Our cases

We advised the client on relations with the application developer, legal aspects of working in the UAE, prepared a full package of documents for working with customers and car rental partners (terms of use of the service, standard car rental agreement, terms of use of rented cars, privacy policy) and protected the client's brand in the UAE, Saudi Arabia and Turkey.

We drew up a binding termsheet, which recorded the parties' agreements in principle on the terms of the deal, on the distribution of shares in the new company, on the procedure for transferring software, on the criteria for the successful commercialization of software and on the consequences of failure to achieve success.

We carried out a detailed analysis and prepared an opinion that reflected the options for incorporating the company, the costs and requirements of UAE legislation when registering a new company selling wooden furniture, a tax analysis, the seller's obligations under UAE consumer protection legislation, and described the customs procedures for the import and export of goods. The analysis formed the basis for the client's strategic decision to enter the UAE and invest.

We have developed an optimal system for transferring exclusive rights to software, taking into account the norms of international law, as well as the national legislation of the Czech Republic and the UAE on intellectual property. We implemented the developed system into the author's relations with companies and prepared the necessary contracts that comply with the system.

We conducted an in-depth analysis and identified risks associated with public order and the peculiarities of the Arabic language. They proposed a strategy to overcome them in order to safely enter the countries of the Arab region. After synchronizing legal and marketing strategies, we successfully supported the registration processes and did not face refusals from the patent offices of the MENA region: the United Arab Emirates, Saudi Arabia, Qatar, Kuwait, Iran, Iraq, Oman and Egypt.

We analyzed existing brands in the financial sector in the UAE market to identify similar designs and worked to remove obstacles to trademark registration. We supported the process of registering a trademark in the UAE in order to conduct business in the country and enter into relations with investors.

We developed a corporate holding model that allowed the client to ensure the confidentiality of ownership and an optimal system for managing and operating the company while maintaining control over the business, taking into account current sanctions and currency regulation.

We developed an optimal corporate structure for the client, helped to effectively distribute assets between legal entities in the UAE and the Russian Federation, and provided the client with the opportunity to apply an income tax benefit under the IP-BOX regime in the UAE.

We developed a complex structure of corporate relations between shareholders in various jurisdictions (several free zones in the UAE and the USA) and agreed on corporate mechanisms for controlling and commercializing the client's key non-matrix assets. The implementation of the project allowed the client to launch a new business in the UAE together with partners.

We have amended the company's constituent documents in the UAE so that the parties can make decisions, taking into account the opinions of all investors, on the payment of dividends and the reinvestment of profits, the rules on the transfer of shares and the preferential right to purchase, and restrictions on transactions that a director can conclude without the consent of the general meeting of shareholders. The implementation of the project allowed the client to launch a business to develop and commercialize mobile games and avoid corporate conflicts.

We analyzed jurisdictions that are suitable for incorporating legal entities, developed the internal structure of the fund (distributed areas of responsibility between each participant and created protection mechanisms for beneficiaries and their heirs), the fund's charter, corporate agreement and nominal service agreement, contributed company shares to the fund and opened a bank account.

We carried out a detailed analysis and selected a suitable free economic zone in Abu Dhabi, taking into account the client's business requirements. A corporate analysis was also conducted to identify the optimal legal form of a legal entity, powers, requirements, as well as the creation process.

We prepared a detailed analysis that reflected the possibility of starting a business, selected a place for incorporation and a list of necessary permits. We have worked out conflicting legislative provisions regarding the regulation of the storage business and the requirements for the location of storage facilities: we have obtained detailed explanations from UAE government agencies regarding non-obvious restrictions and legislative gaps. In addition, we analyzed the market for the client's potential competitors, as well as the commercial real estate market.

We conducted a detailed analysis of international regulation and local legislation in the UAE in order to determine the optimal jurisdiction for registering an SPV and arrange the company's payments without the risk of additional sanctions. They reflected the possibilities of minimizing legal and commercial risks for the new company, including an analysis of the need to obtain licenses for financial activities.

We carried out a thorough analysis of the requirements in terms of legal, technical and operational aspects. We prepared 65+ different documents for applying for a cryptolicense and gave recommendations for preparing the system to ensure that the company's system meets all the requirements established for the VARA license. This included making changes to the software, strengthening security systems, and introducing additional features.

We have prepared a memorandum on the regulation of media content in the UAE. As part of the memorandum, we indicated to the client the requirements that would apply to him as a distributor of media content. To confirm our findings, we sent an official request to a government agency to clarify the application of the honey content regulation to our client. We have prepared a detailed guide with recommendations for the client's employees: what to look for when choosing content, which topics are the most risky and sensitive from the point of view of UAE legislation, and what actions can be taken to reduce risks.

We analyzed the regulation of users' personal data, including explanations from local government agencies and current judicial practice. Based on the results of the analysis, we assessed the existing functionality of the application in order to identify possible shortcomings and prepared recommendations: what needs to be changed and corrected in order to comply with the requirements for obtaining the consent of personal data subjects through the mobile application.

We analyzed all intellectual property rights subject to protection, analyzed contracts related to the technical development and creation of a logo and product design, and prepared the ranking and features of jurisdictions (UAE, Georgia, Kazakhstan) for filing applications for trademarks and inventions.

We conducted a comparative analysis of UAE jurisdictions where it is possible to carry out cryptocurrency mining activities, as a result of which the client chose to incorporate into DMCC. We prepared an application and fully supported the client in the process of obtaining VARA (Virtual Asset Regulatory Authority) permission to conduct mining activities.

We analyzed international agreements and national legislation in the UAE, Saudi Arabia and the United States to protect the company's rights from potential claims from copyright holders, assessing their impact on the project. We prepared flowcharts illustrating when and when using someone else's intellectual property in a project is a violation and when not, as well as what strategy should be chosen when building relationships with a particular copyright holder.

We have prepared a standard form of the contract, taking into account UAE labor legislation, in such a way as to minimize the risks of reclassifying the contract into an employment contract. The agreement includes conditions that allow the client to concentrate on exclusive rights to all intellectual property objects created by freelance developers and minimize risks associated with third party rights.

We collected information about the agreements between the parties regarding the employment of the company's management, checked them for compliance with mandatory legal requirements, proposed alternative solutions in cases where certain conditions contradicted such requirements, prepared employment contracts and accompanied the process of integrating agreements between the parties. In addition, we provided recommendations on changes to the company's constituent documents, which are necessary to formalize the agreements between the parties regarding the powers of c-suite employees.

They advised the client's HR department, helped to formalize the termination of an employment contract with one of the employees, accompanied negotiations related to the distribution of payments and bonuses that the employee received before the termination of the employment contract and in connection with the termination of the employment contract (welcome fee, end-of-service fee, etc.).

We studied the client's expectations from the option program, analyzed the regulation of a specific Free Zone and developed a custom option program to motivate the company's top management. At all times, when several different options were available to the client, we made the option program project variable and advised the client on the advantages and disadvantages of each possible solution.

We have developed a single local regulatory act on the provision of vacations and sick leave, including general annual paid leave, maternity leave, family leave, and rules for recording vacation, sick leave and holiday days in the UAE. Not only the requirements of the UAE federal legislation were taken into account, but also the registration of the Free Zone, where the client's company is incorporated.

We analyzed and assessed tax, sanctions and counter-sanctions risks associated with various methods of structuring assets (primarily assets in the UAE). The analysis helped the client choose the optimal jurisdiction for establishing a personal company and adjust cash flows so as to maximize the beneficial effect of tax benefits in all jurisdictions involved.

We chose domains that are potentially of great importance for the client's business and business objectives, developed a strategy for obtaining rights to the selected domains, developed and submitted a quasi-judicial application to DDRP, which justified the client's right to domains. The rights to both domains that the client was interested in were transferred to him.

We compared the tax consequences for all client income from all jurisdictions in various scenarios (maintaining non-resident status, obtaining resident status or using benefits under the Beckham Act for remote workers). At the same time, we described all withholding taxes in all jurisdictions, all benefits available in each jurisdiction (including foreign tax credit and restrictions on its use), opportunities to restructure the client's assets and potential risks, as well as the procedure for obtaining Spanish resident status and benefits under the Beckham Act.

We have prepared the text of the marriage contract. The conditions were formulated based on the wishes and agreements of the client and his wife, and were previously agreed with the Russian Consulate to confirm the consulate's readiness to certify the agreement with such conditions. When the terms were approved and agreed by both the parties and the consulate, we organized the certification and receipt of the finished contract in 3 working days.

Разработали и внедрили комплекс мер, позволяющих с минимальными потерями восстановить контроль за компанией в ОАЭ и принадлежащими ей активами, в частности: (i) оционы и залоги на акции компании;(ii) распределение нематириальных активов (в том числе прав на игру и и товарные знаки) между разилчными компаниями группы; (iii) разработку плана действий на случай открытия наследства номинала и комплекса мер по защите интересов бенефициаров.

Разработали и внедрили комплекс мер по контролю за всеми номинальными акционерами и директорами компаний так, чтобы избежать утечки личных  данных, растраты активов и устранения клиента от управлния компанией. Все меры были разработаны с учётом особенностей законодательства ОАЭ и регулирования в конкретной Free Zone так, чтобы эти меры нельзя было оспорить и каждый из механизмов контроля со стороны килента мог реализовываться независимо и без вовлечения других сторон возможного конфликта.

We developed a deal structure that allowed the client to receive a guaranteed payment for the sale of a group of companies (the Russian Federation, the UAE, and Cyprus), but at the same time maintain control over gaming projects that he had previously implemented, but this time within the holding. As a result of the negotiations, it was possible, among other things, to eliminate unfavorable conditions for the client regarding the client's extended liability limits and to narrow down the client's range of representations.

We analyzed the legislation of key jurisdictions, including the requirements of the European GDPR and the UAE's local legislation in the field of personal data, assessing their impact on the content of documents. We took into account the availability of Play-to-Own and Competit-to-Earn mechanics and how they affect gameplay and the game economy. We analyzed how NFT generation, NFT deals, and NFT regeneration back into a character affect a particular user's account and their rights and obligations. We have selected the most favorable applicable law and jurisdiction for the company in disputes with users. The documents (Privacy Policy and Terms of Use) have been prepared taking into account the requirements of the UAE, since the personal data controller and the copyright holder of the game is a company registered in the UAE.

We analyzed the legislation on crypto regulation, requirements and restrictions potentially applicable to the client's service, selected the best options for free zones and licenses, and proposed the structure of contractual relations regarding the operation of the service. During the analysis, we actively communicated with various UAE authorities and free zone regulators to obtain information that is not disclosed in public sources. We have prepared documents for approval from the Dubai mega-regulator VARA, including a detailed business plan and a license application.

We developed universal contract templates that took into account all business factors, rules and provisions of conflict of laws, issues of applicable law, and recorded the desired results.

Thanks to our support, the company has developed an accounting system. Management does not need to spend time analyzing income and expenses — we provide company data in a convenient format for monthly reports.

Having built an accounting system, the company began preparing financial reports and auditing them annually. We were able to obtain a VAT certificate. The company can now deduct incoming tax and reduce its costs.

We analyzed the content of the game and assessed the risks in accordance with various age ratings (PEGI, ESRB, etc.). We have prepared detailed recommendations to prevent the game from being given “adult” status. The recommendations helped the client maintain a marketing strategy for their familiar audience.

We prepared a tax forecast for two related companies — a holding company and an operating company, which assessed the tax consequences of different ways of structuring a business and adjusting cash flows. We have prepared a map for minimizing tax risks and the risks of losing corporate control. Based on the results of the analysis, we prepared a set of contractual instruments to protect investor interests (options, SHA, amendments to the Charter).