A team of EPAM lawyers advised the Mother and Child chain of clinics, a leading Russian private healthcare provider managed by MD Medical Group (MDMG), during redomiciliation of its parent public company to the Special Administrative Region (“SAR“) of the Oktyabrsky Island in Russia’s Kaliningrad Region from Cyprus.

The Mother and Child Clinics received official permission from Cypriot government authorities to change their jurisdiction. On 28 May 2024, the company was successfully registered in the Russian Federation as an International Company Public Joint-Stock Company “MD Medical Group Investments”.

The consolidated EPAM legal team provided comprehensive legal support to the company throughout the entire redomiciliation process in Cyprus and in the Russian Federation. This included interacting with the Special Administrative Region management company and the Bank of Russia at all stages, as well as providing comprehensive advice on tax issues.

With the support of EPAM lawyers, the issuance of the company’s shares and securities prospectus have been successfully registered. The securities of the foreign issuer were admitted for public circulation in the Russian Federation, and the “primary” listing of global depositary receipts (GDRs) for the company shares on the Moscow Exchange was obtained. Additionally, in some cases, EPAM lawyers facilitated the delisting of GDRs from the London Stock Exchange, changing the depositary bank in the GDR depository programme, prepared materials on the forced and automatic GDR conversion and ensured compliance with the information disclosure requirements and restrictions established by Russian legislation.

The project was implemented by a joint team of EPAM lawyers led by Andrey Mashkovtsev, M&A and Corporate Partner, and Sergey Kalinin, Partner and Head of Tax Practice. The team included Counsels Maxim Baryshev and Tatyana Boyko, Senior Associate Olga Morozova and Associate Dmitry Kabanov.