Jaroslawa Johnson - Chadbourne & Parke
“The principal challenge of being a lawyer in Ukraine is regrettably not much different than it was 19 years ago when I started the Kyiv office,” admits Jaroslawa Johnson, a Ukrainian-American. “This challenge is advising international investors on the basis of underdeveloped and constantly changing laws.”
Johnson, whose specialty is cross-border transactions in developed countries and emerging markets of the former Soviet Union, points out that over the course of her international legal experience that spans over two decades, she worked in many countries where her advice to clients was very straightforward, just as the local laws are.
Ukraine, in her experience, is anything but straightforward.
“Lawyers often have to design unique and complicated structures to make transactions work,” she said.
And it seems from her Ukrainian experiences that Johnson does know a great deal about unique and complicated structures necessary to make things work in Ukraine.
Her story on the acquisition of a chocolate factory in Sumy Oblast on behalf of Kraft Foods in 1995 is more fit for an action movie plot than a routine M&A transaction.
As Johnson recalls, the closure was to take place in February. But on that particular snowy day, the snow was so heavy that getting from Kyiv to Sumy was impossible.
Therefore, the buyers had to lease a Soviet-built Antonov 24 turbo prop aircraft to transport the buyers’ team to Sumy, where they managed to land only on a second attempt in the middle of a snow-covered airfield. Yet, as they arrived to the factory, it turned out that closing the deal was impossible.
“Our client decided to bring a check drawn on a Swiss bank, which no banker in Sumy has ever seen, rather than bringing a stash of cash as we advised,” recalls Johnson. “So, we returned to Kyiv on the same day and closed the deal at the then new Credit Lyonnais Bank, which provided the necessary cash.”
No doubt that this and a string of similar adventurous experiences in the early 1990s gave Johnson a unique insight of the Ukrainian market, which along with the Western training and mindset, in her colleagues’ opinion, has earned her a place among the country’s best lawyers.