What legislation governs M&A activity in Belarus?
M&A law in Belarus is in its incipient state. The legislation does not yet embody all standard western business customs. Under Belarusian law the closest thing to western M&A is the concept of reorganisation in its various legal forms, including merger and annexation, the most relevant legal form. The term “annexation” under Belarusian law means the accession of one legal entity (company A) to another (company B) whereby company A ceases to exist and is excluded from the register and company B acquires all rights and liabilities of company A. The term “merger” means the amalgamation of one legal entity (company A) with another (company B), creating a third legal entity (company C) which acquires all the rights and liabilities of both companies. Company A and company B then cease to exist and are excluded from the register. Such a reorganisation could be qualified as a type of securities exchange transaction. Hence, reorganisation in Belarus inevitably results in at least one legal enti
