Alexander Zharskiy

Alexander Zharskiy

Partner, Advocate, PhD in Law
Alexander Zharskiy

Chambers Europe

He’s a very competent lawyer in both English and Russian law. It’s not enough to have the technical knowledge, you need to be able to see the commercial picture of the negotiations and to weigh the client’s interests against the risks, and he’s one of the best at this

Biography
Recent work
Publications and Insights
Rankings and awards

Alexander Zharskiy is an ALRUD Partner, he heads Corporate and M&A Practice as well as Healthcare and Pharmaceutical Industry Group. Alexander leads the firm's corporate, corporate finance, mergers and acquisitions and private equity work. He has more than 20-years experience in in-bound and cross-border transaction in a variety of sectors, including agribusiness, retail, financial sector, telecommunication, media and technology, pharmaceuticals, natural resources and real estate.

Alexander is an officer of the IBA “Corporate and M&A Law” committee, he regularly speaks on corporate /M&A topics at Russian and international conferences.

Alexander holds a J.D. degree as well as an LLM degree from University of Manchester. Alexander started his legal career in 1998, joined ALRUD in 2004 and has been a partner since 2007. He is constantly recommended as a leading legal advisor on Corporate and M&A matters by Chambers Europe and Global, Legal 500, IFLR 1000, Who's Who Legal, Best Lawyers.

Clients praise Alexander for his professionalism, business focus and the ability to defend clients' best interests in complex matters.

Alexander Zharskiy is very good in negotiations. He is a good manager of big teams which are working on complex tasks. We always give him wide discretion for the negotiation of our position, and he is able to propose new ideas and solutions for atypical problems. Chambers Europe

ERGO International AG

on sale of ERGO Life Insurance Company to Rosgosstrakh.

UFC

in creation of a joint venture with RCIF and Mubadala, which will focus on the development and expansion of UFC’s (the largest MMA media promotion in the world) business in Russia and CIS.

CEFC China Energy Company Limited

in the acquisition of 14.16% shares in the Russian oil company Rosneft.

Uber Technologies Inc.

regarding its JV with Yandex Taxi, Russia's largest online taxi booking services.

Bayer AG

with regard to acquisition of Monsanto Company, a publicly traded American multinational agrochemical and agricultural biotechnology corporation.

Trafigura

as a part of investment consortium in acquisition of a 49% stake in Mumbai-based Essar Oil Limited.

Puma Energy

in a joint-venture project with Renova group regarding construction of the fuel terminal at the airport as a part of World Cup 2018 Russia infrastructure program.

North Atlantic Drilling Ltd. and Seadrill Limited

on a long term investment and co-operation Agreement with Rosneft.

A shareholder in the sale of Veropharm

(one of the leading generic products producer in Russia) to Abbott Laboratories for 600 mln USD (largest Russian healthcare M&A deal to date).

A shareholder of Solopharm

(one of the largest oral liquid manufacturing plants in Russia) on minority stake sale to the fund Baring Vostok including deal structuring and negotiations on preparation of all documents under the project.

ALRUD experts held a webinar on business set up in Russia
On February 4th, ALRUD Law Firm held a webinar 'Set Up Of Business In Russia: Top Milestones'. During the webinar, ALRUD Law Firm experts discussed different issues arising when setting up a business in Russia – shared key corporate and employment milestones of bringing business to Russia and explained formal legal requirements, from the first steps to starting active operation. Speakers on the webinar were Alexander Zharskiy, Partner, Head of Corporate / M&A, Margarita Egiazarova, Senior Associate, Labour and Employment practice, and Dmitry Pashkov, Associate, Corporate, Head of Registration department.
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ALRUD experts helped produce an article for "Kommersant"
Maxim Alekseyev, ALRUD Senior Partner, and Alexander Zharskiy, ALRUD Partner, helped produce an article for "Ъ". This article discusses the most important innovations in the tax sphere for 2018-2019. You can find out more about changes in the Russian law, the application of the Russian law to M&A transactions and other important trends, from the full text of the article.
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Vienna International Arbitral Centre obtained the right to administer arbitration disputes in Russia
On 18 June 2019, the Council for Arbitration Development at the Ministry of Justice of the Russian Federation, authorized Vienna International Arbitral Centre («VIAC») to administer arbitration disputes with the seat (place of the arbitration) in Russia. According to Secretary General of VIAC, Dr. Alice Fremuth-Wolf, the arbitration institution receives approximately 60 – 70 claims per year, with 5 – 7 involving Russian parties. VIAC is included in the «white list» of Global Arbitration Review, recommended by International Bar Association. Parties from more than 50 countries around the world use the services of the Centre (more than 70% of these parties are from European countries). By 08 July 2019, the Ministry of Justice is expected to include VIAC in the list of foreign arbitration institutions, with the status of a permanently functioning arbitration institution («PFAI»). VIAC is the second foreign arbitration institution, after Hong Kong International Arbitration Centre. The latter obtained PFAI status in April 2019. It is important to note that, as VIAC does not have a separate subdivision in Russia, it is still precluded from administering domestic disputes and some categories of corporate disputes. We wish to remind you that, as a result of the arbitration reform awards of foreign arbitration institutions, that are not included in the above-mentioned list, are deemed to be rendered ad hoc, which implies certain restrictions in comparison to the awards of the PFAIs. The decision of the Council for Arbitration Development is an important step towards the development of arbitration in Russia and promotion of its attractiveness as an alternative mechanism of dispute resolution. We hope that the information provided herein will be useful for you. If you or any of your colleagues would like to receive our newsletters via e-mail, please fill in the 'Subscribe' form at the bottom of the page. Practices: Dispute Resolution, Corporate and M&A Note: Please be aware that all information provided in this letter was taken from open sources. Neither ALRUD Law Firm, nor the authors of this letter bear any liability for consequences of any decisions made in reliance upon this information.
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Hong Kong International Arbitration Centre has obtained the right to administer arbitration disputes in Russia
On 04 April 2019, the Council for Arbitration Development at the Ministry of Justice of the Russian Federation authorized Hong Kong International Arbitration Centre (“HKIAC”) to administer arbitration disputes with the seat in Russia. By 25 April 2019, the Ministry of Justice is expected to include HKIAC into the list of foreign arbitration institutions with the status of a permanently functioning arbitration institution (“PFAI”). We remind our readers that as a result of the arbitration reform, awards of foreign arbitration institutions that are not included in the above mentioned list are deemed to be rendered ad hoc, which implies certain restrictions in contrast as compared to the awards of the PFAIs. The new status of HKIAC, as the only foreign insti-tution competent to arbitrate disputes seated in Russia, gives it several advantages. First, HKIAC is now authorized to arbitrate the following types of Russian corporate disputes: (A) disputes concerning the ownership of shares in the Russian companies, particularly disputes arising out of share purchase agreements; (B) disputes arising out of agreements between shareholders of the Russian companies concerning the management of that company, including disputes arising from corporate (shareholders’) agreements. We draw your attention to the fact that HKIAC does not have special rules for corporate disputes. Because of this and due to the conflicting Russian regulation, we may not exclude the risk that arbitration of the disputes mentioned in par. (B) by HKIAC may be problematic. Additionally, the lack of special rules for corporate disputes prevents HKIAC from arbitratingsomeother corporate disputes. The second advantage of the new status of HKIAC is that its awards from now on will be considered final, provided the text of the arbitration agreement expressly stipulates it. Moreover, PFAI status allows the parties to the arbitration to apply to a state court for assistance in evidence collection, as well as to limit the powers of the state court to intervene into the proceedings, particularly, on the issue of appointment and challenge of the arbitrators. It is important to note that, as HKIAC does not have a separate subdivision in Russia, it is still precluded from administering domestic disputes between Russian parties with the seat of arbitration in Russia. In addition, in accordance with Russian regulation, some corporate disputes remain non-arbitrable, particularly disputes regarding Russian strategic companies. The decision of the Council for Arbitration Devel-opment is an important step towards the devel-opment and promotion of arbitration in Russia as well as towards more efficient enforcement of the legalagreements entered in respect to the Russian companies. Amongst the abovementioned benefits, the approval of HKIAC’s requestmay encourage other foreign arbitration institutions to submit their requests for authorization to administrate disputes with the seat of arbitration in Russia. We hope that the information provided herein will be useful for you. If you or any of your colleagues would like to receive our newsletters via e-mail, please fill in the 'Subscribe' form at the bottom of the page. Practices: Dispute Resolution, Corporate and M&A Note: Please be aware that all information provided in this letter was taken from open sources. Neither ALRUD Law Firm, nor the author of this letter bear any liability for consequences of any decisions made in reliance upon this information.
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On disclosure of UBO of Russian companies
Let us draw your attentionthat Russian legal entities are obliged topossessinformation about their ultimate beneficial owners (hereinafter the «UBO») in accordance with para.1art. 6.1 of the Federal Law No. 115-FZ “On prevention the legalization (laundering) of proceeds of crime and financing of terrorism”. On February 3, 2019 the Federal Tax Service (he-reinafter the «FTS») obtained possibility to officially send formal requests to Russian legal entities in order to obtain information about theirUBOs(Order of the FTS of Russia dated December 20, 2018 No. MMB-7-2/824@). Upon the request from the FTS, the legal entity is obliged to provide information about its UBOs or to report on measures taken to obtain this information. Violation of the above obligation is subject to the administrative fine: for the officials from 30 to 40 thousand rubles, for the legal entities - from 100 to 500 thousand rubles in accordance with art. 14.25.1 of the Russian Code of administrative offenses. We would like to emphasize that it is very important for Russian business to obtaininformation about its UBOsin timefrom its participants/shareholders.ALRUD team would be pleased to assist you with all ne-cessary actions, if required. We hope that the information provided herein will be useful for you. If you or any of your colleagues would like to receive our newsletters via e-mail, please fill in the 'Subscribe' form at the bottom of the page. Practices: Corporate and M&A Note: Please be aware that all information provided in this letter was taken from open sources. Neither ALRUD Law Firm, nor the author of this letter bear any liability for consequences of any decisions made in reliance upon this information.
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Russian arbitration law reform
On 27 December 2018, the Russian President signed an Amendment Law into the Russian Law on Arbitration. The Amendment Law represents a further step forward in arbitration reform, which Russia is going through, that started from 2015. Previously, the arbitration reform applied only to the four domestic arbitration institutions that were allowed to arbitrate disputes in Russia. Those institutions were the International Commercial Arbitration Court (ICAC), the Maritime Arbitration Commission (MAC) at the Russian Chamber of Commerce and Industry (both were exempted from the obligation to obtain a license), Russian Arbitration Center at the Institute of Modern Arbitration and Arbitration Center at the Russian Union of Industrialists and Entrepreneurs (RSPP). The Amendment Law is aimed to liberalize the legal framework of arbitration institutions and simplify the process of obtaining licenses by domestic arbitration institutions. Furthermore, the Law annuls the necessity of obtaining such licenses by foreign arbitration institutions, but rather vests, on the Ministry of Justice, an obligation to maintain the list of reputable foreign arbitration institutions. There is still a requirement to apply to the Ministry of Justice, in order to be included in the mentioned list and be able to administer domestic disputes, or foreign disputes, with a Russian seat of arbitration. However, cancellation of formal licensing of foreign arbitration institutions is a good sign. As of today, the Council for Development of Arbitration is considering the application of one of the most reputable foreign institutions of the Far East and the legal community is optimistic about it, as it may serve as a good example of entering into the Russian arbitration market. Those arbitration institutions, which do not have licenses, are prohibited from performing any activity relating to arbitration and administration of disputes. In addition, non-licensed institutions, as well as ad hoc arbitrations, are not allowed to advertise their services in any form, including advertising on the Internet. The mentioned amendments are aimed at further elimination of the Russian arbitration phenomenon called “pocket” arbitration. The Amendment Law also changed the approach, previously established for corporate disputes arising out of shareholder agreements. Previously, the arbitration law provided that such disputes could only be considered by permanent arbitration institutions, which adopted arbitration rules for corporate disputes. The Amendment Law cancelled this rule and allowed administration of such disputes, with the seat of arbitration in Russia, by permanent arbitration institutions, which do not have such rules. The Amendment Law further provides that it is sufficient to conclude an arbitration agreement between the parties of the shareholder agreement, clarifying the previous controversial wording of the Arbitration Law, which prescribed that all shareholders, as well as the company itself, shall be the party to arbitration agreement. The Amendment Law further grants the Council for Development of Arbitration, which initially was created to provide recommendations in licenses’ issuance, the powers to analyze the case law on arbitration. We note that the amendments have been introduced into Arbitration Law, but we hope that the corresponding amendments in procedural codes, relating to arbitration, will soon follow. The Amendment Law comes into force on 29 March 2019. We hope that the information provided herein will be useful for you. If you or any of your colleagues would like to receive our newsletters via e-mail, please fill in the 'Subscribe' form at the bottom of the page. Practices: Dispute Resolution, Corporate and M&A Note: Please be aware that all information provided in this letter was taken from open sources. Neither ALRUD Law Firm, nor the author of this letter bear any liability for consequences of any decisions made in reliance upon this information.
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Trends in registration of business in Russia in 2018
2018 has passed; it was full of events and changes in legislation. We would like to share the main trends in registration of business in Russia in 2018 with you. Federal Tax Service (hereinafter the “FTS”) continued its campaign on introducing records on non-reliable data about business into the Unified State Register of Legal Entities (hereinafter “USRLE”), even in respect of the compliant businesses. The main reasons are as follows: registered and factual offices are different; the office number is not detailed in the address of business in USRLE; business may not receive correspondence at its registered office. Said record can lead to significant risks for business (up to its liquidation), its shareholders and managing bodies. Interviews of the general director of business in the course of incorporation, re-location or reorganization became a common practice of FTS in 2018. The purpose of such interviews is identifying grey companies and making obstacles for them to avoid payment of taxes and debts. Compliant business has nothing to fear, but it is still recommended to be prepared for said interviews. FTS should issue documents confirming registration in electronic form only, starting from April 2018. In practice, this does not work yet and FTS continues to issue paper documents, however this may change any moment. New electronic tool of FTS (https://service.nalog.ru/regmon/) was launched in October 2018. It allows to get notifications, once a certain company files documents for registration, of any changes. This may be very useful for monitoring the status of parties to judicial process, or debtors of business. Numerous changes could have occurred in your business in 2018. We would like to take this opportunity and remind about importance of their timely registration. ALRUD team would be pleased to assist you with this if required. We hope that the information provided herein will be useful for you. If you or any of your colleagues would like to receive our newsletters via e-mail, please fill in the 'Subscribe' form at the bottom of the page. Practices: Corporate and M&A Note: Please be aware that all information provided in this letter was taken from open sources. Neither ALRUD Law Firm, nor the author of this letter bear any liability for consequences of any decisions made in reliance upon this information.
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Chambers Europe, 2019 recommends Alexander in Corporate / M&A.
Chambers Global, 2019 recommends Alexander in Corporate / M&A.
The Legal 500, 2019 includes Alexander in Hall of Fame for Corporate / M&A, Banking and Finance; recommends in Energy and Natural Resources, Restructuring and Insolvency.
Who`s Who Legal, 2019 recommends Alexander in Life Sciences: Transactional, Corporate: Merger & Acquisition, Corporate: Corporate Governance, Trade & Customs.
Best Lawyers, 2020 recommends Alexander in Corporate / M&A and Real Estate.
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