Surety agreement for sale & purchase of participatory interests
11 September, 2023
25
The new Client filed to Interlegal quite an interesting request in the framework of its deed. The Client sold its participatory interests in Ukrainian and foreign entities in favor of a large group of companies. At the stage of closing the deal, it had doubts concerning provisions of surety agreement (in the form of deed) governed by English law.
Under English law, agreements in the form of deed may apply in cases when one party provides particular guarantees or obligations (e.g., not to commit certain actions or not to exercise its individual rights, etc.) but does not expect any remedies or consideration from the other party. Agreements in the form of deed prescribe, in particular, the longer limitation period (12 years) for filing claims or lawsuits upon violation of provisions (under English law, basic limitation period under effective agreements makes up 6 years).
Interlegal experts promptly analyzed structure and terms & conditions of sale & purchase contract jointly with enclosed transaction documents. Having fully understood the situation, guided by our Client’s interests, Interlegal lawyers developed and proposed amendments to surety agreement, as well as provided legal support to the Client during negotiations with the counterparty upon proposed amendments and provided legal advice upon signing the final wording. As a result, the parties entered into surety agreement (in the form of deed) governed by English law and on the terms acceptable for both counterparties.
Interlegal Partner & Corporate Lawyer Irina Voyevodina and Lawyer Dmytro Bondar led the case.
