcy proceedings, and other persons in connection with the debtor's bankruptcy;
  • Negotiations (correspondence) and organization of meetings with representatives of debtors and third parties, as well as with guarantors, pledgers and other interested legal entities and individuals, including specialized organizations, in order to develop and implement measures to resolve debt, including the study of related investment, production -economic, corporate management and other issues;
Sale of the bankruptcy assets
  • Monitoring the sale of the debtor's bankruptcy assets;
  • Development of a set of measures to prevent illegal sale of assets, as well as measures to ensure conditions for the safety of pledges;
  • Preparation of information on the course of holding open tenders for the sale of assets in the framework of bankruptcy;
  • Legal support in the sale of assets within the bankruptcy case.

 

Inclusion of claims in the list of Debtor's claims
  • Inclusion of the Customer's claims in the lists of creditors' claims in the event of the debtor's bankruptcy;
  • Objection against unreasonable claims of other creditors in the event of the debtor's bankruptcy;
  • Analysis of the list of creditors' claims;
  • Preparation of information on the amount of claims of voting creditors, the number and percentage of creditors' votes at creditors' meetings;
  • Preparing the agenda, preparing a position for the meeting of the creditors' committee, analyzing the documents submitted for the meeting; analysis of the minutes of the committee meeting;
  • Preparation of information on the decisions taken; participation in the meeting of creditors;
  • Holding of creditors' meetings and participation in meetings of creditors of the debtor.
Subsidiary liability and other separate disputes
  • Identification of entities controlling the debtor, obtaining and analyzing information about their assets;
  • Bringing the entities controlling the debtor to subsidiary liability or recovering losses from them, including the subsequent foreclosure on the foreign assets of these entities;
  • Protection of controlling entities of the debtor from bringing to subsidiary liability within a bankruptcy case;
  • Challenging transactions made by the debtor;
  • Legal support of all separate disputes in the debtor's bankruptcy case;
  • Analysis of judicial acts on specific bankruptcy cases in order to establish the circumstances affecting the course of bankruptcy proceedings;
Court-appointed receiver
  • Ensuring interaction with interim receiver, re-solvency receiver, bankruptcy receiver;
  • Analysis of the actions of court-appointed receivers;
  • Participation in the consideration of complaints and disagreements with the court-appointed receiver;
  • Analysis of the feasibility of current expenses;
  • Monitoring of the situation on the recovery of receivables by the court-appointed receiver;

Debt enforcement

Representation of clients' interests in all types of disputes and categories of cases of any complexity in arbitration courts and courts of general jurisdiction at all levels, including conducting cases in arbitration courts administered by permanent arbitration institutions. Conducting cases for the collection of distressed debts from legal entities and individuals, a thorough analysis of the situation, a comprehensive study of the position, a thoughtful study of practice and the use of non-standard approaches to resolving disputes. Organization of efficient and fast execution of court decisions, including by levying execution on identified assets, interaction with the bailiff service and with credit institutions at all stages of execution.
  • Services for the return of the debtor's receivables to the Customer, by collecting it from the debtor, as well as from third parties related to the debtor;
  • Collection and systematization of information about the debtor/third parties;
  • Development of a strategy to protect the interests of the Customer, determination of the most effective methods of collecting receivables;
  • Study of the possibility of bringing third parties to civil, administrative and criminal liability;
  • Legal examination of documents that served as the basis for the emergence, change or termination of the rights and obligations of the Customer, the debtor and third parties;
  • Preparation of draft documents (including procedural ones), which are the basis for the emergence, change or termination of the rights and obligations of the Customer in relation to the debtor and third parties;
  • Providing legal support for pre-trial dispute settlement (legal analysis of the situation, development of a defense strategy, advising the Customer on the procedure for negotiating with the debtor, participation in negotiations with the debtor, preparation of a draft agreement on debt settlement, etc.);
  • Fulfillment of actual and legal actions aimed at returning from the debtor and third parties of the Customer's receivables through arbitration and civil proceedings;
  • Representation of the Customer's interests as a party or other participant in the process in courts of general jurisdiction, arbitration courts of the Russian Federation, referee's courts in all instances in any category of cases;
  • Representing the interests of the Customer in enforcement proceedings with all the rights provided by the applicable laws;
  • Assistance to the Customer in the foreclosure of the pledged property in an out-of-court or judicial procedure by ensuring the holding of tenders and (or) leaving the pledged property for the Customer;
  • Searching for entities intending to acquire from the Customer the rights (claims) of the debtors and/or third parties or to provide compensation for the repayment of the specified rights (claims);
  • Provision of consulting and legal assistance to the Customer on the assignment of rights (claims);
  • Analytical work to identify the assets of debtors and third parties who own property on behalf of debtors;

Criminal law issues

Comprehensive support for the investigation of complex multi-episode criminal cases of an economic nature, including those related to the investigation of the activities of organized criminal groups and criminal communities, including transnational crime.
  • Analysis and identification of signs of the elements of crimes provided for by the Criminal Code of the Russian Federation;
  • Preparation of offense reports, sending these statements to law enforcement agencies;
  • Development of plans for investigative procedures and law enforcement intelligence;
  • Collection and presentation of objects and documents that can be recognized as material and other evidence, in the manner prescribed by the procedural laws of the Russian Federation;
  • Ensuring the protection of the rights and legitimate interests of the Customer as a victim in the course of criminal prosecution of the debtor and/or third parties;
  • Ensuring the protection of the rights and legitimate interests of the Customer as a victim in the course of criminal prosecution of the debtor and/or third parties;
  • Preparation, presentation and support of a civil lawsuit for compensation of property damage caused to the Customer;
  • Preparation of documents within the framework of international cooperation of law enforcement agencies (for conducting investigative actions outside the Russian Federation);
  • Preparation of legal opinions for law enforcement agencies on complex issues of criminal law and criminal procedure;
  • Taking prompt measures to block the withdrawal of assets (seizing the property of the accused).

Forensic

  • Reveal and investigation of asset withdrawal schemes and other fraudulent activities, conflict of interests of stakeholders;
  • Identification of losses, their causes and consequences;
  • Establishment of the circle of guilty persons;
  • Financial examination;
  • Search and recovery of assets;
  • Collection and processing of evidence for use in private investigations or in court.

Verification of affiliation and integrity check

Comprehensive verification of the counterparty and its reputation for making management decisions
  • Identification of counterparties affiliated to the management and beneficiaries of the group during the investigation period;
  • Identification of counterparties with signs of fly-by-night companies;
  • Obtaining information about settlement accounts and the number of employees of counterparties that have signs of fly-by-night companies;
  • Obtaining data and analyzing cash flows on settlement accounts of counterparties that have signs of fly-by-night companies;
  • Conducting on-site inspections at the legal and/or actual address of the  counterparty to establish its real location and verify the availability  of necessary resources.

Identification and analysis of suspicious transactions

Identification of transactions aimed at the withdrawal of assets and funds concluded on non-market conditions, with unequal consideration, transactions with technical and affiliated companies
  • Identification of major transactions of the Group of Companies within the investigation period;
  •  Identification of transactions carried out in the interests of the Group's beneficiaries during the analyzed period;
  • Identification of transactions for the potential withdrawal of funds through various forms of investment / prepayment / granting of loans, etc.;
  • Revealing the facts of withdrawal / alienation of assets;
  • Detailed analysis and description of chains of operations with signs of withdrawal of funds, violations of contractual conditions (for example, intended use of a loan);
  • Analysis of individuals involved in transactions for their relationship with employees, management / beneficiaries of the Group of Companies and the presence in their relationship of signs of trust management of companies / ownership of assets;
  • Cross-section analysis of information on the operations of the Group of Companies between, information from the accounting system and loan-security documentation, protocols and regulations, in order to identify transactions that caused damage to the company and establish their beneficiaries, determine the amount of damage caused;
  • Drawing up a list of companies participating in such schemes, responsible employees and persons who made decisions on transactions;
  • Establishing signs of communication between participants in identified suspicious transactions, directions of cash flow withdrawn from the Group of Companies through the identified schemes, identifying the beneficiaries of companies participating in the identified schemes, etc.;
  • Consultations with experts in order to obtain detailed information on the chains of movement of funds within the identified beneficiary companies;
  • Conducting interviews with employees of the Group of Companies in order to obtain clarifying information and collect evidence on selected transactions;
  • Analysis of individual transactions for the validity of prices and other quantitative parameters;
  • Preparation of analytical materials for working with law enforcement agencies in terms of analyzing individuals and legal entities for the presence of elements of a crime in their actions, at the stage of initiating criminal cases.

Identification of information about the assets of legal enatities and individuals.

Identification of recoverable assets worldwide
  • Revealing information about the debtor's assets located on the territory of foreign states, in particular, using search engines, databases and other, including open sources of information;
  • Providing comprehensive and documented information about the discovered assets;
  • Consolidation and analysis of data on key business partners and possible conflicts, potential ties with authorities;
  • Conducting analytical work on the state of financial and economic activities, searching for information about funds on settlement accounts;
  • Expert judgment on the valuation of assets.

Financial Due Diligence

Collection of information about the company, comprehensive study of activities, including risk assessment, comprehensive audit of financial condition and market position

Analysis of financial and economic activities

  • Analysis of the composition of fixed assets (raw materials/materials, unfinished products, finished products), accounts receivable;
  • Long-term and short-term financial investments (composition, counterparties, terms of return on investments, profitability;
  • Determination of potentially irrecoverable accounts receivable and financial investments (debt of affiliated entities, fly-by-night companies);
  • Expert judgment on the fair carrying value of assets.
  • Loan portfolio analysis: long-term and short-term liabilities to banks and investors (debt amount, interest rates, maturity dates and schedules, collateral for obligations);
  • Analysis of the structure of accounts payable, including intra-group debt;
  • Identification of lenders affiliated to management and Beneficiaries;
  • Modeling of the forecasted register of creditors' claims for the Group;
  • Analytical work to identify the assets of guarantors;
  • Analysis of off-balance sheet liabilities (sureties, pledges, etc., provided as collateral for the obligations of companies);
  • Analysis of the structure of accounts payable, including intra-group debt, debt to affiliates and fly-by-night companies;
  • Analysis of loan-security documentation.
  • Analysis of industry markets.

Drawing up a corporate and debt structure

  • Determination of the full list of persons who were beneficiaries during the study period;
  • Plotting a chronological sequence of identified events (changes in the authorized capital);
  • Identification of the list of companies within the group during the investigation period;
  • Drawing up the ownership structure of the Group, as well as identifying the business interests of the beneficiaries and the Group's management;
  • Identification of the main companies engaged in production activities;
  • Identification of the main holders of assets (asset holders).

Cash flow analysis

The structure of proceeds and directions of spending of funds, the causes of the shortage of funds and the sources of its coverage
  • Determination of sources of receipt and directions of expenditure of funds;
  • Formation of the Cash Flow Budget in the context of the main cost items and counterparties;
  • Identification and analysis of suspicious transactions;
  • Analysis of the expenditure of loan funds, identification of misuse of loan funds;
  • Detailed analysis and description of chains of operations with signs of  withdrawal of funds, violations of contractual terms and conditions;
  • Drawing up a list of companies participating in such schemes, responsible employees and persons who made decisions on transactions.

Analysis of the structure and dynamics of income and expenses

  • Analysis of the structure of revenue and cost / proceeds and payments. Identification of proceeds and costs for affiliated and/or unreliable buyers and suppliers;
  • Analysis of the contract base, the volume of contracted proceeds for legal entities, projects and products, analysis of the amount of financing, completed and accepted work, the fact of payment;
  • Analysis of administrative, managerial and commercial expenses (economic feasibility, validity, marketability, identification of expenses for affiliated and/or unreliable counterparties);
  • Identification of the main suppliers, main buyers;
  • Consolidation of financial statements cleared of intra-group transactions;
  • Analysis of other income and expenses (economic feasibility, validity, marketability, identification of expenses for affiliated and/or unreliable counterparties, depending on the type of income/expenses);
  • Review of the operational and legal structure of the group, drawing up a scheme for the interaction of legal entities within the group and the compliance of legal entities with the services and products provided;
  • General analysis of the Group's performance based on financial statements and annual reports;
  • Expert findings on the manipulation of financial statements: expert judgment on the possible overestimation of the value of assets, overstatement of revenue, understatement of expenses, concealment of losses, etc., including due to intra-group transactions; judgment on the amount of distortion of financial statements (margin reduction, etc.) due to the manipulations performed.

Financial modeling

  • Forecasting cash flows and financial position dynamics;
  • Modeling and evaluation of various scenarios for the development of business assets;
  • Determination of optimal financing options;
  • Evaluation of investment projects;

Cost analysis of business and assets

Determining the value of a business, as well as key assets for making management decisions about the acquisition or sale of property. Calculation of the cost range under various scenarios. Determination of the fair value of assets and liabilities.

Analytical support in the procedure for collecting distressed debts

Analytical support for the collection of distressed debts is a range of services aimed at increasing the efficiency of collection of distressed debts. 
  • Monitoring and informing about external events and situations that are important for the collection of distressed debts;
  • Analysis of the register of current debts presented by the court-appointed receiver;
  • Monitoring of the situation on the recovery of receivables by the court-appointed receiver;
  • Analysis of information from open sources about the Debtor, which may affect the course of the bankruptcy case;
  • Monitoring of messages published on the website of the Unified Federal Register of Bankruptcy Information;
  • Analysis of the reports of the court-appointed receiver on the results of the observation procedure, on the course of bankruptcy proceedings, conclusions on the presence of signs of deliberate bankruptcy, on the financial condition of the debtor, on the existence of grounds for challenging transactions, on the possibility of restoring the debtor's solvency;
  • Analysis of the list of creditors' claims;
  • Modeling of the forecasted register of creditors' claims;
  • Preparation of information on the amount of claims of voting creditors,  the number and percentage of creditors' votes at creditors' meetings;
  • Preparation of information on the course of holding open tenders for the sale of assets in the framework of bankruptcy.

Transaction structure

Development of an optimal transaction structure, development of a negotiation strategy, coordination of all parties to the transaction and drawing up an optimal roadmap for the transaction.

Preparation of documents

Preparation and verification of all documents that are required to conclude a transaction, monitoring the signing of documents.

Monitoring and evaluation

Monitoring and evaluation of the results of the M&A procedure.

Diagnostics of business operations

Assessment of the current market position, business model and key business processes of the company, assessment of the current state of affairs and business potential; assessment of business risks of project management, identification of key barriers to improving efficiency.

Analysis of the core tangible assets

Production sites, commercial real estate, etc.
  • Formation of the register of real estate, land plots belonging to the Group's companies;
  • Analysis of transactions on the disposal of the Group's assets;
  • Determining the market value of assets (including appraisers' reports) acquired or lost as a result of transactions.
  • Identification of restrictions/encumbrances of rights to a group of assets;
  • Drawing up a territorial map of a group of assets;

Advising lenders

Formation of a financial restructuring plan acceptable to all parties.

Financial investigations and dispute support

Investigation of fraud, bribery, abuse and financial irregularities in order to minimize financial losses.

Temporary administration

Improving operational and financial efficiency and increasing the capitalization of companies (working as a temporary/anti-crisis management team).

Revealing the deliberate bankruptcy

Establishing the circumstances that led to the loss of solvency. Analysis of the intended use of borrowed funds. Analysis of compliance of transactions and actions (inaction) of the debtor's management bodies with the applicable laws.  Revealing transactions concluded on terms that do not correspond to market conditions, which caused the occurrence or increase of insolvency and caused actual damage to the debtor. 
  • Analysis of the debtor's financial and economic activities
  • Establishment of the circumstances that led to the loss of solvency, and responsible persons;
  • Identification of potential transactions to be challenged in accordance with the Federal Bankruptcy law;
  • Analysis of data on pledged assets and changes in its structure;