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  • Concept of Representations of Circumstances in Cross-border Share Purchase Agreements: Specifics of Legal Regulation

Concept of Representations of Circumstances in Cross-border Share Purchase Agreements: Specifics of Legal Regulation

Student: Ronzhina Yuliya

Supervisor: Irina Ruderman

Faculty: Faculty of Law

Educational Programme: Jurisprudence (Bachelor)

Final Grade: 9

Year of Graduation: 2020

The mergers and acquisitions market provides the need for the business to redistribute corporate control. However, the conclusion of the share purchase agreement is a risky transaction for the parties. This paper is devoted to one of the mechanisms to reduce the emerging risks – representations of circumstances. Provisions of the share purchase agreements on representations about circumstances help the parties to reduce the risks associated with the information asymmetry between them. The main objectives of the study are to review the history of the establishment and development of representations of circumstances doctrine in international law and compare it with the Russian regulation, to determine the goals that the parties pursue when they include these provisions in share purchase agreements, as well as to analyze Russian judicial practice on the recognition of representations of circumstances governed by foreign law. The paper is divided into three chapters, each of which is aimed at meeting one of the aforesaid goals.

Full text (added May 10, 2020)

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