News (#12 December 2015)


Doing Business

Business Ombudsman Council saved businesses  UAH 152 million

According to Business Ombudsman Algidras Šemeta, during the six months of operation, the Business Ombudsman Council received 503 complaints from Ukrainian entrepreneurs, of which 106 cases have been successfully closed, saving businesses more than UAH 152 million. The information has been collected from the time the Business Ombudsman Council declared on 20 May 2015 the official start of receiving complaints from entrepreneurs against state authorities and against companies controlled by the state or government officials, and through 20 November. During the two quarters of operation of the Council, the list of state authorities against which entrepreneurs complained, remained virtually unchanged: the State Fiscal Service continues to retain the championship in the “anti-rating” (42% of all complaints). About 7% of appeals were accounted for by actions of the Prosecutor-General’s Office and the Ministry of Justice each, 6% — by local authorities and the Ministry of Internal Affairs each.


Banking & Finance

S&P has assigned default rating to Kiev

The International Rating Agency Standard & Poor’s (S&P) has downgraded the long-term foreign currencay liability credit rating of the city of Kiev from СС to D (default). The city’s long-term national currency liability rating has also been downgraded from SD (selective default) to D. The agency also downgraded the rating of two bond issues denominated in foreign currency from СС to D.

M & A

European Commission clears Avago's acquisition of Broadcom

The European Commission has approved, under EU Merger Regulations, the acquisition of Broadcom Corporation by Avago Technologies Limited, both global manufacturers of semiconductors.

The Commission’s investigation showed that the portfolios of the companies are mainly complementary since Broadcom makes “off-the-shelf” chips for the broadband and connectivity market segments, while Avago makes custom-built chips for special applications in the analog wireless integrated circuits, enterprise, storage and industrial segments.

Nevertheless, the Commission had some concerns about the vertical relationship created by the transaction, since Avago supplies certain intellectual property (technology for allowing fast data transmission between chips) to some of Broadcom’s competitors. The Commission was concerned that after the takeover Avago could have had an incentive to withhold this intellectual property in order to extend the merged entity’s leading market position in the so-called “switch chips” market.

However, Avago addressed these concerns during the assessment of the case by entering into commercial agreements with other “switch chip” manufacturers. These agreements will ensure that other “switch chip” manufacturers will continue to have access to the necessary intellectual property on reasonable terms. Thanks to this up-front solution, the Commission has been able to unconditionally clear the proposed transaction.


Pfizer and Allergan to merge

Pfizer Inc. and Allergan plc has announced that their boards of directors have unanimously approved, and the companies have entered into, a definitive merger agreement under which Pfizer, a global biopharmaceutical company, will combine with Allergan, a global pharmaceutical company and a leader in a new industry model — growth pharma, in a stock transaction currently valued at USD 363.63 per Allergan share, for a total enterprise value of approximately USD 160 billion, based on the closing price of Pfizer ordinary stock of USD 32.18 on 20 November 2015. The transaction represents more than a 30% premium based on Pfizer’s and Allergan’s unaffected share prices as of 28 October 2015. Allergan shareholders will receive 11.3 shares of the combined company for each of their Allergan shares, and Pfizer stockholders will receive one share of the combined company for each of their Pfizer shares. The proposed transaction enhances revenue and earnings growth profile of innovative and established businesses.


Military Establishment

Foreigners may be enrolled to armed forces

On 12 November the Act allowing foreigners to serve in the Armed Forces of Ukraine came into effect. As it states in the Act of Ukraine On Amendments to Certain Legislative Acts of Ukraine on Doing Military Service in the Armed Forces of Ukraine by Foreigners and Stateless Persons of 6 October 2015, No.716-VIII, foreigners and stateless persons, who perform military service under contract in the Armed Forces of Ukraine, wearing military uniform, are conferred lifelong military ranks. Foreigners and stateless persons do military service under contract as enlisted personnel and as non-commissioned officers will have the status of servicemen.

The Act defines such a concept as mercenarism: a mercenary is a person, who is recruited locally or abroad to fight in an armed conflict; in fact, he or she is directly involved in military operations.

In this case, a mercenary is guided by a desire for personal gain, and he or she is promised material remuneration significantly exceeding the remuneration paid to combatants of the same rank and functions, who belong to the military personnel of the armed forces of the party in question.


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