Sergey Nikonorov

• Corporate law & Mergers and Acquisitions
• Antitrust Regulation

Practice areas

Antitrust law, Corporate law & Mergers and Acquisitions, Real Estate, Commercial Law

Professional experience

Sergey Nikonorov joined Attorneys at Law “Jus Aureum” in 2006. Prior to that, he worked in various Russian law firms. Sergey Nikonorov is actively engaged with the Non-Profit Partnership for Competition Support, which works closely with the Federal Antimonopoly Service of Russia to review and coordinate new antitrust rules and regulations. 

Highlights include:

• Consulting and participation in all stages of a transaction to transfer a 40% stake in Russia’s largest tobacco distributor, Trade Company MEGAPOLIS, to the world’s two leading tobacco producers, Philip Morris International and Japan Tobacco International; consulting on further restructuring of MEGAPOLIS’ assets in accordance with the shareholders’ agreement, including by:
  • Preparing documents for the acquisition by the company of its own shares;
  • Preparing inquiries to the Federal Antimonopoly Service of Russia, asking for clarifications as to whether such transactions had to be agreed with antitrust bodies;
  • Assessing transactions in order to determine whether they had to be agreed with antitrust bodies, obtaining their approvals for such transactions;
  • Consulting and participating in the program to optimize Trade Company MEGAPOLIS’ asset ownership structure and its costs, including by consolidating its subsidiaries into one entity and creating a branch network;
  • Consulting and participating in an additional issue of the company’s stock in the Central Bank.
• Participation in a series of transactions whereby Russia’s largest tobacco distributor, Trade Company MEGAPOLIS, acquired and took over competing companies, including through their reorganization by incorporation into a company within MEGAPOLIS Group;
• Consulting and representation of the interests of DIXY Group, Trade Company Megapolis and other companies during the coordination of M&A transactions with an antitrust body, including by preparing and filing petitions for the antitrust body’s preliminary consent for such transactions and by filing notices as required by law;
• Participation in the structuring and carrying out of a transaction to acquire over 90% of the shares of one of the leading defense enterprises in Russia, OJSC V.A. Degtyarev Plant, and its subsequent restructuring and reorganization, including by:
  • Assessing transactions in order to determine whether they had to be agreed with antitrust bodies, obtaining their approvals for such transactions;
  • Providing legal support for allocation of assets into a separate property portfolio by contributing them to the authorized capital of new legal entities;
  • Providing legal support for transactions with the company’s shares and the property of other organizations participating in the restructuring;
  • Implementing mandatory offer measures required by corporate legislation;
  • Providing legal support for transactions to transfer certain assets to a counterparty (immovable property, fixed assets, rights to inventions, etc.), including registration of the rights to such property.
• Participation in the structuring and implementation of a client’s transaction to transfer blocking stake in one of Russia’s leading defense enterprises, OJSC V.A. Degtyarev Plant, to a Rostec company (transaction value was estimated at $55 million), including subsequent drafting, coordination with Rostec, and legal support when concluding a shareholders’ agreement on concerted actions to manage and operate OJSC V.A. Degtyarev Plant;
• Participation in a transaction to acquire control over Gorevsky GOK and the companies under its control which specialize in producing and processing lead and zinc ore and creating smelting enterprises, including by:
  • Assessing transactions in order to determine whether they had to be agreed with antitrust bodies, obtaining their approvals for such transactions;
  • Providing legal support for transactions with shares and participatory interests in certain companies;
  • Undertaking measures for an additional issue of Gorevsky GOK shares;
  • Implementing measures to comply with mandatory offer requirements contained in corporate legislation and the demand for the purchase of shares so that the client could acquire full control of the main producing company;
  • Legal support for subsequent acquisition by companies within Gorevsky GOK Group of certain natural resource production assets;
  • Consolidating the acquired assets into a holding company.
• Due diligence of companies within Viktoria Group, one of the leading food retailers in Russia;
• Legal support to a client who needed to obtain the Federal Antimonopoly Service’s permission for acquiring control of the Viktoria Group of Companies, one of the leading food retailers in Russia.

Professional publications

Mr. Nikonorov is the author of several articles on civil and arbitral procedures:

• Non-parties to a case as appealers against court rulings by way of supervisory review under the Russian Code of Civil Procedure // Zakonodatelstvo, 2008, No. 7.
• Suspension of enforcement of court rulings in civil and arbitration cases // Zakonodatelstvo, 2006, No. 4.
• The extent of court judgment review by a supervisory instance court // Civil procedure novelties: Materials of a research conference devoted to the 80^th anniversary of M.S. Shakaryan. Moscow, Prospekt, 2004.
• The principle of openness in court judgment supervisory review in civil cases // Zakonodatelstvo, 2004, No. 10.
• Development of the institute of supervisory review of court judgments that have become effective // Arbitrazhny and Grazhdansky Protsess, 2004, No. 6.
• The tasks and objectives of court judgment supervisory reviews in civil cases // Arbitrazhny and Grazhdansky Protsess, 2004, No. 2.
• Review of judgments in administrative offence cases under the new legislation of the Russian Federation // Vestnik Moskovskogo Universiteta, Series 11, Law, 2003, No. 5.Mr. Nikonorov is a graduate of Lomonosov Moscow State University. He obtained a PhD from its Law Department in 2004 and received the status of attorney in the same year.

Education & Bar Admission

Mr. Nikonorov is a graduate of Lomonosov Moscow State University. He obtained a PhD from its Law Department in 2004 and joined the Moscow City Bar in the same year.