Venture Capital and Private Equity

ASB Consulting Group has acted for several clients in developing limited partnership agreements, registering general partnership and exempted limited partnerships, as well as in structuring investors’ involvement in funds.

ASB Consulting Group has acted for a client in developing an investment partnership agreement. The agreement has been notarised. Since the fund was established, ASB Consulting Group has continued to maintain its accounts.

An asset portfolio of two funds set up as investment partnerships has been restructured uniting all the funds’ investors and assets under a new investment partnership agreement.

Closing down a fund owing to a term expiry, structuring transactions involving exit by nine portfolio companies and allocating returns to fund investors.

ASB Consulting Group established G100k LP, a Cayman Islands-based division of a fund raising investments for certain projects, developed a package of documents, including a limited partnership agreement, and registered the fund and its general partner.

We have developed template documents for investment committees and general meetings of partners; since the fund was established, we have provided support for these and other procedures.

For a captive VC fund, we developed templates for the managing company’s monthly, quarterly and annual reports to investors; the relevant reports continue to be prepared and submitted as per the information exchange agreement.

A group of companies developing digital oil wells has been restructured to raise investments from a leading developer of industry digitalisation software with potential for its complete absorption. We developed a transaction structure, prepared the complete set of transaction documents and provided support for all procedures. The transaction involved three jurisdictions.

We conducted a due diligence of a holding company with eight legal entities in five jurisdictions: Russia, the UK, USA, PRC and Estonia. The client was provided with a full due diligence report for decision-making purposes.

We defended the investor’s rights in a litigation with the founder. The dispute involved purchase of a participatory interest under an option structured as part of the corporate agreement. The litigation was won at the third instance resulting in the investor obtaining the disputed participatory interest. This is a landmark case proving that share options may be structured other than as a notarised irrevocable offer.

We used an investment partnership agreement to develop all aspects of an investment platform operating structure and prepared all the legal documents and texts required for this purpose. A process flow diagram was also proposed to cover the input by all participants in the process, including the notary, to automate it and reduce costs of handling routine tasks. The platform intends to involve retail investors for large-scale industrial and high-tech projects. The legal structure of the platform is unique and unparalleled.