Draft Law 1210 – Significant Changes to Taxation of Cross-Border Operations

On 16 January 2020, the Ukrainian Parliament adopted law No 1210 "On amendments to the Tax Code related to the improvement of tax administration and elimination of technical and logical inconsistencies in the tax legislation" (the "Law").

Redcliffe Partners has advised the EBRD on a risk participation agreement with Piraeus Bank Ukraine with a total value of EUR 10 million.

Redcliffe Partners has helped GE Capital, the financial services division of General Electric, obtain merger clearance from Ukraine's competition authority in connection with the sale of the PK AirFinance aviation lending business to Apollo Global Management and Athene Holding Ltd.

Redcliffe Partners has advised the EBRD on Ukrainian aspects of its loan of an additional two million euros to Aquanova Development LLC for the construction, equipment, and placing in operation of a 3.5 MWp solar PV plant in the Zakarpattya Region of Ukraine. Clifford Chance Warsaw and Linklaters Milan advised the EBRD on English and Italian law, respectively.

Anastasia Usova, Redcliffe Partners’ Head of Antitrust, has been promoted to Partner at the firm.

Ukraine is undergoing a period of structural reform throughout its financial and banking sectors that is unprecedented in its scale and complexity. The reform of the currency control regime culminated in the full cancellation of a 26-year old system and the introduction of a legislative road map for the gradual implementation of the free movement of capital. The reform gave a critical impetus to the development of the securities market and foreign investments, with Clearstream opening a direct securities account at the National Bank of Ukraine (the NBU) to provide easier access to hryvnia-denominated sovereign bonds. Ukrainian banks were authorized to grant short-term loans in local currency to foreign investors so they could invest in the bonds and hedge the FX risks of such transactions. The introduction of the IBAN standard is another example of the ongoing process of harmonizing the Ukrainian payment landscape.

“It’s not that laws don’t exist – it’s the faith in the law, courts, and lawyers that is missing,” says Zoryana Sozanska-Matviychuk, Partner at Redcliffe Partners in Kiev. “What I hope we see from the new government is not any particular legislation; it is much better implementation. This will hopefully lead to more trust in the country’s legal system as a whole.”

As the country entered the 21st century, Ukraine’s Soviet-era judicial system was widely condemned as corrupt, incompetent, and inefficient. Committed to rectifying the situation, in 2015 the Ukrainian government introduced plans to reform the entire system. That transformation, which was the focus of an August 2017 CEE Legal Matters Round Table, continues today. We reached out to several of the Ukrainian dispute resolution specialists we spoke to several years ago for an update.

In February 2019 CEE Legal Matters reported that Integrites and K&L Gates had advised Norwegian utility-scale wind power developer NBT and Paris-based renewable energy independent power producer Total Eren on their entrance into a framework agreement with a syndicate of foreign lenders, including the EBRD and the Nordic Environment Finance Corporation, for the construction of the Syvash wind farm – one of the largest in Europe. Redcliffe Partners and Clifford Chance advised the lenders and J.P. Morgan Securities Plc as debt coordinator.

Maria Koval, former Senior Associate at Ilyashev & Partners, has joined Redcliffe Partners as Counsel and Head of IP.

Redcliffe Partners and Clifford Chance Amsterdam have advised the Netherlands Development Finance Company, the Green for Growth Fund, and the Norwegian Guarantee Institute for Export Credits on EUR 37.8 million financing to Scatec Solar for the construction of a 54 MWp solar PV plant in the community of Bohuslav, in the Kyiv region of Ukraine. Integrites and Triniti advised Scatec Solar on the transaction, which closed in July 2019.

Redcliffe Partners and Linklaters have advised the EBRD on a USD 56 million term-secured loan, including a USD 8 million tranche funded by the Clean Technology Fund, made to four Ukrainian members of the Kernel Group, the producer and exporter of sunflower oil in Ukraine and a supplier of agricultural products from the Black Sea region to world markets. Allen & Overy and Lenz & Staehlin reportedly advised the Kernel Group on the deal.

This time, our law firm marketing friends across CEE considered the following question: “What one part of your job would you most appreciate having more help with – not in terms of training or capability, but simply in terms of time?”

Last year Ukraine took several significant steps to encourage investments into the energy market. The Government announced a strategic goal of making Ukraine self-sufficient in energy and abandoning its dependence on imported gas.

K&L Gates and Integrites have advised NBT on the financing documents for Segment 2 of Ukraine’s Syvash Wind Power Project, with commitments of an additional EUR 107.6 million of further senior debt coming from the Black Sea Trade and Development Bank (EUR 30 million), Proparco (approximately EUR 42 million), Finnfund and IFU (EUR 15 million each), and the Nordic Environment Finance Corporation (EUR 5 million). The lenders were advised on Ukrainian law by Redcliffe Partners and on English law by Clifford Chance.

“Ukraine is a very vibrant place to be in, both for life and business,” says Redcliffe Partners Managing Partner Olexiy Soshenko. “In particular, after the Revolution of Dignity in 2014, there have been many changes and reforms.” He cites Ukraine’s policies on energy self-sustainability, currency control, upcoming elections, and extension of the land sale moratorium as particularly deserving of attention.

Redcliffe Partners has advised CVC Capital Partners on its acquisition of Recordati S.p.A. from the shareholders of FIMEI. Pedersoli Studio Legale advised FIMEI on the sale.

Integrites and K&L Gates have advised Norwegian utility-scale wind power developer NBT and Paris-based renewable energy independent power producer Total Eren on their entrance into a framework agreement with a syndicate of foreign lenders, including EBRD and the Nordic Environment Finance Corporation, for the construction of one of the largest wind farms in Europe. Redcliffe Partners and Clifford Chance advised the lenders and J.P. Morgan Securities Plc as debt coordinator.