CONSTRUCTION & INFRASTRUCTURE

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1 CONSTRUCTION & INFRASTRUCTURE

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3 Our team will support and guide you through the rapidly changing environment of markets and help you to evaluate risks as well as opportunities. We offer services to our clients in the following areas: Licensing and permits; Regulatory; Property acquisition and registration; Legal structuring of complex projects; Drafting construction contracts, including EPC; Public-private partnership; Corporate structuring; Registration of legal entities; Project finance; Labour; Advising on environmental law issues; Dispute resolution and mediation; Insolvency and restructuring; Taxation, customs and transfer pricing; Drafting and negotiating commercial agreements and much more. 2

4 KAZAKHSTAN Representing the interests of the consortium of Spanish, French and Turkish companies in a second stage of public tender for construction and operation of Big Almaty Ring Road (BAKAD), including review and negotiations over concession agreement and tender documentation, advice on various aspects of Kazakh law, participation in direct negotiations with the Kazakh Ministry of Investments and Development. BAKAD is the major concession project to be realised in Kazakhstan in the near future based on the BuildTransfer-Operate scheme, valued over USD 700 million; Advising a group of major Kazakh and Russian energy enterprises on the reconstruction of Kazakhstan's largest energy enterprise, including drafting of EPC contracts. Total project value - over USD 700 million; Advising one of the world's largest construction companies headquartered in Turkey on the dispute with the Kazakh counterparty for construction on one of the largest development projects in Almaty; Representing Kazakhstan's largest infrastructure construction company, in several connected judicial proceedings with a subcontractor on demands of the subcontractor to reimburse the value of additional work for over KZT 5 billion, counter-claims of the main contractor to return advance payment and foreclosure upon advance payment of bank guarantee, and rehabilitation issues, the taking of injunctive relief and challenging the actions of bailiffs; 3 Advising a group of major petrochemical companies featuring Kazakhstan and international state and private companies for the construction of a petrochemical plant in Western Kazakhstan, including drafting EPC contracts. This was a pioneering transaction with FIDIC EPC contracts used successfully for the first time in the Kazakh petrochemical industry, and synchronised with local norms and regulations. The total project value - approximately USD 1 billion; Advising a Korean consortium on funding a project for the construction and management of the thermal electric power plant in Central Kazakhstan, including taxation, antitrust, currency regulations, tariffs, choice of prevailing law, dispute resolution, possible legal remedies and termination of obligations, as well as the signing of a bilateral investment treaty; Advising a top-tier transportation company headquartered in France for construction of a modern turnkey tram-line in Astana, including advice on regulations applicable to Astana New City Special Economic Zone; Advising several major Italian construction companies on projects for the construction of roads in Western and Southern Kazakhstan and court disputes with state authorities and subcontractors; Advising an international construction company headquartered in South Korea on the implementation of the largest commercial real estate construction project in the suburbs of Almaty, Kazakhstan, including construction standards and rules of Kazakhstan, participation in project structuring, the drafting of EPC contracts and of other commercial construction agreements; Advising a major development company headquartered in the UAE on construction of a multipurpose administrative and residential compound in the city of Astana, Kazakhstan, including construction standards and rules of Kazakhstan, advising on project structure, and funding; Advising a concessioner of the Aktau International Airport on drafting tender documentation, negotiations and signing of a concession agreement and EPC contract; Advising an international reconstruction and development bank on a loan agreement for the reconstruction of the water and wastewater system in Aktau, valued at KZT 1.2 billion. The aim of the project was to enable the relevant local authorities to increase the efficiency of the water utility system operation in the region by building a municipal infrastructure; Advising a major construction company headquartered in Spain on the construction of several transportation infrastructure facilities within Kazakhstan, including roads and bridges. The services included drafting EPC contracts, obtaining licenses and authorisations,

5 providing advice on organisation of activities within Kazakhstan, on tax and labour-related matters; Advising a major Turkish construction company on construction of a shopping mall in Almaty, including drafting construction contracts based on FIDIC forms, tax and corporate structuring of activity, obtaining work permits, licenses and construction-related authorisations, and due diligence of the project and participant companies; Advising a construction holding headquartered in Germany on reconstruction of a power plant in Kazakhstan, including advice on taxation and form of legal presence in Kazakhstan, drafting and negotiations of construction contracts based on FIDIC forms, registration of legal entities in Kazakhstan and obtaining the necessary permits; Advising a designer bureau headquartered in Italy on reconstruction of one of the biggest hotels in Almaty, Kazakhstan, including advice on the form of legal presence in Kazakhstan, drafting and negotiations of construction contracts based on FIDIC forms; Advising an international energy consortium on the construction of a coal-fired thermal power plant in Central Kazakhstan. Total project value approximately USD 4 billion; Representing the interests of the main designer in litigation with a customer for drafting project documentation for several large railroad facilities. This project included several simultaneous judicial proceedings at various court instances on matters, such as, reconsideration of judicial acts based on newly discovered circumstances, validity of acts of acceptance, of debt recovery, etc; Advising an international consulting company headquartered in Singapore on a project for reforming regulation of activities of special economic zones (SEZ) in Kazakhstan, for the purposes of increasing their effectiveness, modernising the infrastructure and attracting investment, including preparation of a comprehensive analysis of legal matters related to SEZ activities and developing recommendations on improvement in SEZ activities. CZECH REPUBLIC Providing comprehensive legal support during construction of the new National Technical Library; Providing legal services to a large design company (construction and sales of several hundred flats); Legal services to compensate for collapsed ceiling construction defects. GEORGIA Advising Management & Consulting Services GmbH on the waste water treatment project funded by the German Bank for Reconstruction (KfW); Project for the Development of Tetnuldi Mountain Ski Resort - providing legal services to one of the main contractors of the Government of Georgia, working on the Hazardous Natural Zone Map. KYRGYZSTAN/TAJIKISTAN Advising a construction Tajikistan; Chinese bank on financing of a project (9-floor office building) in Advising an international financial organisation on implementation of a toll road project in Kyrgyzstan. POLAND Providing legal support in several transactions for the purchase and sale of real estate; Performing due diligences of real estate prior to the purchase; Drafting and negotiating agreements for the lease of commercial premises in Warsaw (A and A+ class buildings); Advising Polish Chamber of Civil Engineers on legal issues of a dispute with one of its members; Advising one of the Polish parking services companies on a construction of a complete parking infrastructure: comprehensive legal advice on construction, water & environmental law including counseling on building 4

6 permits for construction investments involving reconstruction of existing buildings for the purpose of providing parking services; Advising one of the major producers of steel structures (Prebex Sp. z o.o.) during litigation and disputes with construction investors, mostly from the energy supply sector. against Novosibirskavtodor OJSC (the largest road construction company in Siberia, contractor) regarding failed and poor-quality work performed road construction. The total amount of the claims, resolved under the settlement agreement was RUB (around USD 8 million); Representing Iskitimtsement CJSC in disputes against a Serbian company - Invest-Import JSC (contractor) in contesting the quality and scope of work performed under the contract for project documentation for the construction of a concrete plant and in the recovery of unjust enrichment under the contract; Complex legal support to PNK Group, representing the client in disputes for the establishment of optimal conditions for the use of the road going to the principal's warehouse complex with total area of square meters, the total cost of the complex construction was over USD 18 million; Representing a large real estate developer of the Novosibirsk region in the claim for obligatory transfer of the non-residential premises with a total area of about 500 square meters amounting to USD ; Development of a legal opinion for a heat-generating company for participation in public-private partnership through a concession agreement for the management of urban heating systems in one of the cities in the Novosibirsk region; Advising investors of bus station construction in Novosibirsk, drafting a multilateral agreement (where one of the parties is the Administration of Novosibirsk) for completion of the bus station construction; Representing a developer of one of the largest hotels in Novosibirsk in a dispute against a dishonest agent for connection to infrastructure networks, for the amount of approximately USD 1.1 million; Representing a real estate developer (attorney) in a dispute for the debt recovery of USD , which arose due to the failure to perform the agency agreement by the counterparty (principal); Representing a large construction contractor in a RUSSIA Advising Denholm Hall, an international investment fund management company, on the proposed financing of the on-going mixed-used development project in Central Moscow, including legal due diligence, corporate structuring, tax and regulatory issues. The required funding was estimated at up to USD 50 million; Conducting a legal audit of construction permits and approvals as part of a more comprehensive due diligence on the construction of a mining plant in Eastern Russia carried out in cooperation with a Chinese law firm for a Chinese bank providing financing for the project together with a Russian bank. The estimated volume of financing exceeds USD 500 million; Representing a group of Russian and German partners for the planned construction of a greenhouse complex in the Moscow Region, including advice on land title issues, zoning and other regulatory requirements related to the project. The proposed investment exceeds EUR 200 million; Advising a Russian representative office of an international machine-building concern, supplying refrigerating equipment for the food, chemical, oil and gas industry, refrigeration plants and facilities for winter sports and recreation on business activities in a foreign state; Representing a Russian company in a dispute with a major European sewage, water, gas systems factory on the recovery of damages; Representing Siberian Anthracite JSC in a dispute 5

7 dispute with the city administration for recovery of the cost of additional work in the amount of USD (satisfied), and a counterclaim for recovery of penalties for delay in execution of work (fine of USD 4 million dismissed in full); Representing a large electrical equipment manufacturer (Elektroshchit JSC) in the proceedings on illegal refusal to enter into a contract according to the tender results with a subsidiary of Rosatom State Corporation. Following the proceedings, actions of the tender commission were declared illegal, which led to a contract for USD 12 million; Development of a concept for the project on reconstruction of the park complex in Togliatti through public-private partnerships within the working group. (with the retailers), commercial contracts, design and construction agreements, including the agreements for the provision of services, and during all negotiations; Providing legal support to the Symbol Yaşam Merkezi Project, in city of Kocaeli, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during all negotiations; Providing legal support to the Novada Tokat Project, in city of Tokat, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during all negotiations; Providing legal support to the Bulvar Samsun Project, in city of Samsun, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during of all negotiations. TURKEY Providing legal support to the Novada Yozgat Shopping Center, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during all negotiations; Establishment of an easement right before the trade registry based on a special right stated in the civil code namely Construction Right, executing legal due diligence on real estate upon investigating title deed and related municipality, issuance of the management plan of a mixed use real estate project in city of Antalya; Advising the Uniq Istanbul Project, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during all negotiations; Advising the Novada Söke Project, in city of Aydin, all lease agreements (signed with the retailers), development, commercialisation, construction and design work agreements including the service agreements, and during all negotiations; Advising the Novada Ataşehir Project, in the city of Istanbul, providing support for all lease agreements UKRAINE Advising a number of private investors on litigation with a construction company; Advising a European investment fund on participation in the tender for the construction of a large regional airport; Advising a European real estate developer to design commercial real estate in Ukraine; Advising a leading international airline on opening a representative office in Ukraine and labour issues. UZBEKISTAN Defending an enterprise in the gas transportation system of the oil and gas sector of Uzbekistan in the Singapore International Arbitration Centre, pursuant to a claim against a Chinese manufacturer of telecom equipment, under the construction project, for the amount of over USD 70 million; Advising the Japanese Hitachi-Zosen Corporation on entering into a EPC (FIDIC) contract for construction of 6

8 the LTFT reactor for Uzbekistan-GTL JV LLC, a project valued over USD 100 million; Advising a Chinese corporation on a wide range of contractual obligations related to breach of EPC contract terms by the general contractor as well as on enforcement of foreign bank guarantee in a project valued over EUR 150 million; Drafting and negotiating an EPC contract for gas pumping and compression station worth EUR 15 million; Advising a consortium of foreign companies on implementation of the EPC contract for the steam and gas unit at Navoi TPP; Advising a Consortium of Petronas, a Malaysian corporation, and Sasol, a South African corporation, on the investment project for construction of a GTL plant in Uzbekistan under the investment agreement with the Uzbekistan Government (project value over USD 3 billion); Advising a Consortium of South Asian multinational companies on construction of a gas chemical complex in the Ustyurt region for processing of hydrocarbons (project worth over USD 3 billion). For 25 years GRATA International has collaborated with international and local companies in all sectors of the economy, contributing to the organisation and the success of their activities in the Asian and European regions. We offer a full range of legal services to assist and advise our clients. Our high level of performance and acknowledgement by our clients is confirmed by high ratings in respectable publications such as the The Legal 500, Chambers Global, Chambers Asia-Pacific, IFLR1000, Who's Who Legal, Asia Law Profiles. By combining the strength of all our industry sectors, we have created what we believe is a leading practice for assisting in establishing a strong legal presence and further supporting the business. We have established a true partnership with team spirit, creativity and youthful energy that gives us a unique style of working. Constant self-improvement and focus on cost effective success are the basis of our team development strategy. Our team consists of more than 250 highly qualified lawyers, who can resolve legal issues quickly and skilfully, no matter how complex the issue might be. We are keen to assist our clients to control their expenditures in a complex economic environment, and always try to add maximum value to our advice. A reasonable pricing policy allows our customers to obtain quality services at a reasonable price. 7