The company is threatened with a raider takeover: what to do. Raider seizure: what to do Sample application for a raider seizure of property

Raiding is the takeover of an enterprise against the will of the owners. The financial and economic crisis is not conducive to raiding based on legal manipulations, but the threat of illegal takeover of companies is formed on new economic models. Protecting a business from raiding is not an easy task, but a real one. Raiding is one example of illegal business takeover.

Note!

Raider capture can be compared with fraud (Article 159 of the Criminal Code of the Russian Federation), extortion (Article 163 of the Criminal Code of the Russian Federation). Arbitrariness (Article 330 of the Criminal Code of the Russian Federation) is a forceful way of raiding.

In the current economic realities, the seizure has become more sophisticated, using omissions in the legislation, the participation of officials, and a combination of methods.

The organizers of a business takeover are usually:

• traditional customers;
• specialized raider organized crime groups;
• professional aggressive company-raiders profitably using corrupt administrative resources.

Note!

Active accomplices of the raider attack are law enforcement officers who are mired in corruption. Their participation is difficult to prove, as it appears that they are acting on their own.

Professional protection against hostile takeover is necessary for every successful company. Any appeals from managers or owners of the business they are trying to take over are often blocked by the prosecutor's office of a district or region.

How to understand that this is a raider takeover

When criminal cases are initiated against the managers and owners of an enterprise, the company's activities are usually blocked. Growing debts on loans, there are obligations to pay a penalty. In this case, you cannot do without experienced lawyers, especially if the business is located in a large city like Moscow, where competition is very high.

If the owners do not agree to sell the company for next to nothing, the attack resumes. Now it is accompanied by the purchase of debt, its falsification, recognition through the courts. Absorption is carried out through the bankruptcy of the company, accounts payable. Following the criminal schemes of capture, the aggressor goes to:

• falsification of constituent documents;
• falsification of orders on the appointment of the head;
• signs and registers documents on the alienation of the assets of the enterprise, managing blocks of shares;
• trying to buy out at a reduced price a controlling stake, shares;
• compels them to bargain.

The matter is complicated by the fact that it is practically impossible to resist the purchase of accounts payable, since this business transaction does not require the consent of the debtor (Article 382 of the Civil Code of the Russian Federation). For high-quality legal protection against a company takeover, it is better to contact a qualified lawyer who is able to calculate the steps of rivals, has a deep knowledge of gaps in legislation, the ability to resist fraud and legal manipulation.

Basic Raider Methods

There are two main methods that are used in raider attacks:

• corrupt (the most popular method, a primitive and simple capture of a business);
• debt.

The debt method is of three varieties using:

• collateral (the scheme is implemented by creditor banks that have the right to property transferred on collateral);
• accounts payable (based on information about the financial condition of the company, the limits of its financial stability);
• debt to the budget (a mechanism for coercion of the state in private interests).

To start a raider attack, information is being collected. Particular attention is paid to compromising information. When there is insufficient information for criminal prosecution, they falsify documents, falsify facts. Inspections of the enterprise are carried out in order to confirm the signs of a crime in the actions of the head, criminal cases are initiated.

Note!

The purpose of intimidation is to induce a deliberately unprofitable deal: the sale of part of the assets, the entire business at a reduced price, taking a loan on unfavorable terms with the transfer of property secured.

The aggressor receives information about the state of affairs in the company, determines the volume of the critical mass of accounts payable necessary to destroy its economic stability. Further, a mechanism is launched that entails adverse economic consequences.

The debt collected together is put up for payment, the aggressor sharply narrows financial flows, blocking access to banks and counterparties. It is difficult to prove a corruption conspiracy in practice. After that, the aggressor offers to conclude a deal on onerous terms. In case of disagreement, the company receives custom-made checks from control authorities.

The aggressor can act as a creditor, file an application with the arbitration court to declare the company bankrupt, appoint its own manager. If he receives more than 51% of the total shares, his word will be decisive in making decisions.

Recognition of the insolvency of the company at the initiative of the raider limits the implementation of the head managerial functions, these powers are transferred to the external manager. An invader with a large block of shares influences the selection process, colludes with the manager. The consequences of this are easy to predict:

• bonded deals;
• arrest or removal of arrest from property;
• actions leading to the continuation of the ruin of the company, the establishment of control.

In order for the court to declare the debtor enterprise bankrupt, several components must be present:

• debt over 300 thousand rubles;
• inability to pay the debt within three months.

Note!

The effect of delay in obligations is the sending by the aggressor to the company of empty letters to simulate appeals to the enterprise with evidence of notification. They send "fake" claims, demands for payment of debts, notifications about the purchase of creditor's rights.

Protection against raiding: countermeasures

To protect against a raider takeover, it is not enough not to conclude contracts on unfavorable terms, since situations are artificially created in which it is not possible to repay the loan. The invaders have many illegal methods in their arsenal.

The problems in the fight against raiding lie not in regulatory gaps, but in high degree corruption. The lawyers of the raiders work very skillfully, only a competent specialist who knows corporate law well, who can protect the company from the exploitation of omissions in the law by intruders, will be able to resist them.

Business structuring

Such protection of a business from raiding as structuring means the embodiment of a well-known saying that it is not worth keeping the company's assets in one place. This reduces risk by separating the lines of business of the firm. You can also:

• divide the business into several companies, distribute valuable assets between them;
• make some companies more closed to external intrusion;
• transfer property to an individual entrepreneur affiliated with the ultimate beneficiary of the business.

Note!

The strategy of dividing the business into several companies helps to reduce tax expenses due to various systems taxation.

Share Protection

Shares or shares in authorized capital need protection. In order to prevent a takeover, enhanced control over the register of shareholders is needed. The size and nature of the business, the type of threat determines the method of control:

• for large companies that expect to receive external investment, it is better to transfer the register to a large registrar with an impeccable reputation and the most formalized work;
• It is better for small firms to maintain their own registry.

Note!

Remember that no method can serve as a panacea for possible raiding. The registrar may be provided with forged documents, and the registrar may be influenced to transfer shares to the aggressor.

To protect shares from being seized, encumber them with obligations to third parties, such as pledging the shares as collateral for a loan agreement. The pledge of shares is registered in the Unified State Register of Legal Entities, if it exists, no other changes are made to the information about the shares of the company.

Asset protection

The goal of the raiders is not the company, but its property. Therefore, protection against raider seizure consists in taking priority measures to create obstacles to the alienation of property. Optimal means are collateral, mortgage, with the help of which the company receives additional financial flows. The main thing is to repay the debt on time so that the bank does not sell the property. It is recommended to exchange assets as collateral in favor of controlled companies, persons.

How to protect the enterprise from invaders?

"Gray" raiding or "greenmail" has the goal of making money on the underestimation of the company. The aggressor buys shares, then submits a stream of lawsuits to challenge the decisions of the governing body, demands to convene a general meeting of shareholders, conduct an audit, audit, strike.

To protect a business from raiding, it is necessary for the company's management to strictly follow the law in every action. If there is a threat of raiding, increase vigilance when issuing powers of attorney, cash, trade documents, contracts. best form defense against raiders is attack. An experienced lawyer will develop an active and passive defense strategy. Passive methods were discussed earlier. Active methods include:

• initiation of inspections of state bodies;
• lawsuits.

Applications to the FSB, the investigative committee, the prosecutor's office or the police are often enough to protect against capture. Contact our specialists by filling out the form feedback or by calling the specified numbers, and we will help you protect yourself from a raider takeover.

How to determine whether a raider takeover of your business is taking place? In fact, it is impossible to see it. Raiders collect information about your business, about you, about your environment in secret. It can be corrupt connections, the introduction of your close spies into the circle. If for some time you have noticed that you have been overwhelmed with inspections by regulatory authorities, your company has received a number of unfounded lawsuits in the courts, restrictive measures have been applied, most likely your business is at risk.

Raiders use different methods. As a rule, they use them in combination to carry out the capture of the business. One of them is fraud, when documents, powers of attorney are falsified. The second method is criminal. This is pressure on the psyche of the business owner: calls to you and your loved ones. A negative background is created around the enterprise. The third method is bankruptcy. Another way is capital dilution. Purchase of shares is carried out.

As such, you will not find an article in the criminal code on raiding.

Signs of a raider takeover

It is worth paying attention if you have a Joint Stock Company, on behalf of the shareholders, various applications for providing copies of documents, statements of claim to the court can be submitted.

When you see bias towards your firm in the media. Various articles about the director, violation of the rights of employees. This is necessary so that the judges have a deliberately negative assessment of the activities of your company. We are all human and decisions are subjective.

Shareholders can complain about the company to the Ministry of Internal Affairs, the Ministry of Internal Affairs is forced to accept such appeals, check the company in a pre-trial order and then, the shareholders ask the Ministry of Internal Affairs for the documents of the company, which were obtained as a result of all checks. These documents can be used against your firm.

The main common method of raiding is registration in a single state register fictitious information about the appointment of a nominee to the position of manager. This may be a figurehead who does not even realize that he is becoming the director of the company. The main purpose of the figurehead is to make the alienation of the company's property. For raiders, your company itself is of interest, and assets: movable and immovable property.

Another way is through share capital, when 10-15% of shares are bought up in order for a meeting of shareholders to take place and a decision necessary for fraudsters to be made, for example, a change of leadership. Often the purpose of the fraudster is to prevent some of the shareholders who actually manage the business from attending this meeting, so that the meeting takes place in absentia.

There were cases when a shareholder received a letter by courier or via mail, signed the notice, opened the letter, and it was empty. And in court it will be difficult to prove that you did not know about the convening of shareholders. After all, you signed to receive such notice.

Countering the raider takeover

• It is necessary to build a clear management system of the company. Monitor the status of documents on a regular basis.
• It is necessary to clearly state the branch network in the charter. You don't have to do it to be separate subdivision. Otherwise, you can give the brand to others and then you will not be able to prove that this is your branch.
• It is necessary to clearly prescribe in the charter the powers of the meeting of founders, the powers of the meeting of shareholders, determine the criteria for a major transaction, and who is entitled to carry it out.
• Keep a record of powers of attorney, it is necessary to regularly check expired powers of attorney, it is better to keep a log of these powers of attorney. Do not sign empty powers of attorney on behalf of the firm.
• It is also necessary to draw up an agreement with financially responsible persons: an accountant, a storekeeper.
• It is necessary to maintain clear financial tax reporting.
• Contracts must specify the time of jurisdiction.
• Do not skimp on the organization of business information security, follow the rules with electronic keys. If you transfer your CPU to another person, there must be an act of acceptance and transfer.

If your business is already under attack by raiders, what should be applied:

• Hire experienced lawyers and lawyers, hire a detective agency, create a group of professionals who can give the best solution to solve the problem.
• Try to find out the reason for the raider takeover. If you identify the cause, you can identify the customer. And you will have a chance to negotiate peacefully. Everything has its price.
• Encumbrance your assets, reduce the market attractiveness of your assets. Ways of encumbrance: encumbrance by the creditor to the bank, transfer assets to your second LLC.
• Create an informational background, contact the media, hold meetings in the team and tell that a business is being taken over. It is important that society knows what is happening.
• If there is pressure from the regulatory authorities, you need to complain to all instances.
• Hire armed guards in case of criminal raiding.

If there was a raider seizure, write a statement to the Ministry of Internal Affairs, the FSB and the Investigative Committee. The application must be accepted by law by the duty unit, give you a notification coupon. There are terms: 3, 10, 30 days. Operational services are being checked. You must be informed of the test results. There are two results. Or a decision to refuse to initiate a criminal case or to initiate a criminal case.

Raiding mainly concerns big business. Small and medium business more susceptible to theft Money from checking accounts.

A professional raider takeover costs money, including a team of lawyers, claims to arbitration, and court fees. In the same bankruptcy, the raiders want to throw creditors, get property and then sell it profitably. Raiders necessarily consider the economics of the firm.

Raiding - hostile mergers or acquisitions of companies, or even the seizure of assets through illegal means - takes on the nature of a real business in Russia with a multimillion-dollar turnover. According to the National Corruption Committee, in 2015 alone, more than 700,000 cases of such corporate piracy were recorded in Russia.

At the same time, experts say that official statistics are just the tip of the iceberg, the real scale of the disaster is simply not visible. Criminal cases are initiated only in isolated cases. If large companies, one way or another, have learned to resist business filibusters, then representatives of small and medium-sized businesses still remain very vulnerable. Thirst explored who raiders are, what mechanisms they use to steal assets, and how to recognize and counter hostile mergers and acquisitions.

Was yours, became ours

“Unfriendly or illegal takeover of enterprises is a relatively new socio-economic phenomenon for our country,” says Maxim Zaglyadkin, a lawyer at Turov and Partners law firm. - Its widespread use in last years testifies to the onset of the next, qualitatively new stage in the redistribution of corporate property.

Maxim Zaglyadkin: “Before talking further about “raider” seizures, it is necessary to define their concept. The term "raider" takeover, or hostile takeover of an enterprise, can be understood as the establishment of control over a legal entity against the will of its owners. The statistics of this practice is very depressing. The National Anti-Corruption Committee knows about 730,000 cases. Only 12-16% of initiated criminal cases of this category are judged, the remaining 84-88% are either not disclosed, or do not reach the court, or fall apart already during the trial. Given the latency of any criminal activity, we can say that there may be much more cases of raiding that we have not learned about and may not know about.”

However, one gets the impression that the raiders are not hiding. There are a lot of open and closed resources on the Web, where they share their experience and give advice on taking away company assets. Here is an example of a dialogue between the participants of one of them in the topic “Seizing the property of an LLC” (style saved):

- Good day to all! There is a goal - LLC. One founder. He is Gena CEO. - Approx. ed.). 100% of the shares belong to him. Ltd. has a certain fleet of special equipment. She is of interest. Are there any ways (not an iron on the belly) to correctly wring out this special equipment? Only special equipment is of interest, neither the money in the accounts, nor anything else is of interest. The equipment already has a bona fide purchaser. Are there options - fictitious change of genes, loss and restoration of docks for transport with a new gene and subsequent sale? ATP in advance!

LLC is engaged in the transportation and pumping of ready-mixed concrete. Works by itself. Orders of both individuals and legal entities.

Does he accept money from clients in cash? In black? Or is there a scheme with non-cash payments to other companies?

- From legal entities (legal entities. - Ed.) - non-cash, sometimes, however, there are accounts for other LLCs. From physicists cash through the cashier. In short, payments for services are carried out almost white-handedly.

- If you catch in those places where it's black, you can profitably use this circumstance. Employees of the UBEP in informal communication can tell you exactly how. Ordinary blackmail or corporate blackmail.

Look for information / create compromising information (not necessarily in the field of LLC activity), with the help of which you can put forward ultimatum requirements for objects of interest.

- What about the creditor?

– The transfer and pumping of concrete is at least the operating costs and the maintenance of pumps for pumping / equipment for transportation, not counting additional loans / leasing / rent. There may be a very large creditor.

I think that they meant the consolidation of creditors through a buyout and concentration "in one hand." Absorption through accounts payable. Read about it.

It is not clear from the dialogue whether the plans to seize equipment have been brought to an end, but the example is indicative of the fact that the object of a potential raider is the property of a small enterprise.

Maxim Zaglyadkin: “Over the past 10 years, “raider” seizures have become widespread not only in large, but also in small towns. If earlier the majority of illegal seizures took place in Moscow, St. Petersburg, Moscow and Leningrad regions, then somewhere in 2007, the tendency of "raiders" rushed by leaps and bounds to the regions. As a result, already in 2007-2008. there has been a trend towards a decrease in the number of raider seizures in the Central region of Russia and an increase in other regions. Corruption contributes to the spread of illegal takeovers, since takeovers involve the use of administrative resources, first of all, officials bodies carrying out state registration of legal entities, real estate and transactions with it, judges, bailiffs, law enforcement agencies.

A favorite method of pressure is the criminal prosecution of owners with powerful informational support. Businessmen, therefore, risk losing not only their good name, trust of partners and clients, business, property, but also freedom.

Irons are out of trend

Specialists in corporate law they say that the raiders are no longer bandits from the early 90s, but real white-collar workers, armed with excellent legal knowledge, who do not disdain fraud.

The methods used to capture assets can be roughly divided into two groups. The first is in the legal field, or "gray raiding", and the second - "black raiding" - is outside its framework.

According to Mr. Zaglyadkin, "gray raiders" use conflicts of norms, shortcomings of the legislation. Such enterprise takeover schemes are not a crime, however, at certain stages the law may be violated (as a rule, in order to minimize the costs associated with the takeover of an enterprise or to remove obstacles to the implementation of the developed takeover scheme).

Acquisition begins with the acquisition of a certain, usually insignificant, share in the company. This makes it possible to sue other participants, acquire shares and shares in a preferential manner, use "greenmail" - corporate blackmail.

Black M&A schemes are inherently criminal and fraudulent. The most common: deliberate bankruptcy (often in collusion with hired top managers or individual shareholders or owners), theft of a share of shares using false documents that are provided to the registrar.

Raiders also practice the withdrawal of assets as a result of collusion with a hired manager, the initiation of artificial debts, claims, etc. In all cases, the goal is the same - the withdrawal of liquid assets of the company with subsequent sale.

Maxim Zaglyadkin: “The attack begins with an information campaign, the purpose of which is to discredit the owners, shareholders or top management of the target company. In the course are "accusatory materials" about the allegedly inefficient management of property, failure to fulfill contractual obligations, violation of the rights of shareholders, criminal conspiracy or fraud. An information campaign is almost always supported by heavy legal artillery: initiation of criminal cases against top management, searches, interrogations of employees. Of course, the main goal of such projects is to weaken the trust of partners and shareholders, create a certain information background for representatives of state and judicial authorities, and discredit the company. This is an important marker that may indicate the beginning of a capture.”

Resisting the attack, according to the interlocutor, is difficult, but the task is not impossible.

Preventive protection

In 2010, a package of “anti-raider changes” was introduced into the legislation, the Criminal Procedure and Criminal Codes were supplemented with a number of articles providing for liability for providing knowingly false information to the Unified State Register of Legal Entities and the register of holders valuable papers. Those who provide false information will be punished with a fine of 100,000 to 300,000 rubles or imprisonment for up to 2 years. For forcing a shareholder to make a certain decision, the legislators established a fine of 500 thousand rubles with the possibility of imprisonment for up to 5 years.

Maxim Zaglyadkin: “It should be noted that “raiding” in our country has always been studied mainly in the civil law sense - from the standpoint of legal regulation reorganization of legal entities through mergers and acquisitions. In criminological terms, this problem has been analyzed not so long ago, although, as we all perfectly understand, in the practice of mergers and acquisitions there are many not only dubious, but also openly criminal methods.

Mr. Zaglyadkin cites paragraph 1 of Art. 185.5 of the Criminal Code of the Russian Federation adopted by this law. Situation: a shareholder from the side of the "raiders" bought one share, came to the meeting and made a scandal. He was kicked out of the meeting. He went to the appropriate authority, wrote a statement, opened a criminal case. And who here, one asks, benefits from this article?

Or, for example, according to paragraph 2 of the same article, a fine of up to 500 thousand rubles and criminal liability are provided, however, according to our expert, "raiders" with serious administrative resources will not be stopped by any terms and fines.

Therefore, protection, according to the interlocutor, should be of a preventive nature. It consists in a thorough legal diagnosis of all aspects of the company's activities with a list of risks and recommendations for their elimination. Other effective methods not yet, sums up our interlocutor.

Raiding remains a serious problem Russian economy. The victims of raider seizures are successful entrepreneurs working within the legal framework. How to resist raiding, and where to turn for help when trying to take over an enterprise.

In one of his speeches, the Prime Minister of Russia called raiding the second problem after corruption that hinders the normal development of the economy. This problem still exists today. Unfortunately, it is most often faced by honest and successful entrepreneurs.

From the materials of the court case

On June 14, 2013, 10–12 people burst into the office of the Company (note - LLC "GrandKlimat"), among whom was Polyakov D.E. with demands to stop work and vacate the premises. In connection with this circumstance, the Plaintiff (note - Andrey Baichikov) applied to the territorial police department, which conducted a check of these circumstances.

During the audit, by studying the registration file of the Company, it was established that on May 28, 2013, Polyakov D. E. and Savitsky A. V. contributed their property to the authorized capital of the Company (10,000 rubles each), and the Claimant, as the sole founder of the Society, allegedly decided to accept specified persons to the founders.

Thus began the long-term litigation of Andrey Baichikov, the head of the Ventilation Equipment Plant GrandKlimat, in the struggle for the right to keep his own enterprise. The initiator of the takeover attempt was a large company - a direct competitor. Its representatives were extremely concerned about the rapid growth of their competitor. They spoke about this during their visit to the company's office about six months before the start of the active phase of events. Then Andrei did not pay due attention to this fact.

That is why, today he is ready to give some advice on what actions need to be done, and which actions should not be done in any case, so as not to lose the work of your whole life.

Countering raider seizures

1. When opening a company, do not follow the formal principle

Today, raiders are trying to use more legal than in the 90s, methods of seizing enterprises, using the weakness of Russian legal norms and procedures. In our case, by forging documents and signatures, they made themselves among the founders of the enterprise. Then they tried to take their positions and seize power in the company.

According to Russian law, to change the data in the constituent documents of any LLC, it is enough to forge the signature of the founder and submit the changed data to the tax service. At the same time, the applicant is responsible for the accuracy of the data provided. And this applicant may turn out to be a person who is then very difficult to find.

5. Keep working

It is difficult and time-consuming to regain control over the seized enterprise. But you can open another legal entity with the same (or similar) name. This will allow you to fight against, without stopping your professional activities. This way you will keep your customers, partners and employees, and your business reputation will be preserved in their face.

The first raider attacks on large enterprises were recorded in the early 1990s. In modern times, scammers no longer bypass medium and small businesses. How to give a worthy rebuff to the raider capture? In the article we will describe how the appropriation of company property takes place.

What is the essence of the raider seizure of the enterprise

raiding(from English "raid", "raid") - illegal appropriation of private property of the company against the will of the owner in favor of a third party. Raider seizure- this is a fraudulent takeover of the company, as a result of which the raiders control the assets of the enterprise, and then sell them. Raiding does not stand still: developing every year, it finds more and more fraudulent ways to capture a business, which are difficult to recognize and incriminate as an illegal act.

Raiders can be:

• companies or associations of people specially united for the purpose of engaging in professional raiding, this also includes groups engaged in the seizure of real estate, shares, etc .;
• persons who use the corruption of various institutions of government and power in order to take possession of other people's real and movable property;
• holdings and corporations operating in specific business sectors and wishing to eliminate competitive companies through their acquisition;
• the largest holdings and corporations located in large cities with great opportunities, owning huge resources, buying up real estate, enterprises, shares, in order to increase their assets in this way;
• counterparties for business activities, shareholders;
• unscrupulous employees-managers who have access to the most important documents for a legal entity, assets, management methods, etc.

In Russia, raider seizure of a business is a fairly common phenomenon, and it is aimed primarily at the unlawful seizure of movable and immovable property of a company, for example:

• land, buildings;
• money;
• production means;
• industrial equipment;
• company product.

C spruce raiders

1. Blocking supply contracts, as well as suspension of financing of concluded contracts. Raiders do this in order to deliberately reduce the value of the object and nullify it. business reputation. Such events lead to success if the suppliers or creditors of the victim company are organizations affiliated with the raiders.
2. Deliberate initiation of civil and criminal proceedings against a specific object, the general director or the owners of the company. Bringing the organization to bankruptcy. the main objective- psychological undermining, withdrawal of resources, complication of the economic situation of the company, the formation of a negative attitude towards it, in order to further disseminate negative information about the organization. Raider capture weakens the protection of the enterprise, reveals weaknesses in the company's business activities. Invaders become aware of the details of the company's internal documents, and they can transfer assets to front organizations.
3. The maximum destabilization of the mental state of the owners of the company, their families and managers by various methods, which allows them to make an unreasonable decision to transfer the share of the organization, as well as to sell assets at a lower cost. Owners are deliberately driven to despair.
4. "Black PR" and viral marketing, bringing negativity and destruction to the enterprise. Such actions on the part of the invaders make it possible to turn society and the management bodies of the enterprise against the owners of the business and their management methods, reduce confidence in the documents they provide, weaken any public and administrative support companies.
5. Involvement of the prosecutor's office in the raider seizure, which, with the necessary documents and the support of the administrative apparatus of the company, leads to the fact that business owners destroy their business on their own.

Signs of a raider takeover

1. Conclusion of transactions that are contrary to the business activities of the company.
2. Replacing guards, breaking locks and other power actions.
3. "Greenmail" - pressure on the psyche (quasi-legal method).
4. Involvement of representatives of local or federal authorities.
5. Leading to bankruptcy.
6. Election of a new CEO.
7. Conducting transactions with the company's shares, for example: an extraordinary meeting of the company's owners, the election of a new leader, the acquisition of 15% or more shares, etc.
8. A sharp change in the composition of the sole executive body, shareholders, etc.
9. Active actions with accounts payable (for example, when raiders start buying up small company debts, and then at the same time make a demand for their payment).
10. Challenging privatization actions (when an illegal privatization scheme is used).

Invaders, as a rule, do not use one technique, for example, only a force or only a fraudulent scheme with documents. Raiders consider the “cascade method” to be the most effective, which creates several problems for the victim enterprise at the same time. The object of a raider attack is difficult to resist in several directions, the company simply does not have enough strength, since it will not be ready for an attack on its assets.

Types of raider seizures in Russia

1. "White" raiding carried out within the framework of the current legislation. As a rule, with this type of takeover, corporate blackmail is used, i.e., at the expense of a minority stake, the raiders create problems for the company in order to force it to buy shares at an inflated cost. The victim organization is forced to purchase a block of shares in order to eliminate the blackmailer from the shareholders. Also, "white" raiding can be carried out by inciting regulatory authorities on the company or by organizing strikes. Typically, this type of capture is applied to firms with inefficient administration and financial difficulties. To protect yourself from "white" raiding, you need to contact the administrative and judicial authorities.
2. "Gray" raiding carried out outside the scope of civil law. If you do not delve into the details of the methods used by the invaders, it seems that legal methods are used, but in fact, fraudsters forge documents and bribe officials. "Grey" raiding can be applied to any enterprise, which is why it is so popular. Protecting a company from being taken over is extremely difficult. When using this type of raiding, fraudsters are almost impossible to be held accountable, since it is difficult to prove the intent of illegal actions that are outwardly lined up in accordance with the law.
3. "Black" raiding carried out outside the scope of criminal law. This method of taking over a business is criminal and violent, as it includes blackmail, forgery of documents (including the register of shareholders), bribery, forceful methods, etc. "Black" raiding can be applied to any enterprise, especially to a non-public company . You can protect yourself from it different ways, but above all - using the assistance of judicial and law enforcement agencies.

They survived the raider takeover: 3 real stories

To resist the aggressive actions of rival companies, you need to know the basic, classic behavior patterns of business invaders.

ABOUT ways to protect say businessmen who have experienced attacks by competitors in an article electronic journal"Commercial Director".

Raider capture of which company is possible

Many believe that only the largest organizations that were created after the privatization of state property are exposed to raider attacks. But actually it is not. Raiders take over both small and medium enterprises. By taking over such companies, fraudsters take less risk, since victims often do not have sufficient funds to provide themselves with highly qualified legal assistance.

Raiders are not interested in the business activities of the company, the goal is its assets. The first signs of a takeover can be disagreements between the co-founders of the business, corporate conflicts, resentment of minority shareholders, actions of competitive companies, etc. Most business owners consider their company to be completely safe if they have a controlling stake or “their own” person is appointed to the position of head. Having defended themselves in this way, business owners do not expect raider attacks.

Your business is at risk if you have the following conditions:

• presence of corporate conflicts between co-founders (shareholders);
• ownership of real estate (buildings, structures, land) and other assets;
• the presence of double bookkeeping;
• the work of the company in the interests of customers;
• the admission of offenses in the process of privatization;
• high incomes through participation in public procurement;
• lack of activity with the creditors of the company.

How a top manager himself can provoke a raider takeover

Raider attacks are possible in case of incorrect actions of the company's managers, let's consider the main mistakes of top management.

1. The top manager is unable or unwilling to distinguish the opinion of the company's management from the opinion of its shareholders. Such typical mistake often committed at enterprises that have undergone the privatization procedure. The CEO, owning a decent block of shares and considering himself a large owner, gets used to treating the company's income as personal, using them at his own discretion. Such a manager will not try to earn in the interests of shareholders, because he already manages the organization's income. In this situation, there is a risk of forgetting about the existence of other shareholders and their interests. For example, 65% of the shares are owned by the general director of the company, and 35% of the shares belong to the employees of the enterprise, while the manager, confident in the correctness of his actions, forgets about paying dividends to the company's shareholders. A corporate conflict cannot be avoided, and it will not be difficult for the raiders to persuade shareholders and buy back all their shares at a fairly low price.

The head of the company practically does not pay attention to the efficiency of his enterprise. Most of the managers who had to deal with defending projects believed that their firm was leading profitable activity significant both for the business niche occupied and for the state as a whole. At the same time, none of the managers ordered an objective analysis of the work of their company, did not assess the value of the company either from the side of business or from the side of assets. This is a very common mistake, although a top manager must first of all evaluate the activities of the enterprise, know the value of the business and all existing assets in order to further prevent takeovers. For example, if an organization is the owner of large unused industrial areas, then the chances of becoming the object of a raider seizure are very high. Free resources should be rented or used in any acceptable way.

1. The leader doesn't pay enough attention. corporate governance company. As a rule, the general director carefully monitors only the production problems of the enterprise, forgetting to deal with the corporate issues of the joint-stock company (or LLC). Joint-stock companies arose in the Russian Federation in an era of great change, laws changed at a rapid pace, there was practically no financial and legal culture, the institution of registrars had not yet been created. Some companies have not properly formalized the procedure for the issuance and placement of securities until now. Some joint-stock companies have not entered into agreements with registrars and keep registers on paper, transactions for the sale of shares are concluded illiterately, in violation of corporate law. This non-compliance with the laws allows you to sell and buy the same shares several times.
2. The archive of the organization does not contain a transparent history of its corporate work, namely: minutes of annual and extraordinary meetings shareholders, minutes of decisions of the board of directors, etc. The absence of a corporate history is a demonstration of the weaknesses of the company for the invaders. Any leader, despite the seeming readiness for raider attacks, must control the maintenance of corporate documents, the history of the acquisition and use of real estate and other assets of the enterprise.
3. The speed of concluding real estate transactions and the inattention of the responsible person when registering property. The confusion in the legislation related to property and land relations has led to the fact that many offenses have been identified in the registration of company assets. When planning a raider takeover of an OJSC or LLC, fraudsters often use information about real estate transactions made in violation of the law.

The widespread mistakes of top managers of an enterprise include forging documents, acquiring shares by fraudulent and illegal methods, conducting an additional issue of shares without taking into account the rights of shareholders.

How is the raider takeover of the enterprise

We single out the following stages of a raider seizure of a business.

Stage 1. Search and collection of necessary information about the victim enterprise:

• analysis of indicators of the economic situation of the company;
• assessment of the organization's assets;
• analysis of the history of the company;
• analysis of the enterprise management structure;
• assessment of the company's credit history;
• study of sources for the formation of a controlling stake;
• search for information about corporate disputes, as well as other conflicts with partners, contractors, competitors, etc.

Stage 2. Raider seizure:

• the acquisition of securities from shareholders who are indifferent to the fate of the company;
• suspension of the operation of the organization at the expense of a controlling stake;
• registration of ownership of the company's assets;
• seizure of power and ownership of the enterprise at the legal level;
• initiating criminal cases against the CEO of the company.

The most common raider takeover schemes

Based on the characteristics of a particular company, a raider takeover plan is formed. The article will not be able to reveal all the options for raider attacks, but we will consider the main and most popular schemes.

Scheme 1. Purchase of shares from small shareholders in order to acquire a controlling stake.

This method is considered the simplest and most effective, but it is rarely used, since free funds are required.

Scheme 2. Minority shareholders secretly organize a meeting to elect a new board of directors of the company

The newly created board of directors appoints new managers of the company. Majority shareholders may not have any information about the change of the CEO at all. The new owners submit a statement of claim to the judicial authorities demanding not to create obstacles for the future general director in managing the enterprise. The court issues a decision that obliges the previous management not to obstruct the new administrative apparatus in the course of fulfilling its obligations.

Scheme 3. Deliberate reduction in the value of the enterprise and the redemption of its assets.

For example, a business may be subject to numerous lawsuits in court that will affect its reputation and asset value.

Scheme 4. Changes to the founding documents of the company.

the federal law RF "On state registration of legal entities and individual entrepreneurs"was adopted in 2002 and greatly simplified the registration of individual entrepreneurs and legal entities, thereby showing ample opportunities for fraudsters to carry out various frauds in this area. Now state registration both legal entities and changes to the company's charter are carried out on the information provided by the applicant. The registering authority is not obliged to verify the accuracy of the submitted information, the responsibility for their authenticity lies with the applicant. So, raiders can submit an application to the tax office to change the director of an enterprise, using a fake company seal. The tax authorities will make an appropriate entry about the changes in the Unified State Register of Legal Entities, and the invader thereby receives an official extract from the register signed by the head of the tax inspectorate. Then the new CEO has the right to sell the company's assets to front companies, which, by virtue of the law, will subsequently be recognized by the court as bona fide owners.

Scheme 5. Forging contracts for the sale of company assets.

Raiders go through the state registration of real estate objects with fake documents, and then use a well-established scheme for selling property through shell companies.

Scheme 6. Bribing and blackmailing business leaders.

Raiders deliberately provoke the head of the company to inappropriate actions. For example, a director, realizing that he is losing real estate, decides to resell it to a controlled person, forgetting to get consent to the deal of the general meeting of shareholders. Further, the raiders take an active part in initiating a criminal case against the general director of the company under article 201 of the Criminal Code of the Russian Federation “Abuse of authority”. The actions of such a scheme are aimed at further blackmailing the leader, whom the invaders intimidate with negative consequences.

Scheme 7. Deliberate initiation of bankruptcy proceedings against a company.

The raiders are engaged in buying up the debt obligations of the victim enterprise, and then initiate a bankruptcy case, which is conducted by “their own” arbitration manager, who actively helps the right people acquire the company’s assets.

Scheme 8. Force capture.

To morally suppress the victim company is what the purpose of a forcible takeover is. In such a situation, it is not difficult to seize the documents of the enterprise necessary for the raiders. As a rule, power capture is carried out in parallel with a large-scale advertising campaign.

Expert opinion

Loan on onerous terms - another raider scheme

Eduard Savulyak,

Director of the Moscow office of Tax Consulting U.K.

A raider can be one of the counterparties or a bank that issues a loan on very unfavorable terms for the company (for example, using a controlling stake as collateral, the price of which is several times higher than the amount of the debt). The lender then obstructs the organization in various ways so that it does not repay the debt on time. For example, he initiates an inspection by various regulatory authorities, and since during inspections one can always find certain offenses, there is a chance to open criminal cases against the head of the company, to arrest the accounts and property of the organization. All these actions take time, which is what the raider seeks. As a result, the invader becomes the owner of a controlling stake. Then according to the worked out scheme: change of the general director, sale of assets.

Let's take an example from practice. For the construction, the organization needed a loan, which it successfully issued on the security of real estate. The bank indicated in the loan agreement that the debtor is obliged to provide extracts from the USRR by the 15th day of each reporting month, which would confirm the absence of any encumbrance on the property, except for the bank's pledge. If the organization violates the condition specified in the contract, the bank has the right to demand to repay the debt in full within 3 days. Undoubtedly, the day came when the company did not provide an extract from the USRR in the required time frame, it also could not return the amount of the debt within 3 days. Consequently, the bank seized the mortgaged property and initiated the foreclosure process through the judicial authorities.

An example of a raider capture from practice

Example 1

The open joint stock company SMES had approximately 11,000 shareholders among its owners. The administration of the enterprise has been consolidating a block of shares for several years. As a result, the head of the company managed to concentrate more than 45% of the shares in one hand, in addition, 8% of the shares were acquired, but not properly recorded in the register of shareholders. The register of shareholders was maintained by an independent registrar. In one day, the raider organization "RB" became the owner of 8% of the shares, i.e. the raiders were able to re-buy shares from shareholders who sold 8% of the shares to the company's management, but they did not register them in the register. It's just that the raider organization issued shares earlier and became their owner. In this way, the invaders were able to gain a clear advantage in the corporate conflict, and the head of the joint-stock company was forced into lengthy litigation.

Example 2

The Strom-4 open joint-stock company was founded by one shareholder F. The organization owned a house-mansion in the center of the capital with an approximate area of ​​​​more than 1000 square meters. m. The building was rented out, the fee more than suited F., he had no desire to sell either the shares or the property owned by the OJSC. There were people who became interested in a mansion in the center of Moscow, who offered to buy it. When F. refused to sell the house, he and his family were threatened with coercion to conclude a deal for the sale of the mansion on very unfavorable terms for the owner. To protect himself and his family, F. told the blackmailers that a controlling stake in the OJSC was sold to a non-resident Cypriot company. In reality, it was like this: F. bought a full stake in Strom-4 OJSC from himself, there were several nominal shareholders in Cyprus, F. was a beneficiary, information about which was hidden.

Example 3

Open Joint Stock Company "SIB" includes 8 shareholders owning from 5 to 20% of shares. He owned various assets, including other legal entities that also owned their own assets. The quarrels of the shareholders were so frequent that they could not come to a consensus: either they wanted to sell the company, then they wanted to manage the OJSC further, go for an IPO in a couple of years and not sell their shares to third parties during this period. In order to consolidate the composition of shareholders, it was decided to create a non-resident on the territory of the state of Cyprus, to sell him 100% of the company's shares. A sole member a Cypriot non-resident will become a non-resident in the British Virgin Islands. In such a society, all shareholders will be the ultimate beneficiaries. It was decided that they would conclude an agreement on the management of the company's assets, and the document would also determine the methods for alienating shares of a non-resident in the British Virgin Islands and methods for resolving conflicts, etc.

Tip 1. Mandatory information security.

Companies need to take steps to protect any information that may become available to raiders. To do this, you can attract highly qualified lawyers who will monitor the degree of inaccessibility of corporate and commercial data, instruct employees of the enterprise, and attract additional specialists working in the field of information security.

The company should be aware that government agencies are not required to notify it in the event of an interest in the organization by third parties. It is necessary to be vigilant for the leakage of any information from the firm. Periodically, it is necessary to exercise control over information received from the register of rights to real estate, from the Unified State Register of Legal Entities, from the register of shareholders, etc. To track all changes made to the Unified State Register of Legal Entities, you can view the website of the Federal Tax Service of Russia.

As a rule, even good relations built between the head of the company and shareholders are already an excellent defense against raider attacks. The CEO must respect the rights of his employees, as information is often leaked through offended employees who want to harm their former employer.

For joint-stock companies, it is important to establish a strong relationship with the registrar, because if the company is suspiciously interested through him, you will quickly become aware of this.

Tip 2. Continually review company documentation.

As a rule, the takeover begins with the analysis of corporate information about the company, its documents. The strategy of raider capture is determined by the results of the study and evaluation of the enterprise. It is important for the manager to take preventive measures against the takeover of the company, so ordering a legal diagnostic of the company will be able to show the history of the acquisition of a controlling stake by the owner of the business, the history of transactions concluded in previous years, the composition of the authorized capital, the list of powers of management bodies, the level of receivables and payables, the legal regime of real estate and other assets of the company, etc. Such a measure will help identify security weaknesses in the organization, which will lead to their elimination or minimization.

A company must carefully prepare corporate documents, because errors in them often open up opportunities for raiders to take over. To prevent a raider takeover of an LLC (JSC), the charter of the company should carefully and in detail prescribe the procedures for preparing, holding meetings of shareholders (or participants), appointing and replacing the general director, the procedure for approving major transactions, the list of powers of management bodies, the procedure for approving interested-party transactions and transactions where a conflict of interest arises.

Tip 3. Asset protection

The target of the takeover is the real estate of the victim company. Therefore, if you want to avoid a raider takeover, ensure legal protection of the company's real estate resources. To do this, you can use the following preventive methods:

• transfer assets to another company that is not involved in the work of the main organization;
• create manageable debt to subsidiaries;
• draw up a mortgage agreement on real estate with a subsidiary or with a reliable friendly organization;
• draw up a lease agreement for an indefinite period with a subsidiary or a friendly organization indicating a large penalty for unilateral termination of the agreement or for material breaches of obligations under the agreement.

Carrying out such events will make the capture unattractive and unprofitable for the raider, since it significantly increases the cost of it. A deliberately created encumbrance creates additional obstacles for raiders in the case of unlawful possession of the victim's company's real estate.

The introduction of "golden parachutes" for the top management of the company also stops the raiders, because it leads to additional costs for a raider attack in the event of a change in leadership. "Golden Parachute" is the compensation that the company will be obliged to pay to the management in case of early termination with it labor contract, while the law does not limit the amount of such benefits.

Tip 4. Business restructuring.

As a protection for your business, you can restructure the company, that is, divide the activity into several legal entities. As a result, the company will be owned by a group of related legal entities, which include:

• a company that owns all the assets, but its activities are minimal, which means that the risk of debts and litigation is reduced to zero;
• a management company: it employs lawyers, accountants, economists, top managers who administer the activities of a group of companies;
• a company engaged in the sale of products and services;
• a company involved in the production process, i.e. carrying out the direct provision of services (production). Such an organization uses assets leased from the owner enterprise.

Such a restructuring of the business will help the company protect its assets and make it more difficult for a raider takeover.

Tip 5 Keep records of powers of attorney.

It is not uncommon for a victim enterprise to be represented in court by a person under a previously issued power of attorney by a former employer or a representative under a power of attorney issued by the company's unlawfully adopted new CEO. In this situation, the company does not receive information related to a particular court proceeding. The company learns about the decision taken by the court only when the bailiffs initiate enforcement proceedings in the case.

In order for the company not to have problems in the future from illegal actions of persons who were issued powers of attorney for the right to represent its interests, it is necessary to keep records of the movement of issued documents. Keep a special journal in which you need to indicate: the type of power of attorney, the number of the power of attorney, the date of issue, the full name and passport details of the authorized person, the validity period of the power of attorney, an indication - with or without the right of substitution, the representative will act. We recommend that you also provide information about the revocation of the power of attorney. In the future, the maintenance of such a log may become evidence that the person who presented himself as acting by proxy is in fact not a representative of the company. If the head of the organization loses confidence in the representative or there are reasons to believe that such documents are illegally issued on behalf of the legal entity, they must be urgently withdrawn.

The law does not define the process for revoking a power of attorney, but in practice, as a rule, management issues a corresponding order, and also notifies in writing the institutions and organizations where the person acted under the power of attorney of the company. Thus, the website of most arbitration courts publishes information on powers of attorney revoked by principals. The provision of information published in open sources may serve as evidence of the withdrawal of this document.

In what ways is it possible to counter the raider seizure

To resist the raider takeover of the business, it is necessary to apply preventive measures to protect the company. Nevertheless, it is far from always possible to track down and prevent a possible attack. Consider several ways that indicate the preparation of the capture of the organization.

Method 1.Change of CEO

It is possible to replace the general director of the company by forging the minutes of the general meeting of shareholders (participants) on the appointment of the head and the illegal actions of the notary who applied for registration with the tax office. tax service The Russian Federation is not obliged to verify the accuracy of the information submitted by the applicant, and therefore the state registration of falsified information is quite real.

If the appointment of the general director was illegally registered in the Unified State Register of Legal Entities, then the newly-minted head may as soon as possible enter into transactions on behalf of the company that alienate property, burden the company with collateral obligations, correct information in the register of shareholders, issue appropriate powers of attorney, etc.

Constantly monitor all changes in the Unified State Register of Legal Entities on the website of the tax office, order an extract from the register more often. Such measures will allow you to quickly respond in case of illegal entry of other information into the Unified State Register of Legal Entities.

If you find that you have made Unified State Register of Legal Entities changes on your company, which you did not commit, notify as soon as possible tax authorities about the illegality of the data. In parallel, apply to the court with a demand to invalidate the changes made. If the data relates to the election of a new director, then notify the executive, judicial, law enforcement agencies, institutions and organizations of the falsification of information about your company. joint stock company we recommend that you urgently contact the registrar and warn about the upcoming attempt by fraudsters to make changes to the register of shareholders.

Method 2.Change of ownership of the company's real estate

A change in the ownership of real estate may mean the beginning of a raider takeover. What should I do if the company, upon receiving an extract from the USRR, learns about the change of ownership of real estate, but at the same time it has not entered into transactions for the alienation of property?

To consolidate the rights to the real estate of the victim company, the raiders must register the property. Most likely, the deal was carried out using falsified contracts with fake signatures of the head, or the conclusion of the deal was executed by the new CEO of the company. Then the raiders will try to resell the illegally acquired property so that the subsequent buyer is recognized as a bona fide purchaser.

If you are faced with a change in the ownership of real estate, but at the same time you yourself did not make a transaction, urgently apply to the court, demanding in a statement of claim that the transaction be recognized as invalid. At the same time, submit applications to law enforcement agencies, authorities local government and state power.

Method 3.Falsification of the register of shareholders

If, upon receipt of an extract from the register of shareholders, the company revealed illegal registration actions for the alienation of JSC shares to third parties, this means that it has undergone a raider seizure. The raiders took advantage of the negligence of the registrar and handed them fake documents.

As a rule, after making changes to the register of shareholders, the raiders begin to use greenmail (corporate blackmail). If the blackmailers have a sufficient stake in their hands, they will try to initiate a general meeting of shareholders, the purpose of which is to change the CEO or consider approving a major deal.

Prevention of this method of raider seizure of OJSC will be detailed description in the company's charter of the process of convening a general meeting of shareholders, as well as the maximum list of issues that can be resolved only by a meeting of shareholders.

In such a situation, the company must urgently apply with a statement to law enforcement agencies and appeal against the actions of the registrar in the judicial authorities. At the same time, in addition to the statement of claim, it is necessary to file a petition for the imposition of interim measures in the form of a ban on the alienation of securities.

Method 4.Corporate blackmail

When the general director of an enterprise is subjected to blackmail in order to compel the conclusion of a particular deal of interest to the raiders, it is possible to bring the participants in such actions to criminal liability under article 179 of the Criminal Code of the Russian Federation “Forcing to make a deal or to refuse to make it.” It is difficult to collect evidence against blackmailers because their claims are veiled. However, recorded telephone conversations, dictaphone recordings, etc. can become evidence. With such evidence, law enforcement agencies are able to conduct a more detailed investigation.

Method 5.Discrediting publications in the media

Often, participants in raider attacks use the publication of defamatory information in the media in order to create bad reputation companies. If such publications appear, then it is necessary to apply to the court with a demand to force the media to give a refutation of previously published false information, as well as to recover material damage caused to the company by such publications. The lawsuit must be based on the violation by the media of Article 152 of the Civil Code of the Russian Federation “Protection of Honor, Dignity and Business Reputation”.

Method 6.Multiple court proceedings

If the company is in a difficult situation and is the defendant in numerous court proceedings related to labor disputes, penalties government agencies and others, it is important to immediately seek the help of highly professional lawyers. There were cases when raiders brought a victim enterprise to bankruptcy in a couple of months, and then seized its assets. The federal bankruptcy law allows claimants with a minimum amount of debt to enter the register of creditors, and the activities of an arbitration manager, taking advantage of loopholes in the law, can be far from being carried out in the interests of a bankrupt company.

Expert opinion

The procedure for raider capture

Evgenia Golenkova,

General Director of the Agency for Anti-Crisis Technologies and Investments (Phoenix Group)

In the event that the property of your company is being misappropriated or your assets have already been seized, you need to take the recommended actions.

1. File a complaint about the crime with law enforcement agencies, notify that it is possible that your property may be misappropriated in favor of third parties. The investigating authorities first of all inform the Federal Tax Service, the Federal Reserve and will impose a ban on any registration actions with your property. Such notices to registration authorities are not binding, but nevertheless they are willing to assist law enforcement agencies.
2. File a petition with the court with a request to seize your property and prohibit any registration actions with it. Attached to it will be documents confirming your ownership of the property, any evidence of misappropriation of assets by third parties. Such interim measures will allow you to suspend further actions of raiders and the resale of property third party companies who may later be recognized as bona fide purchasers.
3. If you file a claim to invalidate a real estate sale and purchase transaction, at the same time submit a statement to the FRS about a claim to your property in order to subsequently remove all claims of allegedly bona fide purchasers. Be sure to attach evidence of the consideration of your claims in the judicial authorities.
4. When examining the case of a raider seizure in court, use the judge's right to make all kinds of requests to the registration authorities. If necessary, during the court session, file a petition to demand from the registration authority evidence of registration actions with the provision of all documents that were handed over by the raiders.
5. Demand an examination of falsified documents submitted to the registration authorities.
6. When filing a claim regarding the invalidation of certain decisions of the registration authorities, identify these documents, write down the number and date, so that if the court decision is positive for you, it can be executed without delay.

What threatens for a raider seizure under the Criminal Code of the Russian Federation

The Criminal Code of the Russian Federation does not contain a special article on liability for the implementation of a raider seizure of a business. But violators can be prosecuted for extortion, fraudulently stealing someone else's property, forcing them to make a deal, etc.

Extortion (Article 163 of the Criminal Code of the Russian Federation)- this is a demand for the transfer of someone else's property or the right to property, committed with the threat of destruction, damage to someone else's property or the use of violence, as well as using the threat of disseminating information that dishonors the victim company, its head or members of his family.

Fraud (Article 159 of the Criminal Code of the Russian Federation)- stealing someone else's property or acquiring the right to someone else's property by breach of trust or deceit.

As a rule, when carrying out a raider seizure, raiders and their accomplices commit a set of crimes, the responsibility for which is regulated by the Criminal Code of the Russian Federation.

Information about experts

Eduard Savulyak, director of the Moscow office of Tax Consulting U.K. From 1995 to 2003, E. Savulyak worked in leading positions in such large Russian banks as Sberbank, Alfa-Bank, SBS-Agro, Promstroybank. Since 2003 he has been providing professional advice on asset protection, investment and tax planning. Implemented projects to protect the assets of 37 Russian companies; on the implementation of contracts for the sale of a timber company, a pulp and paper mill, construction companies in Moscow, seven regional banks; for the construction of the largest holdings of 100 companies and banks in Russia.

Evgenia Golenkova, General Director of the Agency for Anti-Crisis Technologies and Investments (Phoenix Group). E. Golenkova received a diploma from the Academy of Economic Security of the Ministry of Internal Affairs of the Russian Federation. In the Agency for Anti-Crisis Technologies and Investments, she began working as a legal assistant. E. Golenkova witnessed the formation Russian market protection from hostile takeovers. JSC Agency for Anti-Crisis Technologies and Investments (ANTI) is a part of the Phoenix group of companies. The company is successfully engaged in protection against hostile takeovers, settlement of corporate conflicts, closely cooperates with the National Anti-Corruption Committee in developing a methodology for identifying corrupt links in hostile takeovers. For 6 years of work, the company has implemented 30 projects to protect large and medium-sized enterprises from hostile takeovers. The staff of JSC is 45 employees. The clients of JSC "Agency for Anti-Crisis Technologies and Investments" are both very small companies and the largest organizations, the market value of whose assets is more than 60,000,000 US dollars.