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RAIDER IN AGRARIAN BUSINESS. HOW DO YOU BROWN?

The agrarian business is a lucky piece for raiders because it has profits, quick payback and low awareness of people who are accustomed to working with land, with legal subtleties of effective counteraction to raiders.

  The first way to seize a business is the so-called black raider, which involves gross physical grabbing of objects. Such a method is accompanied by total arbitrariness and lawlessness, false documents, etc.

  The second is through agreements with law enforcement or controlling authorities.

 The third one is through obtaining court decisions on debt collection or recognition of property rights. The most popular last resort of raiding assets is through the “acquisition” of a court decision.

  Following the execution of the court decision and the change of the owners in the register, the next stage begins – physical capture and control over assets, appointment to all the main positions of “their” persons. In order to provide the best possible media environment, attract the media and the public in their favor, riders can resort to black PR (in particular, to pay for the distribution of information about the involvement of the company in the financing of terrorism, cooperation with the temporarily occupied territory, the affiliation of the company to the group of companies related with the business of the former government, etc.).

  Business protection measures

  Usually, as a result of raider hijacking, the business owner risk losing not some particular part or asset, and the whole business in general. However, unfortunately, the understanding of the real danger of raider hijacking, for the most part, comes too late when the fact of the change of owners, managers and so on. In situations where clients were treated to us in cases of raider hijacking – the raiders have always been a step ahead.

  In order to prevent raiders, it is necessary to have at least copies of constituent documents, since it will take time to start collecting information, restoring documents and so on.

  First: We recommend monitoring and tracking the signs of a raider attack as follows. First, track information about the company and its assets in the Unified State Registry of Judgments, on the website of the judiciary or through the electronic cabinet in the Electronic Court system for the presence of suspicious, unfounded claims, and other encroachments by third parties. In addition, to keep track of suspicious arrests in the Unified State Register of Real Property Rights, the Register of Ownership and the Mortgage Register, and other registration actions for the registration of real rights to immovable property, encumbrances on immovable property owned or in use by the enterprise.

  You can set a ban on registration of actions with real estate for 10 days at the request of the owner. It is also possible to transfer core assets in a mortgage to a controlled “friendly” company. Use the SMS Lighthouse function to notify you about the re-registration of asset rights. Track information about the company, located in the Unified State Register of Legal Entities, Individuals-Entrepreneurs and Public Associations.

Second: you need to take care in advance about the existence of duplicate constituent documents and documents that certify ownership of the assets, or their notarial copies. Most often during raider seizure of the company in the former, but the legal owner in the hands of almost all documents, which significantly complicates the analysis of all the circumstances of the case, the development of a clear and consistent algorithm for business protection, writing claims, complaints, etc. In addition to ensuring the availability of duplicates, notarial copies of constituent documents, documents certifying the ownership of assets, it is also necessary to ensure their proper storage not in the office, not in the original documents, but in the bank cell (individual safe).

  Third: We recommend that you avoid any suspicious and unscrupulous counteragents who can artificially create debt obligations. Avoid overdue payments under loan agreements and monitor the assignment of claims for such contracts to third parties. Upon receipt of such a claim, an unfair factoring company may divide the claims of the debtor into parts and thus claim a debt collection in a compulsory manner at the expense of the entire debtor’s property. Even if only one object was transferred to a mortgage or pledge, which was to ensure the fulfillment of the obligation in full.

  Fourth: to clearly define the rights and obligations of participants, shareholders (in particular, by updating the charter or signing the relevant corporate agreement). The more clearly the functions and rights of each participant will be written, the less discrepancies may arise between them in the future. If such discrepancies arise, the chances of their effective and timely settlement increase several times. It is worth noting that part of the corporate conflicts that can be heard in the information space as “raider hijacking” occur precisely because of the growth of irreconcilable antagonisms between the members of the company, who, by all truths and lies, are trying to drag themselves onto a blanket. Such actions of business participants often carry not only negative reputational consequences for the company, but also financial losses, refusal of counterparties from continuation of cooperation, loss-making and bankruptcy of the enterprise.

  Fifth, in order to avoid unpleasant surprises from the old trusted director, and from the new appointed by the new “legitimate” owners, we recommend that you clearly write out the powers of the director, as well as set certain limitations on his decisions and the conclusion of transactions. (in particular, on the alienation and encumbrance of property, the disposal of funds, etc.).

Therefore, in order to develop an effective and consistent system of protecting its business from unexpected raider attacks, a number of preventive measures need to be developed and implemented. However, it is necessary to start with an integrated business audit, which will include verification of the corporate structure of the group of companies and constituent documents, the correctness of the registration of ownership rights to assets and use. For agribusiness, first of all, it is necessary to carry out the verification of land lease agreements, the correctness of the formalization of labor relations, information attacks on the enterprise, the integrity and reliability of counterparties, the order of keeping the constituent and financial documents, the procedure for the use of information with restricted access, the order of actions of employees in case of search, inspection, physical capture enterprises.

Opposition to raider capture

  Before you can file a lawsuit, you can apply to the Commission for the consideration of complaints in the field of state registration under the Ministry of Justice of Ukraine. By canceling the registration actions made by the raiders, it is possible to return the property to the lawful owner sooner. The Commission will consider the complaint within 30 days, whereas the judicial appeal of such actions will last for an average of 2-4 months only in the court of first instance.

  Cancellation of registration actions due to the violation of the state registrar’s procedure for registration actions does not exclude the repeated right of raiders to appeal to another registrar with a new application, already taking into account their mistakes, indicated by the Commission, on the basis of the same legal document.

  The next step is to appeal to the court with a claim on the invalidation of the transaction, which became the basis for the commission of illegal registration actions, with an appeal against the court decision, appeal to the law enforcement agencies with a statement on the commission of a criminal offense. In some cases, a specialist is involved, the lawyer may also recommend, together with the lawsuit, to request the claim to be secured by seizure of property and / or the prohibition of registration or other actions.

  Moreover, if the raider capture is accompanied by a change of the head of the company, then, in addition to appealing against the actions of the state registrar, appealing against the decision of the general meeting, one can even even file a lawsuit on the restoration of the position of the previous head. The more non-exclusive lawsuits will be filed, the more difficult and discomfortable the riders will feel, the more financial and administrative resources they will be forced to spend, which can lead to exhaustion and loss of interest. Raiding is a kind of business, the raiders also evaluate the effectiveness of their actions. It’s worth noting that usually the main purpose of raiders is to seize business not for the purpose of its further conduct, but to quickly withdraw all assets and obtain from it the maximum possible profits.

  Temporary removal of documents from a notary or registrar who have made illegal registration actions; application of enforcement measures in criminal proceedings; imposition of seizure on property and ensuring its transfer to the owner within the framework of criminal proceedings; ensuring the preservation of property, etc. – these are the effective mechanisms that must be used.

  It is necessary to attract the attention of the media and the public to the problem, to disseminate information on social networks, to hold a press conference – these measures are necessary and effective.

  Conclusion

  If timely recruiting qualified lawyers and lawyers can restore the rights of legal owners. We also recommend that you take measures to protect your business in advance in order to avoid raiding attacks or make them impossible.

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