PPP/ Infrastructure. Goltsblat BLP is the Russian practice of Berwin Leighton Paisner (BLP), an award-winning international law firm

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1 PPP/ Infrastructure Goltsblat BLP is the Russian practice of Berwin Leighton Paisner (BLP), an award-winning international law firm

2 02 / PPP/ Infrastructure Specialists of Goltsblat BLP are proud to introduce both knowledge and expertise brought together in executing PPP/Infrastructure projects. Depending on its specifics every PPP project is supported by a group of lawyers led by dedicated, long-standing industry specialists, allowing us to tailor our services in this field and provide insights and wider contacts to our clients. We have substantial experience in all aspects of PPP/Infrastructure, from corporate and tax structuring to financing and regulatory. Our extensive legislative drafting experience allows us to work confidently on any projects involving amendments to the legislation, as well as practical implementation of laws and regulations in the field. We support different public and private initiatives undertaken in the PPP field for developing an appropriate legislative framework and establishing a professional society for PPP activities (projects). Our specialists have taken an active part in a number of large-scale projects in delivering a full range of services some of which are outlined below. Areas of expertise: Regulatory aspects of natural resources Corporate and tax structuring advice and documentation, including JV and consortium operations Corporate finance and project finance advice and documentation Tender documentation support Full support of paperwork within a PPP/Infrastructure project Concession agreements advice and documentation Legal advice on land and real estate aspects Full legal support of construction activity Advice on contractual arrangements for operational contracts and system Full support on employment matters of the consortium activity and operation Tax advice In order to advise on a concrete PPP/Infrastructure project, it is imperative for legal advisers to have a detailed understanding of infrastructure projects. We believe that our extensive experience in a broad range of areas means that the service we offer is second to none, as the list of credentials below demonstrates:

3 PPP/ Infrastructure / 03 Our selected experience in PPP/ Infrastructure Projects UK Military Flying Training System PFI - c 6bn. VT Group/Lockheed Martin Consortium. Hochtief AirPort GmbH Strategic Sealift Service 150m. A.W.S.R. Shipping Consortium Advised the ASCENT Consortium, the preferred bidder on the UKMFTS Project to provide and procure flight training from the Army, Navy and Air Force. Advised Hochtief AirPort GmbH on legal matters related to the setting up and operation of a PPP, by entering into respective concession agreement in connection with the international tender for selecting a partner for a PPP arrangement, for the purpose of development (complex reconstruction and modernization) of air transport infrastructure of the Pulkovo Airport JSC in St. Petersburg. Advised the sponsors on the private financing for the delivery of a strategic sealift service for the MoD by means of six new build Roll-on Roll-off Vessels. The first worldwide PPP shipping project. Moscow - St. Petersburg toll motorway from 15th up to 58th km North Staffordshire Hospitals 358m. University Hospital of North Staffordshire Sheremetievo International Airport Acted for a consortium bidding for the Moscow - St. Petersburg toll motorway from 15th up to 58th km (Stage 1) and A new gate to the Moscow Ring Road from the Federal highway M1 projects. Advised the NHS on the major PFI project for the redevelopment of hospital facilities over two sites. The project involved a complex managed equipment service and was partly EIB funded. Represented Sheremetievo International Airport towards a consortium of banks in the US$222m project of reconstruction of one of the terminals: corporate, securities, real estate, tax, finance, antitrust, public tenders and matters. North Middlesex Hospital 111m. Boouygues/Ecovert/HSBC Infrastructure Consortium Advised the sponsors in relation to the PFI redevelopment of this major teaching hospital. This project comprised both new build and ongoing maintenance of retained buildings. Sochi 2014 Winter Olympics Participation in drafting a legislative frame work on Federal laws concerning Sochi 2014 Winter Olympics: PPP, construction, land/property withdrawal for state needs, infrastructure, environmental issues, public tenders and land allocation. Olympic Delivery Authority. Olympic Village & Legacy Infrastructure Olympic Village & Legacy Infrastructure. Advising the Olympic Delivery Authority on the procurement of the Olympic Athletes Village and legacy infrastructure in advance of the London 2012 Olympic Games.

4 04 / PPP/ Infrastructure Housing and utilities infrastructure on a PPP basis in Bashkiria Participated in preliminary consultations on the project for reconstruction of the housing and utilities infrastructure on a PPP basis in Bashkiria. Refurbishment of the Treasury Building HQ 122m and 165m. HM Treasury and HM Customs/Inland Revenue Refurbishment of the Treasury Building HQ 122m and 165m. HM Treasury and HM Customs/ Inland Revenue. Advised central Government on two projects to refurbish this Grade I listed Whitehall building. The first project was the subject of a unique and innovative funding competition. A project for supplying medical technology and equipment to Russia Implemented state-level projects financed by the federal budget - our legal support to one of the major international electronics, household appliances and medical equipment manufacturers within the framework of a project for supplying medical technology and equipment to Russia. Doncaster Schools 50m. Vinci/Barclays Private Equity Consortium Philips Ministry of Defence Estate (project MoDEL) - 180m. Barclays Bank plc Advised the sponsors on the private financing and development of two new major schools in Doncaster, with associated services. Advised Philips on major supplies of medical equipment to state medical institutions, the estimated project value being 6bn. Advised the senior funder on this PPP project for the rationalisation of the Ministry s estate in North London. Winner of the Judge s award for innovation at the Public Private Finance Awards Government orders to major insurance companies/public procurement projects Future Strategic Tanker Aircraft Project 13bn. VT Group plc Pipeline construction project Advised a number of major insurance companies (including AON Rus) on aspects of government orders/public procurement projects (on choosing ways to hold tenders, preparing tender documentation and taking part in tenders, etc.). Advised VT Group as shareholder in the preferred bidder Air Tanker Consortium and as major subcontractor. The project will provide 14 new aircraft delivering air to air refuelling for the Army, Navy and Air Force. Advised Transnefteproduct on financing-related aspects of its multimillion pipeline construction project.

5 PPP/ Infrastructure / 05 Prague Military Hospital 25m. Central Military Hospitals Austrian PPP Motorway Project 2bn. ASFiNAG Advising the procuring authority on the construction and operation of a new hospital facilities with dedicated military beds. Advised ASFiNAG, the Government agency responsible for Austria s roads, to develop three new toll motorways in the country. Phase 1 of 4 reached financial close in early Turks & Caicos Islands Hospitals c.us$120m. Interhealth Canada/HSBC Infrastructure Consortium Advised the preferred bidder on an innovative project involving the construction of two new hospitals and provision of a full range of clinical services. A client describes the firm as a knowledgeable company and says they don t work with other firms in Moscow now. IFLR Clients appreciate the lawyers straightforward and commercial approach, with one giving them the ultimate client accolade: Their advice saved us a lot of money! Chambers UK

6 06 / PPP/ Infrastructure PPP/ Infrastructure Contacts Andrey Goltsblat Managing Partner of Goltsblat BLP, Corporate/M&A and Investment Projects Simon Allan Partner, Head of Banking and Finance Practice Oleg Khokhlov Partner, Banking and Finance Practice Vitaly Mozharowski Partner, Real Estate & Construction, Anton Sitnikov Partner, Head of Corporate/M&A Ian Ivory Partner, Head of English Law - Corporate Finance Ekaterina Dedova Partner, Corporate/M&A Robert Gross Partner, Projects & Infrastructure Tel: +44 (0) (London) Laurence Rogers Partner, Project Finance Tel: +44 (0) (London)

7 The Russian practice of Berwin Leighton Paisner (BLP) GBLP representative client list* Key facts about Goltsblat BLP: 20th Century Fox AIG Global Real Estate Investments (Russia) Aker Solutions Akfen REIT Alcoa Alfa-Bank Alt Telecom AMT&C Group AstraZeneca Axel Springer Russia Barclays Bank Barilla Baring Vostok Capital Partners BASF Brunswick Rail Leasing Bulgartabac Caterpillar Financial Central Partnership China Development Bank Chrysler Coalco Coca-Cola Covidien Danone Deutsche Bank AG Dorma EBRD Efes Estee Lauder Equifax Fleming Family & Partners Foundation for development of the New Technologies Development and Commercialization Centre (Skolkovo) Freight One GE Energy Ghelamco Guardian Harrys Immoeast Inter RAO International Federation of the Phonographic Industry (IFPI) International Financial Club Japan Bank for International Cooperation (JBIC) Johnson & Johnson Kia Motors Kimberly-Clark Komatsu Kronospan La Prairie Lafarge Leader LG International Corp. Linstow Magna International Mail.ru Mars Media-Markt-Saturn Merck Mitsubishi Motors Corporation Multon NALCO Navigation Information Systems Nike Nissan / Russia Nord Stream AG North Caucasus Development Corporation Novator Orangina Schweppes Oriflame Panasonic Philips Procter & Gamble Prysmian S.p.A. Publicis Group PUIG RUS Quinn Group Raven Russia Renaissance Capital Rolf ROSATOM - The State Atomic Energy Corporation Roxtec RU RusBrand RusHydro RUSNANO Russian Platinum Saint-Gobain Sandoz Sanofi-Aventis Santek SAPE Sberbank Scania Schlumberger Shell Sheremetyevo International Airport Sibur Sick AG Sistema-Hals Solae / DuPont St. Petersburg International Mercantile Exchange Stockmann SUEK Synevo TESCO Corporation TEVA Tommy Hilfiger TomTom Unilever Rus United metallurgical company (OMK) VEB (State Corporation Bank for Development and Foreign Economic Affairs (Vnesheconombank) ) VimpelCom (Beeline) Volkswagen Group VTB Capital William Grant & Sons X5 Retail Group Yamazaki Mazak (Russia) Zanten Goltsblat BLP is the Russian practice of Berwin Leighton Paisner (BLP), an award-winning international law firm headquartered in London and with offices operating in major commercial and financial centres throughout the world - Moscow, Abu Dhabi, Beijing, Berlin, Brussels, Dubai, Frankfurt, Hong Kong, Paris and Singapore. More than 100 Russian, English and US-qualified lawyers permanently based in Moscow, the total number of lawyers in all international offices of BLP being over 800. Over 800 clients, including: major multinational investors operating in Russia, including 23 Fortune 500 clients, Russian and international banks & financial institutions, and Russian corporates - leaders on the national markets. Transactional support for inbound and outbound investments by Russian and international clients. Highly reputable local team well-known on the market for its excellent local experience of total legal advice for major Russian businesses and international investors gained over 20 years - from complex/ multi-jurisdictional projects to day-to-day operational legal support. Goltsblat BLP is consistently top-ranked / recommended by Legal 500 and Chambers in Real Estate & Construction, Corporate/M&A, Dispute Resolution, Competition/Antitrust, Tax & Customs, IP. Globally, the firm s broad-based expertise reaches across more than 50 legal disciplines and 20 industry sectors. In Moscow, the firm s key practice areas are: Corporate/ M&A Banking & Finance Real Estate & Construction Dispute Resolution Tax & Customs Commercial Compliance Competition & Antitrust Employment, Pensions & Benefits IP Goltsblat BLP is the winner of: International Law Firm of the Year The Lawyer European Awards; Client service Law firm of the Year - Chambers Europe Awards for Excellence 2014; International Office of the Year The Legal Business Awards (Legal 500); Best Client Service / Award for Excellence Chambers Europe Awards; Best Law Firm in Russia ILO Client Choice Awards; Innovation in International Expansion Financial Times Innovative Lawyer Awards 2011 (a short-list nominee) BLP is the winner of, in total, 5 Law Firm of the Year awards and over 30 industry awards in the last few years, including UK Law Firm of the Year 2010 awards by both The Lawyer and Legal Week, Managing Partner of the Year, Real Estate Law Firm of the Year, Best Tax Team in a Law Firm, Planning Team of the Year, PFI/Projects Team of the Year, and Finance Team of the Year and others. European Awards 2014 Winner International Law Firm of the Year Goltsblat BLP combines local Russian market expertise with truly international best practices. The Legal 500 EMEA 2014 * All names are disclosed with the clients permission

8 MOSCOW Capital City Complex Moscow City Business Centre 8, Presnenskaya Nab., Bldg.1 Moscow , Russia Tel.: Fax: LONDON Adelaide House London Bridge, London EC4R 9HA United Kingdom Tel.: +44 (0) Fax: +44 (0)

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