Leonid Tolstov

Leonid Tolstov

Partner
Head of Corporate Practice Group
Member of the Baltic Board
Tartu, Estonia

Leonid Tolstov advises clients on various matters, such as transactions, mergers, divisions and liquidation of companies, and the liability of members of management bodies.

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  • About

    Leonid Tolstov advises clients on various matters, such as transactions, mergers, divisions and liquidation of companies, and the liability of members of management bodies.

    He is a strong litigator and has represented clients in various corporate disputes concerning management liability, disputes between shareholders, contractual and consequential claims, non-contractual liability, legal remedies arising from law, property claims, etc.

    Leonid has also represented clients in complex landmark disputes in all court instances, including the Supreme Court. He is also a good intermediary and negotiator and is able to reach a compromise satisfying all parties even in the most complex disputes.

    He is a regular lecturer of non-contractual obligation matters in the University of Tartu and has published articles both in local and foreign publications, including in scientific journals. His PhD thesis was “Tort Liability of the Director to Company’s Creditors”.

    Leonid Tolstov is a Member of the Supervisory Board of Estiko, one of the leading real estate developers in Estonia.

  • Major Projects
    • 09.04.2020

      TGS Baltic advised a producer of precast concrete products AS Framm on the acquisition of AS Lasbet Tootmine, an undertaking operating in the same field

      With the help of TGS Baltic team, a producer of concrete elements and products AS Framm entered into a transaction by which it acquired an undertaking operating in the same field AS Lasbet Tootmine, making AS Framm the largest producer of concrete elements and products in Estonia.

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    • 20.01.2020

      TGS Baltic advised client in acquiring headquarter of Danske Bank

      Our team advised real estate company KEK Arendus OÜ belonging to Rondam Group, on buying the office building of the branch of  Danske Bank A/S located in Tallinn city centre and on concluding a lease contract with the current user of the building branch of Danske Bank A/S. TGS Baltic helped the client in conducting negotiations regarding transaction documents (incl. contract of sale and lease contract) and on carrying out merger clearance.

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    • 14.05.2019

      Advising TBD-Biodiscovery on involving a Dutch investor from SEAL Investments B.V.

      TGS Baltic's team, led by partner Leonid Tolstov, advised the leading Estonian biotechnology company TBD-Biodiscovery and its sole shareholder on involving a Dutch investor from SEAL Investments B.V., who acquired 30% of the company's shares and will be investing a total of EUR 4.5 million in the company in the next few years. This is one of the largest foreign investments in an Estonian biotechnology company.

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    • 04.12.2015

      Advising MC Kasiinod on the sale of four casinos to Olympic Casino Eesti

      The firm's corporate law team led by Partner Leonid Tolstov advised Estonian casino operator MC Kasiinod and its fully-owned subsidiary Oma & Hea (casino bar services provider) on the sale of four casinos to Olympic Casino Eesti, a company belonging to the Olympic Entertainment Group (OEG).

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    • Advising Aminor Invest in preventing a hostile takeover

      Advising Aminor Invest in disputing the general meeting of shareholders and preventing a hostile takeover.

    • Advising Orica Eesti in construction disputes

      Advising the Estonian branch of Australian-based multinational blasting systems corporation Orica in construction disputes.

    • Advising Estiko on planning and construction of the shopping centre “Tasku”

      Advising real estate developer Estiko on planning and construction of the shopping centre “Tasku” in Tartu and in later legal relationships with lessees.

    • Advising a management board member of Neoprom on a large-scale dispute

      Advising a management board member of Neoprom on a large-scale dispute regarding the delictual liability of a member of the board.

    • Advising JSH Capital regarding the liabilities of the management board member

      Advising JSH Capital on a large-scale dispute regarding the liabilities of the management board member.

    • Assisting Citadele Leasing in a tort liability claim against members of the board

      Assisting Citadele Leasing, a member of a major Baltic financial group, in a tort liability claim against members of the board.

    • Representing the former shareholders of the BLRT Group in a dispute

      Representing the former shareholders of the BLRT Group, one of the largest industrial enterprises in Estonia, and the financial advisor Keystone Advisers in a dispute concerning the sale of the BLRT Group stock.

    • Representing a US investor in a landmark Supreme Court dispute

      Successfully representing a US investor in a landmark Supreme Court dispute concerning an unlawful merger due to which the client’s majority ownership in a company was deprived.

    • Advising Merko Ehitus Eesti in a landmark shareholders’ dispute

      Advising Merko Ehitus Eesti, part of Merko Ehitus – the leading construction company in the Baltics listed on the NASDAQ Tallinn, in a landmark shareholders’ dispute concerning one of its subsidiaries that included planning and carrying out a complex action plan, which finally enabled the management of the company to be taken over from the minority shareholder.

    • Advising MC Kasiinod on selling four casinos to Olympic Casino Eesti

      Advising MC Kasiinod on selling four casinos to Olympic Casino Eesti, a member of the listed Olympic Entertainment Group active in the Baltics and CEE.

    • Advising Dentes in a landmark dispute concerning loss of rental income

      Advising Dentes in a landmark dispute, which concerns loss of rental income and was given for adjudication to the full composition of the panel of the Civil Chamber of the Riigikogu (requires a fundamental difference of opinion in the composition of the court).

    • Advising the University of Tartu with regard to the reconstruction works of the UT Library

      Advising the University of Tartu with regard to the reconstruction works of UT Library. Due to the large volume and complexity of the construction works, the client and the contractor disagreed about the volume and quality of construction works already in the very early phase. The firm advised the university in negotiations with the contractor which ended with a compromise and termination of the contract by agreement of the parties.

  • CV

    Memberships

    2013
    International Bar Association (IBA)
    2013–2017
    Commercial Law Commission of the Estonian Bar Association
    2000
    Estonian Bar Association

    Professional career

    Since 2017
    Partner, law firm TGS Baltic (formerly Varul)
    2010–2017
    Partner, law firm Varul
    2004–2010
    Senior Associate, law firm Varul
    1999–2004
    Associate, law firm Varul

    Education

    2015
    University of Tartu, Faculty of Law, PhD
    2000
    University of Tartu, Faculty of Law, BA