Deal 1

Client(s) advised
committee of the state property and privatisation of the ministry of finance of the republic of Kazakhstan

Value
GBP 4,1 Billion

Date of closing
September 2013

Lead partner
Denis VAN DEN BULKE

Relevant jurisdictions
United Kingdom, Luxembourg

Description

IPO planned on a UK listed mining corporation by major stakeholders, including the Kazakhstan state and three Kazakh oligarchs advised by Clifford Chance. VANDENBULKE was acting as tax and corporate advisor to the privatisation committee of Kazakhstan, a governmental body, with a view to structuring pre-IPO and post-IPO operations and limiting tax-adverse consequences under different scenarios. In particular, VANDENBULKE advised and structured the bid process through Luxembourg with the view to defease the structure in the event of an unsuccessful bid. Limitation of tax leakages included UK stamp duty and Capital Gains Taxes. This matter is one of the largest operations on the LSE in 2013.

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Deal 2

Client(s) advised
TAMAR CAPITAL PARTNERS

Value
Initial Joint-venture funding EUR 50 million to be increased within the coming months and years by several further hundred million euro.

Date of closing
During 2013

Lead partner
Denis VAN DEN BULKE

Relevant jurisdictions
United Kingdom, Germany, Luxembourg

Description

As tax and legal counsel, VANDENBULKE carried out in-depth tax structuring for a joint-venture between two pan-European real estate developers by achieving minimal tax leakage through Luxembourg for their partnership operations.  Consideration of UK, German and Luxembourg taxes was involved.  A written ruling was obtained from the tax authorities and VANDENBULKE was solely responsible for the drafting of the joint-venture agreement subject to Luxembourg law.
The joint venture included tax negotiations with the tax authorities, setting up an unusual corporation in the form of an LP managed by a cooperative company under public company form and adjusting the joint-venture shareholders to the tax structuring we recommended.