Legal support of investment projects in Ukraine
Cost of services
Reviews of our Clients
... our work on joint projects assured us of your high level of professionalism
What we offer
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We define the investor’s objective, the investment target, the desired level of control, and possible structures for entering the project.
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We review the parties, ownership structure, authority, assets, permits, material contracts, litigation, and encumbrances.
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We conduct a preliminary or full legal due diligence review in the agreed areas.
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We structure a share or asset acquisition, capital contribution, loan, joint venture, or combined transaction.
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We prepare the term sheet, principal agreement, shareholders’ agreement, corporate resolutions, and security documents.
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We translate identified risks into pricing, party representations and warranties, conditions precedent, liability provisions, and exit mechanisms.
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We support the agreed scope of negotiations and monitor satisfaction of the legal conditions before closing.
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We organize the agreed notarial, registration, and other legal actions required for the transfer of rights or financing.
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We establish corporate control, reporting, investor access to information, and the post-closing exit mechanism.
Documents for Investment Assessment and Legal Support
Who Needs Legal Support for Investment Projects in Ukraine?
Legal support is advisable if you plan to acquire a share in a company, a business, real estate, equipment, or another asset; finance a Ukrainian company; establish a joint venture; or raise investment for your own business. In projects like these, the legal structure should be reviewed before the parties formalize key terms or funds are invested.
The lawyer’s role is not limited to reviewing individual documents. It is necessary to determine:
- Whether the chosen structure matches the investment objective.
- What level of control the investor will obtain.
- How payments will be made and rights transferred.
- Which risks may affect the transaction.
- What the exit mechanism will be.
Legal support for an investment can therefore cover the entire investment process—from reviewing the target and selecting the entry structure to preparing documents, closing the transaction, and establishing post-investment control mechanisms. The scope of work depends on the project stage: we can be engaged for a specific stage or for comprehensive transaction support.
Before starting work, we conduct a conflict-of-interest check. In a single investment transaction, we represent one party—either you as the investor or the company raising financing. This allows us to build the legal position around your interests rather than attempting to reconcile opposing objectives of both parties at the same time.
What Do You Receive as a Result of Legal Support for an Investment Transaction?
Depending on the stage of the investment project and the agreed scope of work, the deliverables may include:
- A legal basis for deciding whether to proceed with the investment, proceed only subject to specified conditions, or withdraw from the transaction.
- A legal risk map for the investment project, with priorities and methods for eliminating, accepting, or allocating risks between the parties.
- An investment structure aligned with the investment target, source of financing, required level of control, and exit plan.
- An agreed set of contracts and corporate documents.
- A list of conditions that must be satisfied before payment and transfer of rights.
- A plan for corporate governance, reporting, and investor protection after closing.
If our review identifies a risk that may affect your funds, control over the asset, or ability to exit the project, that risk should be reflected in a specific transaction mechanism—a condition precedent to payment, a representation or warranty, security, liability provision, change in structure, or exit right.
This is how legal support for an investor functions as an investment-protection mechanism rather than merely document preparation.
Legal support does not replace an assessment of the business’s market value or future profitability, but it gives you a legal basis for making an informed decision to accept a risk, change the terms, or stop the project.
How to Structure a Business Investment Legally: Which Investment Model to Choose and What to Review
You do not need to come to us with a predetermined contract type. The first step is to determine what you want to obtain: control, an equity interest, repayment of financing, rights to an asset, or joint management of the project. The legal structure is then selected based on that objective.
Investment structuring may involve an equity investment, debt financing, an asset deal, a joint venture, or a combined transaction structure, depending on the outcome and level of control the investor requires.
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Investor’s objective |
Possible structure |
What to review |
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Acquire an equity interest and corporate control |
Share acquisition / equity investment |
Corporate history, seller’s title, encumbrances, governance, exit |
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Acquire a specific asset |
Asset deal |
Title, encumbrances, permits, contracts, transfer of the asset |
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Finance the business without acquiring equity |
Loan / debt financing |
Repayment, security, covenants, control over use of funds |
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Develop the project jointly |
Joint venture |
Allocation of control, financing, deadlock, dividends, exit |
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Invest funds in stages |
Combined structure |
Financing stages, milestones, conditions for subsequent tranches |
A document titled “investment agreement” does not, by itself, protect your investment. To structure an investment legally, the documents must reflect the actual transaction, corporate authority, the form of the asset, currency terms, competition requirements, and sector-specific regulation.
How Does Legal Support for an Investment Transaction Work?
- We define your investment objective and the scope of the review. We establish exactly what you plan to acquire or finance, who the parties are, what level of control you require, where the funds come from, how payments will be made, and what exit is contemplated. We determine whether a preliminary review is sufficient or a full due diligence review is required.
This allows the scope of the legal review of the investment project and target to match the complexity and risks of your specific transaction. - We conduct legal due diligence. Depending on the transaction, we review corporate history, title to assets, encumbrances, material contracts, permits, licenses, court and enforcement proceedings, intellectual property, employment matters, and regulatory issues.
Financial, tax, accounting, technical, and environmental reviews are performed by separate specialized professionals. - We carry out investment transaction structuring and prepare the documents. We compare available structures and prepare the principal agreement and corporate documents. Identified risks are converted into conditions precedent, representations and warranties, security, governance rules, liability provisions, and an exit mechanism.
In other words, due diligence does not remain a standalone report—its findings are implemented in the transaction itself. - We support negotiations and closing. We handle the agreed scope of negotiations, monitor satisfaction of the conditions precedent, and verify the authority of the signatories and the document package required for payment, notarial actions, and registrations.
Clearance from the Antimonopoly Committee of Ukraine, licenses, and other approvals are assessed separately. - Post-investment control and investor protection. We define reserved matters that cannot be decided without the investor, reporting procedures, access to information, rules for additional financing, dividend payments, share transfers, and resolution of corporate disputes.
This is important where the value of the transaction lies not only in entering the project, but also in maintaining real control after the funds are invested.
Legal Support for Foreign Investors in Ukraine and Reconstruction Projects: What We Consider
- Currency and banking readiness: funding, documents on the structure and source of financing, current National Bank of Ukraine restrictions, and future payments to the investor.
- Sanctions and compliance review: beneficial owners, related parties, end user, end use, and contractual safeguards.
- Projects involving significant investments: preliminary eligibility review, project structure, special investment agreement, and required approvals.
- Reconstruction and donor-funded projects: choosing between private investment, partnership, consortium, and procurement models; rules of the specific donor or contracting authority.
- War and political risk insurance: legal readiness of the asset, structure, and document repository; interaction with the bank, insurer, or international financial institution.
If your project involves participation in Prozorro, defense technology cooperation, export controls, or preparation of business claims for the international Register of Damage, separate procedures apply. These areas are not automatically included in the standard scope of support and are agreed separately based on your project.
Service packages offers
Result: a written red-flag assessment and recommendation—to proceed with the project, proceed only after specified conditions are met, or stop.
What Is Included
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clarifying the investor’s objective and agreeing the scope of the initial review;
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review of materials provided for the agreed investment target;
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review of agreed official registers and open sources;
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identification of critical corporate, asset, contractual, permitting, and litigation risks;
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list of missing documents and conditions that must be satisfied before the next stage;
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written assessment with priorities and a recommended course of action.
Not Included
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full legal due diligence;
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financial, tax, accounting, technical, or environmental audit;
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contract drafting, negotiations, permits.
Result: an agreed investment structure, principal agreement, and corporate documents required to protect the key arrangements.
What Is Included
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initial legal review within the agreed scope;
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comparison of available models: equity interest, assets, capital contribution, loan, joint company, or a combined structure;
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transaction structure and list of conditions to be satisfied before signing/payment;
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drafting or substantial revision of the principal agreement;
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agreed charter, corporate, and security documents;
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mechanisms for control, reporting, liability, and exit.
Not Included Unless Expressly Agreed
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extended or full due diligence;
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Antimonopoly Committee of Ukraine clearance, license, regulatory approval, or a special investment agreement;
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full support for negotiations and closing;
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legal opinion on the law of another juri
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Result: a legally prepared transaction, agreed conditions precedent satisfied, and investor control mechanisms established after the transfer of rights or funding. What Is Included
Priced Separately
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Result: a defined legal route—private investment, partnership/consortium, special state support, donor financing, or procurement—and a separate legal implementation plan.
Possible Modules
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structure of a project company or joint venture;
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assessment of the criteria for a significant-investment project and state support;
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land, construction, infrastructure, permits, and utility connections;
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rules of the specific donor, bank, or international financial institution;
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legal readiness for war and political risk insurance;
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currency, sanctions, and banking readiness;
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technology rights, end use, and export controls, where applicable.
Prozorro, defense-technology joint projects, and preparation of business claims for the international Register of Damage are not included automatically. A separate service or module is scoped for them after an eligibility and competence review.
What Determines the Cost of Legal Support for an Investment Project?
The cost of legal support depends not only on the investment amount, but primarily on the scope and complexity of the legal work:
- the number of companies and assets;
- the ownership structure;
- the jurisdictions involved;
- the industry;
- the volume of documents;
- the depth of due diligence;
- the number of contracts;
- the need for negotiations;
- corporate structuring;
- regulatory procedures.
A larger investment does not necessarily mean more expensive legal support. For example, a USD 1 million transaction involving one company with a clean structure may require less legal work than a substantially smaller transaction involving multiple assets, a problematic history, and several jurisdictions.
Before starting work, we define the investment target, companies and assets, review areas, document list, stages, and agreed scope of negotiations. We also identify separately the work and external costs that are not included in the agreed service scope.
After an initial analysis of the investment project we determine the appropriate format of legal support for the investment and prepare an individual proposal based on the scope of the review, structuring, document preparation, negotiations, and special procedures.
Important! Permits, complex regulatory procedures, disputes, work by foreign counsel, and external costs are priced separately. Notarial, registration, translation, banking, expert, and other third-party costs are not included in the legal fee unless expressly stated otherwise in the commercial proposal.
We determine the timeline and final cost of the engagement after an initial review of the project and available documents so that, before work begins, you understand the scope of legal tasks, the limits of the engagement, and any potential additional costs.
Why us
Our clients
Important Considerations When Supporting an Investment Project
- The results of the review depend on the agreed scope and completeness of the documents provided. Matters that have not been reviewed are identified separately.
- Legal due diligence of the investment project does not verify financial performance, market value, the tax model, technical condition, or commercial viability.
- The investor and the investment recipient may have opposing interests; a conflict-of-interest check is conducted before work begins.
- National Bank of Ukraine currency restrictions, banking practices, sanctions rules, and donor requirements may change before closing and are therefore rechecked before legally significant actions.
- The law of another jurisdiction is reviewed by separate foreign counsel. Our scope covers the Ukrainian law component and the interaction between the documents.
- Government authorities, banks, insurers, donors, and counterparties make their own decisions; obtaining an approval, support, insurance, or financing is not guaranteed.
- A refusal by the other party to provide corporate, title, or permit documents is a separate risk and may be grounds for stopping the transaction.
Confidentiality During Legal Support for an Investment Transaction
During legal support for an investment transaction, lawyers may gain access to non-public information, including data room materials, corporate and financial documents, the ownership structure, terms of the proposed transaction, due diligence findings, and the client’s negotiating position.
This information is used within the agreed scope of legal support for the investment transaction. If necessary, an NDA may be signed or another confidentiality arrangement agreed before documents are shared.
If the project requires foreign counsel, a tax, financial, technical, or other specialized professional, the procedure for sharing documents and granting access to information is agreed with due regard to project confidentiality.
Answers to frequently asked questions
We Start with Investment Structuring, Not a Universal Contract Template
We first determine exactly what you are acquiring or financing and what level of control and outcome you need. Only then do we select the structure and documents, so the legal model serves your business objective rather than the other way around.
We Clearly Identify the Legal Risks of the Investment Project During the Review
If the documents do not establish title to the asset, the structure is not transparent, or a required permit is missing, we state this in our findings and explain under what conditions proceeding would be unsafe.
We Convert Risks into Specific Transaction Terms
We link each material risk to a document, condition precedent, party representation or warranty, security, liability provision, or exit mechanism.
We Distinguish Legal Due Diligence from Other Types of Review
The boundaries of legal, financial, tax, technical, and environmental analysis are defined before work begins. This lets you understand which conclusions are supported by our review and which require another specialist.
We Combine Due Diligence, Investment Structuring, and Transaction Closing
The due diligence findings do not remain a standalone report: they affect the structure, contracts, negotiations, registration actions, and post-investment control.
We Define the Scope of Legal Support and Its Limits Before Payment
Our proposal defines the target, review areas, documents, stages, agreed scope of negotiations, external costs, and what is not included in the service.
How Does Legal Support for an Investment Project Begin?
To get started, send us a brief description of the project: the parties, investment target, amount, source of financing, and desired outcome. On that basis, we determine whether a preliminary review is sufficient or whether the project requires full due diligence, investment structuring, a specialized regulatory module, or a reconstruction roadmap. This establishes the initial legal route for the investment project and the required scope of investor support.
If your project has several possible routes or material unknowns, the roadmap is a separate legal deliverable. It defines the structure, sequence of actions, required documents, specialists, external costs, risks, and issues that must be resolved before funds are invested.
What Happens After the Scope of Legal Support Is Agreed?
After receiving the agreed document set from you, we conduct the review, discuss the findings, determine the investment transaction structure, prepare the documents, and support the agreed negotiations and actions through closing. If new companies, assets, procedures, or disputes arise during the review, their impact on timing and cost is agreed before additional work is performed.
You receive not a general promise of “full support,” but a defined legal deliverable: a risk map, participation structure, document package, conditions precedent, and a post-investment control plan.
To determine the first stage, send us a description of the project and the documents currently available. We will propose a format that matches the actual stage of the investment and does not include unnecessary work.
We are ready to help you!
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