Baker & McKenzie Advises Ford on Joint Venture with Sollers


Moscow, Russia, 17 October 2011 – Baker & McKenzie advised Ford Motor Company on a 50:50-owned joint venture with Sollers OJSC, one of Russia's leading automotive companies. The Ford Sollers JV started operation on 1 October 2011, just eight months after the two companies signed the initial memorandum of understanding.

The new Ford Sollers business will be headquartered in Khimki, Moscow region, and will have three production sites; one in the Leningrad region and two in Tatarstan. Ford Sollers will produce the Ford Explorer and the Ford Transit medium commercial vehicle in Tatarstan from 2012. The Ford line-up of vehicles already includes the new Ford Focus and Ford Mondeo, which are currently built near St. Petersburg in Vsevolozhsk, Leningrad region. Ford Sollers will be responsible for the import and distribution of Ford branded passenger cars and light commercial vehicles, parts and accessories in Russia and further in the future will also conduct R&D.

Baker & McKenzie's multi-disciplinary team included lawyers from the corporate and M&A, antitrust and competition, construction and real estate, intellectual property, labor and migration, banking and finance, trade and commerce practice groups in Amsterdam, London, Milan, Moscow, Prague and St. Petersburg offices. The team was led by Managing Partner in St. Petersburg Maxim Kalinin, partner Igor Gorchakov and associates Edward Zadubrovsky, Fedor Belykh and Anna Gavrilova; Moscow-based partner Margarita Divina and associates Anna Pavlova, Ekaterina Elekchyan, Igor Kokin and Michael Goldstein; as well as partner Jeroen Hoekstra and associates Nancy Matos and Koen Bos from the Firm's Amsterdam office.

At different stages of the deal, Baker & McKenzie was involved in drafting and negotiating the memorandum of understanding, shareholders' agreement; managing complex antitrust issues with the Federal Antimonopoly Service of the Russian Federation; performing a due diligence investigation of former Sollers production facilities in Tatarstan and transfer of assets; drafting the franchise agreement; preparing employment agreements and obtaining permits to hire new foreign employees; working on agreements regarding a RUB 36 billion loan facilities from Russia's Vnesheconombank; and handling dealer network issues.

Commenting on the transaction, Mr. Kalinin said: "Our involvement in this transaction demonstrated how our Firm works seamlessly together. Ford is one of our major clients, and we enjoy working with an industry leader and helping them take advantage of the various opportunities in the market."