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Rightmark Group client won the auction for the sale of a right to conclude a contract for lease of a land plot to site a multi-storey apartment house in Nakhabino settlement in Moscow Oblast. The bidding was challenged by a bankruptcy trustee of LLC Razvitie Krasnogorskogo Raiona-Group, who referred to the right of the aforesaid company to conclude a contract for lease of the same land plot without auctioning. In witness thereof the bankruptcy trustee made reference to the corresponding judgment (delivered after the bidding was held without participation of the winning bidder).Hence, to protect the client rights interests we represented its interests in two trials:— with regard to challenge of bidding;— with regard to acknowledgement of LLC Razvitie Krasnogorskogo Raiona-Group right to conclude a contract for lease without auctioning (where a judiciary act was passed without involvement of the winning bidder, and inclusion in the judicial process was at the appeal stage).In a case where the right of LLC Razvitie Krasnogorskogo Raiona-Group to conclude a contract for lease without bidding was acknowledged, Rightmark Group secured the client involvement in the case as the third party and the case consideration in accordance with the first instance rules. Activities of Rightmark Group lawyers during the case reconsideration resulted in cancellation of the first judgment by the court of appeal.Hence, in a case challenging the bidding reasons for the auction invalidation became inapplicable, and LLC Razvitie Krasnogorskogo Raiona-Group abandoned the claim. Thus, rights of Rightmark Group client to conclude a contract for lease of a land plot to site a multi-storey apartment house were completely restored. -
LLC Prizma-Center brought an action against ZAO Bolshevichka represented by Rightmark Group for recovery of funds paid under an investment contract. The plaintiff demanded repayment of all monetary funds paid under the contract, referring to a cessation of interest in acceptance of performance due to lack of results of the investment activities within the period established by the contract. The plaintiff also claimed that the company withdrew from the contract by submitting a complaint to the defendant. During the judicial proceedings in the first instance arbitration court Rightmark Group lawyers proved that the complaint to which the plaintiff referred was not a statement of withdrawal from a contract, and that the parties extended the period of the investment project implementation. Thus, the plaintiff could not lose interest in the project implementation due to delay on the part of the defendant. Taking into account the arguments of Rightmark Group lawyers, the first instance court dismissed the claim of LLC Prizma-Center. The courts of appeal and cassation also confirmed absence of grounds for recovery of funds and upheld the first judgment.
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LLC Special Construction Department 33 (LLC SMU-33) represented by Rightmark Group filed an action against JSC Elevator Repair and Maintenance Department No.3 (JSC RSU No.3) for recovery of debt for elevator dispatching services under several contracts of works and labour. In course of the proceedings JSC RSU No.3 filed a counterclaim for invalidation of the contracts of work and labour. As the first instance court rejected the counterclaim and upheld the principal claim, JSC RSU No.3 filed an appeal.Rightmark Group was engaged to represent interests of LLC SMU-33 when the case was considered by the court of appeal, which considerably limited the procedural capacity to defend the plaintiff interests. The appeals instance allowed the counterclaim of JSC RSU No.3, and the court of appeal considered the case in accordance with first instance rules. During the case consideration the court of appeal performed two construction and technical expert examinations, including the supplementary one. It should be noted that JSC RSU No.3 interfered with the proceedings in every possible way through its actions, by making lots of various applications and untimely submission of documents to the court, thus trying to delay the proceedings. Nevertheless, Rightmark Group lawyers managed to prove the proper performance by LLC SMU-33 of its obligations under contracts of works and labour, and, correspondingly, obligation of JSC RSU No.3 for payment thereunder, as well as lack of reasonableness of the defendant arguments for invalidity of the aforesaid contracts. -
Legal Due diligence was conditioned by the acquisition, by way of privatization, of a block of the company shares which used to be publicly owned. Assessment of identified legal risks resulted in development of recommendations for shareholders to prevent (minimize) adverse legal effects for a joint stock company placed under corporate control, which are caused by failure to register or improper registration of proprietary and liability rights being parts of the company assets, including rights to utility infrastructure facilities, objects of water and subsoil use.Special nature of this Legal Due diligence was also determined by the special nature of activities of the company which is a local monopolistic provider of water supply, water disposal and heat supply services, as well as a specialist contractor operating utility networks. The Legal Due diligence included assessment of the company activities in terms of antitrust law, assessment of specifications issued by the company for connection of capital construction projects to utility networks, and the company’s compliance with the procedure for connection of capital construction projects to the aforesaid networks. -
Acquisition of any company with high value assets and a long history of activity, much less a credit institution, is always connected with the necessity of detailed study of both legal fate of its assets, and close examination of history of the company itself in order to identify risks and material events which may influence the decision to purchase a credit institution, or the purchase price. Apart from the acquisition of 100% of the bank shares, Rightmark Group faced the task of opening a branch office in St. Petersburg, early termination of powers of the bank's management bodies and election of new management.In order to complete the specified tasks Rightmark Group conducted legal and financial Due Diligence, organized interaction between the bank seller and the purchasers, developed a detailed action plan for preparation for the transaction, settlement thereof, and follow-up measure, ensured transaction structuring and support, prepared all the necessary documents (applications, notices, contracts, records, etc.), implemented corporate procedures for re-election of the bank management bodies, amended constituent documents of the bank, made arrangements to open a bank branch office in St. Petersburg. -
Rightmark Group lawyers supervised JSC Pilot Boiler and Turbine Plant buyout transaction.
Acquisition of a company with high value assets and a long history of activity is always connected with the necessity of detailed study of both legal fate of its assets, and close examination of history of the company itself in order to identify, for example, off-balance sheet liabilities of the company, unreliable data provided by the seller, or other material circumstances.When concluding transactions of such scale a detailed analysis should be conducted: to estimate risks and identify material events which may influence the decision to purchase, or the purchase price. In order to complete this task Rightmark Group conducted legal and financial Due Diligence.Also, when agreement was reached on the sale of shares, rights of sellers (successors) to a part of the shares were not duly certified, thus, Rightmark Group experts originally supervised the process of share ownership registration. -
Rus’ Construction Holding planned to take part in Zavidovo Recreation Complex construction (http://zavidovo.ru/rus/). Rightmark Group was engaged to provide legal support of such participation.Rightmark Group task at the first stage of project implementation was to conduct a legal analysis of the land plot status, review urban restrictions, assess feasibility of construction within the established time limit. One of the challenges of this project was the need for legal analysis of a large number of land plots for various applications (circa 100) within a tight timeframe. The following step was to develop a project implementation scheme, as well as a contractual framework, in order to balance interests of the project participants.Unusual nature of this project was due to the need for elaboration of options to provide the necessary utility infrastructure facilities in the development area, including at the expense of subsidies granted by public institutions. Depending on the way to provide the necessary utility infrastructure facilities in the development area, binding relationships between the land owner and developer were built. -
Rightmark Group provided legal support of a transaction for purchase of land for plant construction.
Rightmark Group representing interests of Leader Group Construction Company provided legal support of a transaction for purchase of ownership of a land plot with real estate in Yanino Village (Vsevolzhsky district of Leningrad Oblast) for reinforced concrete plant construction. A special aspect of the transaction was that by the time the parties reached an agreement in principle on the transaction, the land plot was not formed. Also, due to payment in instalments the land plot was mortgaged. After legal due diligence of documents for the land plots, including in order to assess feasibility of plant construction in the land plot offered for purchase, and lengthy negotiation of the transaction terms the company Rightmark Group managed to secure conclusion of all necessary contracts and their proper performance by the parties, including mortgage lien release.Acquisition of land for construction is always connected with urban development and infrastructure risks to be eliminated at the stage of making a transactional decision. Also, acquisition of a land plot to be formed in the future as a result of division of another land plot, is associated with a significant number of buyer’s risks, which requires elaboration of the transaction legal structure. By now Rightmark Group ensured registration of title to land, established servitudes for the adjacent areas for access of construction equipment to the site. Thus conditions are created for commencement of plant construction at the site. -
Comprehensive support of activities of Active House development company involved settlement with the management company providing services in the development area, harmonization of documents at the stage of design, construction and sale of real property to end customers. Specifically for this project more than 20 types of contracts were developed to be concluded for the estate construction project implementation. The Company lawyers participated in agreement of terms and conditions of these contracts agreements with contractors and secured conclusion thereof on terms most favourable to the client.At the initial project stage, the client stated willingness to sell some real property items during the construction. Cottages in this case were to be constructed as per design proposed by the seller or the buyer’s design. As the contract for sale of real property was concluded in a situation where the purchased house did not exist yet and in some cases was constructed according to a custom design of the buyer, it was necessary to develop a property sale scheme protecting the seller as much as possible, in particular against the risk of repudiation of a contract by the buyer at the house construction stage, and refusal to pay for the property. Also, risks and prospects of the construction were forecasted and assessed both by the client (by its own efforts and by outsourced staff), and external companies.The described activities of Rightmark Group enabled the client to design the cottage estate as well as start construction and sale of real estate (under construction) with minimum economic and legal risks. -
Rightmark Group provided support of transaction for 20 ha land plot acquisition.
A contract regulates and establishes property relations of the parties within the scope of the investment project of integrated land development and multifamily housing to be completed by 2020.The Company assessed the purchased property, its suitability for investment project implementation, developed the structure of contract relations, including both obligatory arrangements required by law, and advisable ones aimed at protection of rights and interests of the client. Elaborated transaction are designed for long-term use, regulate staged performance by the parties of contractual arrangements, measures for protection of the purchaser rights, liability of the parties and the project closure procedure.A special feature of the project is establishment of relations between the participants of integrated development of a privately owned land plot for housing construction and implementation of a non-conventional payment method, i.e. the land plot seller will obtain ownership of residential and non-residential premises in apartment buildings as payment.