Support for mergers, acquisitions, and corporate transactions at the intersection of two jurisdictions — one team instead of two
The M&A market between Ukraine and Europe is growing. European PE funds and strategic investors are looking for assets in Ukraine. Ukrainian companies are entering EU markets by acquiring local players. International corporations are restructuring their presence in both markets.
Every such transaction requires a lawyer who understands the corporate law of both jurisdictions equally well, knows the local regulatory specifics, and can coordinate the process from both sides.
AO Zakhyst is the only law firm with over 50 offices in Ukraine and offices in EU countries (Berlin, Prague, Kraków, Paris, Amsterdam, Helsinki). We manage your transaction from the first analysis through to completion of integration — without the need to engage a separate firm on the other side.
Who needs this
European investors acquiring assets in Ukraine
PE funds, strategic investors, family offices — if you plan to acquire a Ukrainian business, you need a partner who will conduct a thorough on-site due diligence.
Ukrainian companies acquiring businesses in the EU
Entering the European market by acquiring a local player is often the faster and more effective route. We support the entire process on the buyer's side.
Companies undergoing restructuring
Spinning off a European division into a separate legal entity, consolidating assets under one holding, changing ownership structure.
PE funds and venture investors
If your portfolio includes companies with operations both in Ukraine and in the EU — you need a legal adviser who sees the full picture.
Founders and shareholders exiting a business
Selling a stake, exiting a joint venture, transferring a business — when participants and assets are in two jurisdictions.
What we do
Due diligence (legal review)
We conduct a comprehensive review of target companies both in Ukraine and in the EU.
- Verification of corporate structure and registration history
- Analysis of ownership rights to real estate, land, and equipment
- Intellectual property review
- Analysis of employment relations and obligations
- Tax due diligence
- Sanctions analysis
- GDPR compliance review (EU)
- Antitrust review
Transaction structuring
How to structure the transaction to be legally sound in both jurisdictions, tax-efficient, and protective of interests.
- Choosing the optimal structure (direct acquisition, holding, joint venture, merger)
- Determining the transaction jurisdiction and applicable law
- Applying double taxation avoidance agreements
- Developing party protection mechanisms (escrow, warranties)
Documentation preparation
Full set of transaction documents in all required languages:
- Letter of Intent / Term Sheet
- Share Purchase Agreement / Asset Purchase Agreement
- Shareholders' Agreement
- Management and operational agreements
- Documents for regulatory approvals
- Closing Documents
Regulatory approvals
Antitrust clearances, NBU approvals, sector regulator approvals, foreign investment permits.
Negotiations and closing
We represent your interests in all rounds of negotiations, coordinate signing and closing, and monitor fulfilment of conditions.
Post-integration support
Corporate governance restructuring, employee transfers, contract base integration, licence re-registration.
Typical transactions we support
Acquisition of a Ukrainian IT business
Due diligence, structuring through a Dutch holding, SPA, shareholders' agreement, antitrust clearances, IP transfer.
Entering the EU market through acquisition
Target assessment, legal review under local law, financing structuring, NBU approval.
Setting up a joint venture
Choosing the JV jurisdiction, drafting the JV Agreement, allocating management rights, deadlock resolution mechanism.
Selling a stake to a PE fund
Vendor due diligence, data room, coordinating the auction, SPA negotiations, earn-out mechanism.
Restructuring an international group
Spinning off divisions, intra-group agreements, transfer pricing, ownership structure changes.
How much does it cost
Small transaction (up to €1m)
Legal support for the transaction.
Mid-size transaction (€1–10m)
Full legal support.
Large transaction (over €10m)
Discussed individually.
Available models: hourly rate (€200–400/hr), fixed fee per stage, success fee (1–5% of transaction value), cap by agreement.
Why AO Zakhyst
One team — two jurisdictions
You do not need to hire a separate Ukrainian firm for due diligence and a separate European firm for structuring. We do everything within one team.
Physical presence on the ground
50+ offices in Ukraine — we verify assets directly. 6 offices in the EU — we work with local registers and regulators in person.
Knowledge of real practice
We know how the AMCU actually works, how KRS registration goes, what the Dutch notarial chamber requires.
Multidisciplinary expertise
During a transaction, labour, migration, tax, and family law questions often arise. We cover the full spectrum.
Speed of response
In M&A, time is money. Our office network allows us to mobilise resources in any region within hours.
Confidentiality
The eAdvokat app provides secure document exchange and communication.
Frequently asked questions
Do you act for both sides of a transaction?
No. We always represent only one party — the buyer or the seller. This eliminates any conflict of interest.
Do I need to additionally hire lawyers in a specific EU country?
As a rule, no. We have offices in six key EU countries and cover most needs with our own team.
What are the timelines for a typical M&A transaction?
Small transaction — 2–4 months. Mid-size — 3–6 months. Large — 6–12 months. Depends on complexity and number of jurisdictions.
Do you help with financing the transaction?
We structure the legal side of financing — loan agreements, security agreements, intercreditor agreements.
What if the transaction falls through?
You pay for work actually performed. Success fee is not payable if the transaction does not complete. All preparatory work remains with you.
Start with a free meeting
Tell us about your transaction — and in one meeting we will give you a preliminary assessment: structure, timelines, indicative budget, key risks.