ALTHAUS Consulting is an independent consulting company offering full range of consulting services for the existing companies as well as for the investment decisions.
The company was founded by professionals from the “Big four” and international investment companies with the extensive practical experience gained on projects for the Russian and international companies.
Services
TRANSACTION SERVICES
Buy-side assistance
Limited pre-acquisition due diligence of the Target (financial, tax, legal)
Full scope pre-acquisition due diligence (financial, tax, legal)
Assistance in transaction structuring, drafting transaction documentation incl. sale purchase agreement and shareholders agreement
Drafting/ reviewing completion accounts
Advice on post acquisition integration of the Target
Solutions:
Formation of structure and legal framework for the transaction that minimizes risks of default on seller’s
obligations and tax expenses on financing the Target and repatriating of profits
Proposal of amendments to the sale purchase agreement and shareholders agreement to eliminate/ mitigate risks related to the Target
Purchase price reduction/ transaction cancellation as a result of timely risks identification and proposal of adjustments to financial indicators (Sales, EBITDA, Net profit, Net debt)
Better assessment of ability to integrate the Target into the existing business and related costs resulting from a thorough understanding of the Target business
Sell-side assistance
Preparation of financial model, investment memorandum, business valuation
Vendor due diligence (financial, tax, legal)
Organisation and administration of the data room
Assistance to the seller in the negotiation process
Assistance in transaction structuring, drafting sale purchase agreement and shareholders agreement
Solutions:
Recommendations for maximization of the Target value based on the vendor due diligence results and their implementation
Staff focus on operational tasks as a result of our expertise in data room organization and administration
Most favorable transaction terms resulting from the high profile consulting expertise of our specialists which enables us to present the Target in the most efficient way
FINANCIAL STATEMENTS AND ACCOUNTING
Preparation of IFRS financial statements
External audit support services (including audit performed by “Big four” companies)
Accounting automation (including IFRS accounting), implementation of fast close procedures
Internal transformation process setup (from RAP (Russian accounting principles) to IFRS financial statements), staff trainings
Ìanagement accounting setup
Budget planning setup
Solutions:
Preparation of IFRS financial statements in tight deadlines
Sufficient cost savings as a result of internal transformation process setup (from RAP to IFRS) and staff trainings
Staff focus on the operational tasks as a result of our expertise in communication with external auditors and solving controversial external audit issues
Identification and elimination of the specific business risks and receiving up-to-date management information as a result of the effective management accounting setup
Budget planning process setup resulting in the effective financial planning and timely examination of deviations
Business process outsourcing
Setup of bookkeeping in accordance with the Russian Accounting Standards (RAS) and Russian tax legislation, formation of accounting policies
Bookkeeping in accordance with the Russian Accounting Standards (RAS) and Russian tax legislation
RAS financial statements and tax returns submission to the Tax authorities and other bodies
Keeping management accounts and preparation of management and company reports as required by the corporate policy
Review and restoration of bookkeeping and tax accounting for prior periods
Payroll and related payments accounting and filing
HR administration
Outsourcing of legal routines (registration and incorporation services
Solutions:
Our template solutions will enable you to focus on the main activities of your company and decrease the operational and capital expenditures on business processes which are not core to your business
Template solutions for start-up companies (incorporation and tax registration, setup of accounting and tax accounting, HR administration)
Template solutions for branches, representative offices or Russian subsidiaries of foreign corporations (incorporation and tax registration, domiciliary services, processing of accounting, tax accounting, payroll and HR administration)
Template solutions for clients who have changed their chief accountant (review of the accounting registers and documents transferred, correction of errors found, restoration of accounting and tax accounting)
TAX
Corporate taxation
Advice on complicated issues of Russian and international taxation
Recommendations on tax risk management implementation
International tax planning
Tax reviews (retrospective review of the company’s activities and tax calculation procedures to verify if they resulted in significant tax risks and to determine possible way to increase tax efficiency)
Tax support of restructuring procedures
Tax structuring of holdings in Russia and in foreign jurisdictions
Tax advisory on transfer pricing
Development of tax accounting policy
Support in the course of tax audits by the tax authorities
Support in tax litigations
Advisory on customs law
Solutions:
Development of practical approaches to interpretation of tax legislation
Implementation of efficient tax risk management system for strategic reduction of tax risks
Preparation for forthcoming changes in tax legislation (eg. with regards to transfer pricing)
Development and implementation of efficient international structure and its maintenance
Preparation of the company for audits by the tax authorities and support in the course of the tax audit to minimize additional tax accruals by the tax authorities
Tax services for individuals
Assistance to individuals in tax compliance
Development of personal holding structures and asset succession vehicles (trusts, foundations)
Advice on complicated issues of taxation of individuals
Solutions:
For employers (their employees) and individuals:
- preparation of tax returns on personal income tax for both Russian tax residents and non-residents
- assistance in obtaining certificate of tax residence and the confirmations of the amounts of taxes paid in Russia
For high net worth individuals:
- development, implementation and maintenance of personal holding structures (including registration of legal entities, trusts and foundations) allowing to manage cash and other assets in a flexible and efficient manner and to ensure efficient succession of accumulated assets
VALUATION
Valuation of assets and businesses for M&A transactions
Valuation of assets for IFRS financial statements purpose
Valuation of assets the creating collateral purpose
Valuation of shares and stakes
Development of financial models
Solutions:
Preparation and correction of financial models aimed at efficient business value management
Independent review of valuation reports and financial models
Assets fair value estimation according to IFRS in a format accepted by external auditors
Clients
In the current market conditions when lots of companies review the structure and line up of their finance departments, we offer our clients mutually beneficial cooperation in the financial functions outsourcing, including IFRS implication issues, budget planning and management accounting setup, business restructuring and tax advisory.
For our clients with investment activities we offer complex assistance, including due diligence, business and assets valuation, assistance in the negotiations process, transactions structuring, drafting transaction documentation. Our consultants’ experience of participation in more than 40 projects contributes to the conclusion of transactions on the most favourable terms for our clients.
Rostislav’s professional experience includes tax due diligence, transactions structuring and consulting in the fields of Russian and international taxation
Prior to joining our team Rostislav worked in the Finance department of one of the largest Russian diversified holdings where he was responsible for tax risk management, tax planning and tax methodology development for both Russian and foreign legal entities of the holding
In 2006-2008 Rostislav worked for one of the largest Russian oil and gas companies in the Corporate structuring and international tax planning department
Rostislav has an extensive experience in tax consulting including aspects of Russian and international taxation, obtained while working for one of the “Big four” companies
Rostislav is a Master of Science graduated from the State University – Higher School of Economics, he is also a certified translator in economics (English)
Tsaruk Andrey
Position: CEO
email:
Phone: +7 (495) 624-34-31
Andrey has an extensive experience in M&A deals consulting, including due diligences and valuation projects
Prior to joining our team Andrey worked in the Capital markets department of the Russian investment banking group, where he participated in a number of investment projects including sale and private placement of medium and small capitalization Russian companies
In 2004-2007 years Andrey worked for one of the “Big four” companies in the Audit and Transaction services departments
Andrey graduated with honors from the State University of Management (Anti-crisis Management faculty) and is a member of the ACCA
Gerasimov Sergey
Position: Partner
email:
Phone: +7 (495) 624-34-31
Sergey has vast professional experience in advisory on the Russian tax and customs law, international taxation, business structuring, due diligence, transfer pricing
Prior to joining ALTHAUS for a long period Sergey worked with one of the biggest Russian audit and consulting companies, where he managed tax review projects (tax audits, due diligence), tax advisory for inbound investments and structuring business in Russia, outbound investments of Russian holdings, restructuring, development of tax methodology and procedures
Sergey is a Master of Economics graduated from the State University – Higher School of Economics, and also participated in secondment study program in the Erasmus University, the Netherlands
Sergey is currently studying for the ACCA professional qualification certificate (the UK)
Sukhov Andrey
Position: Partner
email:
Phone: +7 (495) 624-34-31
Andrey has the great experience with clients in banking and investment sector in preparing Financial Statements, conducting and supporting the audit process, supporting security issuances
Before joining ALTHAUS Consulting Andrey worked for one of the “Big four” companies for more than 6 years
As a Manager Andrey conducted the audit projects and providing compilation assistance of RAP, IFRS statements for Russian and foreign companies and banks. Andrey has also been involved in managing the consolidation projects of Russian holdings
Also Andrey was involved in organization of security issuances for several large Russian banks
Andrey graduated from the State University - Higher School of Economics
Andrey has the PhD in Economics grade in the field - Finance, currency and credit, Department of Banking Management
RUS
