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September 29, 2025

ARZINGER advised Shell Group during the divestment of its Ukrainian business

ARZINGER advised Shell Group during the divestment of its Ukrainian business

 

ARZINGER has advised Shell Group in divestment of it's 51% stake of the JV –owner and operator of Shell-branded fuel station network in Ukraine. The company was acquired by PJSC "UKRNAFTA", major Ukrainian oil & gas SOE. The transaction involved selling a stake in a company, operating 118 fuel stations all across Ukraine and employing over 1,500 staff members. Another JV – partner is the State of Ukraine, represented by the State Property Fund of Ukraine, which holds a 49 % stake in the company.

 

ARZINGER provided comprehensive legal and tax support throughout the transaction. This included tax and legal structuring, reviewing and refining of the English-law-governed SPA to ensure proper implementation of the ownership transfer mechanism under Ukrainian law. The team represented Shell before the Antimonopoly Committee of Ukraine to obtain merger clearance, coordinated buyer and the State Property Fund of Ukraine, and facilitated the proper transfer of ownership rights.

 

As a part of the overall deal, ARZINGER delivered tax advice to Shell’s global tax team regarding the tax implications of the sale and the company’s exit from the Ukrainian market.

 

ARZINGER project team included: Mykhailo Lazoryshynets and Olena Nasienkova, – members of Antitrust & Competition practice, Tetiana Zahorets, Dmytro Chyzhevskyi and Iryna Chava, - members of corporate/M&A practice, Denys Ersoi and Matvii Hordiichuk, - members of International Tax, Deals and Transactions group, Kseniia Lotosh covered labour aspects of the deal. The overall strategic supervision, lead and project management was conducted by Timur Bondaryev, founding and senior partner of the firm.

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