How a raider takeover occurs: an overview. Who are raiders, and what to do in case of a raider takeover? What is a raider takeover and its concept?

What is the article about?

• 1 What is a raider takeover?
  • 1.1 Types
  • 1.2 Goals
  • 1.3 Stages
  • 1.4 Signs
• 2 Who are raiders?
• 3 Examples of raider takeovers
• 4 Raiding and legislation
• 5 Is it possible to protect yourself from raiders?

Raiding is one of the most common phenomena in Russia. According to the National Anti-Corruption Committee, on average about 700 thousand such cases are recorded per year. The victims of invaders have long been not only large companies, but small and medium business.

What is a raider takeover?

The very concept of “raiding” comes from English word raid (raid) and means the transfer of the private property of an organization in favor of a third party against the will of its legal owners. Accordingly, a raider takeover of an enterprise is a procedure for its takeover by deception in order to gain control over assets.

Kinds

In modern conditions, raiding has grown into an independent sphere of illegal business with three directions:

1. Black - carried out with gross violations of criminal law, the invaders resort to criminal methods: blackmail, corruption schemes, falsification of documents, forceful intervention, etc.
2. Gray - goes beyond the scope of civil law; the main tools are forgery of documents and bribery of officials. If executed correctly, proving the crime seems difficult for the victim enterprise. Today this direction is the most popular.
3. White - does not imply a violation of current legislation. Raiders resort to manipulation of stock prices of the victim company with the help of minority shareholders, file complaints against the company with regulatory authorities, organize employee strikes, etc. White raiding methods are designed to capture enterprises with financial difficulties and an ineffective management system.

Goals

The goals of the raiders should be considered taking into account the means they use:

• Psychological pressure on the owners of the enterprise, their relatives and associates. The result of such actions is logically unfounded decisions to transfer a stake in the company or sell part of its assets at a clearly reduced cost.
• Black PR directed against a specific organization and pitting society and company managers against the owners. This reduces trust in the actions of business owners and weakens external support for the company.
• Detonation business reputation company by blocking supplies and temporarily or completely stopping the financing of contracts, leading to a deliberate reduction in its value. This scenario is possible when creditors or suppliers of the victim enterprise are loyal to the raiders or subordinate to them.
• Involving the prosecutor's office in the raider takeover process using the support of the administrative apparatus. Such actions lead to the fact that the owners of the enterprise liquidate the business under pressure.
• Initiation of criminal and civil cases against the company, its owners or general director in order to gain access to internal documentation, disseminate negative information, bring the enterprise to bankruptcy, etc.

Stages

In general, a raider seizure consists of two stages - preparatory and final. The first stage is associated with collecting information about the victim company. It includes:

• analysis economic indicators enterprises;
• Business valuation (asset valuation);
• credit history research;
• study of management structure;
• analysis of the sources of formation of a controlling stake;
• obtaining information about internal and external conflicts of the company, etc.

The second stage is directly related to the takeover of the company and involves:

• repurchase of shares from co-owners who are not interested in the fate of the enterprise;
• suspension of the company's activities through manipulation of securities;
• initiation of legal proceedings against managers and business owners;
• privatization of assets;
• legitimizing the takeover of the company.

Naturally, the methods that attackers will use at the capture stage will differ depending on the type of raiding.

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Signs

Criminal acts can be detected by characteristic features, which include:

• forceful actions - the introduction of affiliated persons into the company's security service, illegal entry into the office, etc.;
• unexpected change of the general director of an enterprise - when there is a suspicion that the decision to appoint a director of an LLC or joint stock company was made with the participation or under pressure from interested third parties;
• atypical involvement of government officials in the company’s activities;
• suspicious transactions with shares - acquisition of a large stake valuable papers, extraordinary meeting shareholders, etc.;
• conducting transactions that are harmful to business;
• psychological pressure on company owners and managers;
• challenging privatization actions using illegal schemes;
• active purchase of small debts of the company with the aim of simultaneously filing claims on them, etc.

In most cases, invaders use several schemes at once, combining forceful and fraudulent methods. The most effective way, according to raiders, is to create numerous problems for the company - attacks in several directions complicate the actions of the defending party.

Who are the Raiders?

It is necessary to distinguish professional invaders from situational ones. Representatives of the first group approach their activities as a full-fledged business - they maintain a database of potential victim enterprises, have a team of specialists in the fields of economics, law, psychology, and absorb companies not only on their own initiative, but also on order.

The second group includes:

• companies that want to eliminate competitors in their niche - if benchmarking has shown that it is not possible to maintain competitiveness in an honest way, business owners may be inclined to take over;
• large holdings purchasing enterprises, real estate and securities in order to increase assets;
• unscrupulous employees, contractors and shareholders who have access to important documents or levers of company management and decide to take possession of part of its assets.

The most common subjects of raider activity are oligarchs, professional investors, financial and industrial groups and intermediary organizations that carry out the will of the customer.

Examples of raider takeovers

The activities of the invaders often become a story for the media, gaining wide publicity. Vivid examples of raiding of different scales:

• In 2003, the Moscow company Asta, a manufacturer, became a victim of black raiding. women's shoes. During the violent takeover, the office located in the city center was occupied by armed people. The company's employees were forced to leave the building. Later, the investigation established that six months before the mentioned incident, 80% of the shares of the minority shareholders of Asta were bought by the Rosbuilding company, which had previously been found to have committed raider activities. The majority shareholders of Asta were able to achieve justice in court, although the proceedings took about a year.
• JSC SMES was once subjected to a raider attack due to a legal deficiency. The composition of this joint stock company consisted of about 11,000 security holders. The head of the company concentrated more than 45% of the shares in his hands, another 8% were acquired by him, but were not registered in the register. The raiders took advantage of this situation by re-purchasing the same 8% that was actually in the possession of the manager, but this fact was not legally recorded. The invaders took over the shares, initiating a corporate conflict and a lengthy trial.

Raiding and legislation

Despite the fact that criminal methods may be used in the process of taking over an enterprise, the very essence of raiding does not violate the norms of current legislation, which made it possible to turn such activities into an organized business.

From a legal point of view, the actions of raiders are not always clearly defined or regarded as violating the law. The main problem for the injured party is the difficulty of proving the completeness and completeness of the crimes.

According to the analysis of modern judicial practice, raiders in most cases are brought to criminal liability under the following articles: extortion, bribery of officials, forgery of documents, fraud, abuse of power, etc. But it is important to note here that of the hundreds of thousands of seizures that take place annually, only 10% end in the initiation of cases. The disadvantage of the absence of a separate law that would clearly regulate the concept of raider activity and simplify the prosecution of persons carrying out it becomes obvious.

Forceful (black) methods of takeover today are gradually giving way to gray schemes based on loopholes in the legislation, legal illiteracy of the managers of victim companies and the creation of conditions for business in which its normal conduct is not possible.

Is it possible to protect yourself from raiders?

You can protect yourself from even the most professional raiders if you use a systematic approach:

1. It is necessary to build a clear management scheme for the company, which will take into account the specifics of the business and agreements between the co-owners. It is recommended to periodically check corporate documentation for errors and omissions. It is advisable to involve an experienced and reliable lawyer for verification. Shortcomings in internal documents make the work of raiders much easier and complicate the protection of assets. In particular, to minimize risk, the following must be clearly stated in the Charter:
   • the procedure for appointing participants, regulations for holding their meetings, how the founder leaves the LLC, etc.;
   • procedure for removal and appointment of the General Director;
   • decision-making procedure;
   • procedure for major transactions, in which interested parties are involved and a conflict of interest may arise;
   • powers of governing bodies.

Important: founders of joint stock companies are recommended to establish a trusting relationship with the registrar in order to receive information about unhealthy interest in the organization from third parties.

1. The rights to real estate of an enterprise must be registered in accordance with the established procedure so that invaders cannot take possession of this or that object.
2. It is important to control the company's debt obligations - debt can become a bait for raiders. Experienced entrepreneurs advise not to give the authority to manage all the company's debts to one person.
3. Since most documentation today is stored in in electronic format, you need to pay special attention information security and protect data from hackers by hiring experts in the field and providing training to workers.
4. A friendly atmosphere between management and employees also helps protect against raiders. An employee who is satisfied with his superiors is more likely not to reveal corporate secrets to third parties. There are known cases when a top manager, when moving from one company to another, having a grudge against the old management, appropriated to himself client base and documents that were subsequently used by the raiders.
5. You can fight invaders with the help of the media - the more the incident of raiding is discussed in the news, the less the attackers have the desire to continue their activities under pain of criminal punishment.

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Today, any enterprise can fall into the sphere of interests of raiders, especially if it has attractive assets. To develop the most effective defense strategy against attacks by intruders, it is necessary to contact specialists in a timely manner - it is always better to prevent a seizure than to deal with its consequences.

Description

People who carry out raiding on their own initiative or by order from outside are called raiders. The term “raider” came to Russia from the USA. In the United States, “raiders” are the name given to the attacking party in mergers and acquisitions. For example, in the Western press, Yahoo! is called a “raider”. In the West, unlike Russia, there is no criminal connotation in this concept. But in every business there are those who do not play by the rules and break the law. For example, everyone knows that there are “black realtors”, “black bankers”, even “black doctors” - anyone. Same thing in a raid. Raiding business is legal if it takes place strictly within the framework of the Federal Law “On joint stock companies", Federal Law "On Companies with limited liability», Civil Code and without violations of the Criminal Code. Legal raiding in all countries - highly intelligent legal business. "Cleaning" weak enterprises, which raiders choose to capture, can be useful for the economy.

In Russia, due to slowly improving corporate legislation and law enforcement practice, illegal raiding has acquired a noticeable scope and caused a wide public outcry, which gave the term raiding there is a noticeable negative connotation in the public consciousness.

Raiding is divided into three groups according to the intensity of the attack and compliance with the laws: white, gray and black raiding.

There are four main ways to take over a company:

• through share capital: raiders buy 10-15% of shares, usually this is enough to initiate a meeting of owners and make the necessary decision, for example, a change of management;
• through hired management: management can simply “withdraw” assets to structures controlled by the raider or take out loans secured by property at unrealistic interest rates; or hired management deliberately brings the enterprise to bankruptcy, then a buyer “accidentally” appears in the arena.
• through accounts payable: if an enterprise has several small debts, the raider buys them and presents them for a one-time payment;
• by challenging privatization: conditions for such raiding are created at the moment when an enterprise is privatized illegally.

Specialists and companies that deal with counter-raiding are called anti-raiders or anti-raider agencies, respectively.

To the cinema

• In the famous film "Pretty Woman" main character businessman Edward Lewis, played by Richard Gere, was precisely a raider.

Notes

See Also

• Commodity raiding

Links

• Zakhvat.ru - The oldest site about raiders and mergers and acquisitions
• Fontanka. RU. Raider patrol. Work in mergers and acquisitions
• SeverInfo, St. Petersburg raiders against Vologda Agroprom

Wikimedia Foundation. 2010.

Books

• For the elder, Shamil Idiatullin. From the publisher: Double murder and a daring raider takeover defense enterprise, busy developing a secret superweapon, echoes of the Cold War, technical rivalry between Moscow and...

Protection against raiding is very important for owners modern enterprises and companies. First of all, it should be remembered that this phenomenon is the seizure of the assets of an enterprise in a variety of ways, including absorption, against the will of management.

Therefore, you can protect yourself from raiding with the help of a set of legal measures that can prevent a raider attack, and, if necessary, restore violated rights.

The origin of raiding and its types

Raiders are people who seize an enterprise in any way on someone else's order. This term was first used in the USA, but there the active party during any mergers of companies was called raiders.

Raiding in Russia has one key difference from Western raiding: in Russia it occurs exclusively in an unfriendly manner, against the will of the leadership. For this, illegal and criminal methods are often used, so protection against raider takeover is very important for our country.

Raiding is conventionally divided into three types:

• “white”, within the framework of the law;
• “black”, using illegal methods;
• “gray”, built thanks to fraud and the use of shortcomings in the laws.

"White" raiding

In this case, the seizure is carried out purposefully, but no illegal means are used. Most often this is due to underperforming companies that become the target of their more active competitors. Therefore, protection from raiders here will be carried out within the framework of court hearings, using official methods.

"Black" raiding

Here we are talking about criminal methods: bribery of officials, forgery of documents, blackmail and other criminal methods. First of all, blackmail is used, which prevents people from immediately turning to law enforcement agencies or the court. Therefore, you should not give your competitors grounds for blackmail - in other words, you should not conduct business illegally, so as not to fall into a trap.

"Gray" raiding

Finally, when using fraudulent schemes business protection is especially relevant, since in this case you will have to face the most experienced and resourceful raiders. They are clear from a legal point of view, and it will take a lot of work from a qualified lawyer to classify this activity as fraud. The key point is to prove the intentionality and purposefulness of actions to seize the company's assets.

It should be remembered that information openness and business transparency leave no opportunity to blackmail management. We are not talking about industrial or trade secrets, but about the legality of the business processes themselves. First of all, the victims of raiders are either not entirely legal companies, or enterprises with intricate, complex document flow.

The competent work of the employees and the absence of errors in the documentation is the guarantee that not a single, even the most experienced raider will be able to find anything to complain about. Also, a streamlined and simple business process poses no problem for the lawyer hired to protect the business. The easier it is for a specialist to understand the documents provided, the less time and labor costs it will take to bring the raiders to clean water.

If the seizure does occur, do not rush to despair: the Russian legislative system, although not perfect, monitors changes in modern business. Therefore, there are many legal measures that make it possible to return illegally and hostilely seized assets of an enterprise. You can learn more about such measures by describing your problem to any competent lawyer who has experience in the field of raiding and combating it.

Learn more about protection against raiding in the video.

Raiding is the illegal takeover or seizure of property. In all cases, this happens against the will of its owners or manager. Taking over a business through raiding is called corporate takeover. Also, in the process of acquiring a business through corporate raiding, corporate blackmail (“greenmail”) often takes place.

Who are the raiders and what are their methods?

Initially, the word “raider” came from the English “raider” (raider, invader), which within the United States has the same meaning as in Russia. The favorite method of putting pressure on the victim is criminal prosecution with serious information support. In such conditions, owners risk losing not only their name, clients and property, but even their freedom (for example, if fraudsters have information about a “black” method of withdrawing funds from an organization).

Raiders find loopholes not only in the law, but also in the regulations of the company itself, which is the victim. Having found weak points, raiders have the opportunity to carry out a raider seizure of property with absolutely no difficulty.

There are three ways in which raiders influence a victim. Let's take a closer look at these forms of raiding:

1. White raiding. This is the name for actions to forcefully take over an organization, but strictly in accordance with the laws. As an example, one of the methods is to use the owner’s family problems or mislead regarding the nature of the proposed transaction (a sales contract is signed instead of a deposit on the apartment, etc.). You can protect yourself from this type of raiding through judicial and administrative authorities.
2. Gray raiding. The most common method of influence is using conditionally legal methods. The actions of “gray” raiders and the detailed scheme of their activities are often unimaginably complex. For this reason, it is difficult even for a qualified specialist to understand it. It is most difficult to protect yourself from this form of raiding, since the main emphasis here is on the imperfections of the legislative system and gaps in some laws. Because of this, it is almost impossible to bring such raiders to justice, because de facto they did not violate the law.
3. Black raiding. This term is used in relation to the seizure of an organization with the support of criminal methods. This form of raiding uses the rule: “In war, all means are fair.” Absolutely all methods of seizing property by force are used:

• falsification of documents;
• bribery of law enforcement agencies, judges, officials;
• fraud of any kind;
• blackmail;
• beatings;
• threats;
• kidnapping;
• In many cases, even murder is possible.

Protection against this type of raiding should be done through the courts and law enforcement agencies.

Raider takeovers are aimed not only at businesses (organizations, companies, etc.), but apply to any type of property, including ordinary apartments.

The essence and methods of raider seizure

In other words, on this moment raiders are a team of first-class lawyers who carefully study all the little details regarding their victim and carry out extensive preliminary work:

1. Economy. Financial indicators are analyzed:

• net profit of the enterprise;
• price land assets etc.

1. Defense. The details of security services within the organization are clarified, and whether the owner has acquaintances in local authorities and the prosecutor's office.
2. Other events. Bribery of inspectors, judges, local authorities.

These means are also used immediately before a raider takeover.

In the past, a raider takeover was an event when armed people in black masks entered a building and forced all people and workers without exception to leave the organization with a minimum of personal belongings. After which, using certain methods, they made some changes in the building, changed and falsified documents without the knowledge of employees, confiscated existing ones in order to use them against their victim in the future, etc. But in modern world forceful measures are almost never encountered and they have been replaced by much more sophisticated methods of raider takeover:

1. Fraud with shares. Fraudsters buy up shares by any available means, after which they use all possible means to undermine the work of the enterprise, making the conditions for the continuation of work unbearable. Litigation in such conditions lasts for several months and usually ends in the destruction of the business.
2. Public pressure. The raiders are encouraging residents of nearby buildings to put pressure on the owner through demonstrations. The reasons may be:

• pollution environment;
• increased noise production processes etc.

Along with this, the press and certain inspection services (often bribed) are involved, which ultimately “find” many problems in the work of the organization or enterprise.

1. Bankruptcy. Raiders acquire the organization's financial obligations, but end up providing absolutely impossible demands. Repayment of debts turns out to be impossible, after which bankruptcy follows and the company (often quite successful) is acquired for a minimal amount.

It is important to note that although these methods are considered dishonest, from a legislative and legal point of view they are completely legal.

The essence of a raider takeover consists of two most common reasons:

1. Business expansion. When one enterprise begins to interfere with another, conducting similar activities, the owner resorts to the services of raiders to capture the competitor. As a result, the organization is taken over. A takeover is a transaction during which more than 30% is acquired authorized capital(shares, shares) and 100% control over the company is established. Ultimately, the acquired company merges with the main one.
2. Sale of assets. When the seizure has been carried out, the sale of equipment begins, the demolition of the building, etc. That is, the complete destruction of material assets occurs.

In the following video you can see an example of a raider seizure of property (2011). It clearly describes the actions of the raiders to take over the organization.

Legislation against raiders

Unfortunately, everyone knows that the legislation is imperfect. With regard to raider seizure, there is no clear definition in the current legislation. Therefore, penalties and criminal liability in relation to raiders are reduced only to additional violations of laws, for example, fraud, abuse of power, bribery, forgery of documents, etc.

In 2010, thanks to D. Medvedev, changes were made to the criminal code and art. 151 of the Code of Criminal Procedure of the Russian Federation, which should have toughened penalties for raider takeovers and related crimes.

These innovations made it possible to bring criminals to justice at the initial stage of the seizure. If earlier the terms were conditional and symbolic, now:

1. Falsification of the Unified State Register of Legal Entities and the register of securities owners is punishable by a fine (100-300 thousand rubles) and imprisonment for 2 years.
2. For threats of violence, the raider is imprisoned for 3-7 years and in addition must pay a fine (up to 500 thousand rubles).
3. Substitution of the results and decisions of a meeting of shareholders or the board of directors is subject to a fine (100-500 thousand rubles) or a monetary penalty (100-300 thousand rubles) followed by a prison term of up to 5 years (depending on the severity of the crime).

Among other things, deliberate distortion of voting results when discussing any issues will also be considered a crime.

However, it is important to note the fact that if the raider seizure was carried out without the use of violence, fraud, etc., that is, completely legally and without violating the laws, then it is not possible to bring the raiders to justice.

One can understand the legislation on this issue. If we completely tighten the laws regarding this and many other situations, we will be able to completely eradicate crimes, but the life of ordinary citizens will become unbearable. This is a double-edged sword and finding a solution to this situation, at least for now, is impossible.

Protection from raider attacks

The main way to protect your enterprise or organization from raiders is preventive protection. This means that countermeasures should prevent the occurrence of such situations, and not solve them after the seizure itself. The main idea is a thorough legal diagnosis of the activity. Special attention It is worth paying attention to risks and recommendations for eliminating them.

With sufficient quantity Money you should use the services of private security companies (private security companies), which at the key moment will not allow raiders to enter the building. Or they will be able to resist if the invaders have already managed to get inside and tried to restore order there.

However, remember that raiders are known for bribery for a reason, and for a large sum, a private security company can play into their hands, and at a loss for the company owner. Therefore, you should use the services of such enterprises only when they have a fairly big name and a very serious reputation. In such conditions, maintaining its status for this organization will cost much more than a ridiculous bribe from the raiders.

You should also create a legal department consisting of qualified specialists who will be engaged in minimizing attempts to seize. Documents of the charter and financial statements should be kept in a safe place and have notarized duplicates of all important papers. Also, a good counteraction to a raider takeover would be the presence of “our” people in key positions.

Only competent defense in court by a professional lawyer (specializing in this area) and proven facts of fraud, falsification and blackmail will help cope with a raider attack on a business. Unfortunately, there are no other ways to deal with raiders at the moment.

Signs of raiding and risk group

The following situations may be prerequisites for raiding:

• serious quarrels between partners;
• purchase of company accounts payable;
• frequent requests from shareholders for documentation related to trade secrets;
• disgruntled minority shareholders;
• frequent audits by tax authorities;
• excessively intense struggle with competitors, even going beyond the legal boundaries;
• multiple filing of lawsuits by shareholders;
• internal corporate conflicts.

Also, if during a transaction certain persons demand to provide documents that are in no way related to it (or their presence does not make sense) and insist on this even after questioning, raiding is most likely taking place.

Not only large companies, but also medium and small businesses are at risk. Moreover, the latter have a clearly higher chance of falling under raider attack due to the fact that the lack of appropriate resources does not allow such organizations to provide themselves with high-quality protection.

Raiders are most often interested in companies that own:

• real estate;
• high value equipment;
• a significant amount of funds in accounts;
• abundance of property and non-property rights.

Raiding does not stand still and is becoming more sophisticated over time, and finding the perpetrators and making them answer for crimes is becoming more and more difficult every year. However, if you seriously prepare for a possible raid and protect yourself from all possible sides, the chances of your company being captured will greatly decrease, but, unfortunately, not completely.

Most of the forceful methods of doing business came to Russia from the West. Raiding is one of these methods. This term is exclusively military. Raiders are large surface warships, auxiliary cruisers engaged in the destruction of enemy communications. The nature of the actions of the military prototype influenced the appearance of this term in economics. Consequently, a raider takeover is a hostile forceful takeover of an enterprise against the will of its owners (manager). The goal is to take control of all of the organization's assets without a dominant share in its capital structure. Having seized control, raiders usually take them out and sell them, making huge profits.

The emergence of raider attacks

The impetus for the emergence of raider takeovers was the emergence of a new concept in the market - shares. With their help, it became possible to absorb an organization without the consent of management. A striking example of raiding is the attempt made by Jean de Batz to seize the French East India trading company in the 18th century. IN late XIX century, the most successful and famous raider was To capture, he used preferential prices for oil transportation.

In the 1990s, Europe saw a peak in raider attacks, after which all this came to the countries former USSR. The reason for the occurrence of the fact in question was privatization. A striking example from the time when the raider takeover of the plant took place, this was the purchase of ZIL for $4 million, and Uralmash for $3.72 million.

Methods and signs of raider attacks

The main methods of raider takeovers can be the following actions:

1. Forceful actions, for example, changing locks, security, etc.

2. Cascade method.

3. Redistribution of property, which is an illegal act, but in form is clothed in some kind of legal procedure.

4. Hostile takeover of land complexes, property and property rights, carried out with the corrupt use of administrative, state and law enforcement resources, as well as an insufficient legal framework.

5. Psychological pressure.

6. Initiating business conflicts. This is how assets are captured.

Signs of raider takeovers are the following factors:

1. Seizure of corporate control rights or someone else's property.

2. The actions of the raider are inherently unlawful, even if methods based on the law are used, such as going to court.

3. Raiding is a kind of business, since the goal of capture is always commercial profit.

Types of raider takeovers

In Russia, raiding is usually divided into three categories: “white”, “gray” and “black”. Let's look at them.

“White” raiding is carried out within the limits of the law. The main method of this type is corporate blackmail. To do this, interference is created in normal operation with the help of a minority stake with the expectation that the management of the enterprise, in order to get rid of blackmail, will buy this stake at an inflated price. Typically, such a raider takeover of a company occurs due to financial difficulties and ineffective corporate governance.

“Gray” raiding is the activity of invaders in violation of civil law. At first glance, such an action appears legal. But when analyzing the methods used, it becomes clear that this scheme is a fraud. Bribery of officials also occurs. The method under consideration can be used in any enterprise.

“Black” raiding is the toughest way to take over enterprises. The Criminal Code of the Russian Federation associates the raider seizure with a violation of criminal law. People who act in this way use violent methods of seizing power: blackmail, forceful entry into an enterprise, bribery, falsifying the register of shareholders, etc. Typically, this type of raiding is applied to non-public enterprises, although it is applicable to any.

Which companies are at risk?

Since a raider takeover is the activity of taking over someone else’s business using various methods, almost any enterprise can be at risk. The following organizations are most often targeted:

1. Enterprises with attractive assets.

2. Organizations that violate the law in their activities.

3. Enterprises with a fragmented block of shares.

4. Organizations with uncontrollable accounts payable.

5. Enterprises whose management manages their property ineffectively and does not control the timeliness and correctness of execution of documents related to their activities.

Consequently, a raider takeover is a long and labor-intensive activity of raiders. Therefore, before engaging in it, attackers carry out appropriate preparation. They study information about the object of interest, probing its weak points (name of the enterprise, legal form, shareholders and their shares, main asset). They are also looking at the security service, legal and accounting structures. They preliminary study financial resources, connections with law enforcement agencies, managers, lobbying opportunities, relationships in the team, etc.

Development of a capture plan

After collecting the necessary information, the raider conducts an analysis in order to develop a plan of action to carry out the seizure. He also calculates the necessary financial costs and forms a budget for the operation.

The takeover plan is developed individually for each organization, taking into account its weak points and features. He can be both forceful and legally competent. The attacker does not attach much importance to the activities of the enterprise, as well as forms of ownership. He doesn’t care whether it’s a raider takeover of an LLC, CJSC, etc. This only affects the plan of action.

Capture process

A raider takeover is an activity to take over an enterprise, which involves the use of certain methods. In the process, attackers do not use just one method, but use several at once. Raiders call the cascade method the most effective. This option involves creating a continuous chain of problems in several directions simultaneously. This leads to the fact that the enterprise cannot cope with a series of problems that arise one after another. This is what the raiders are counting on. After all, the enterprise does not prepare for an attack in advance, and therefore does not have sufficient financial and human resources. During the capture process, raiders can use one or more cascades.

Judicial cascade

As a rule, the judicial cascade is applied first. Its purpose is to use the necessary measures to secure a claim, which is removed by the invaders themselves through certain period. Winning in the process is not the goal itself. This measure is carried out by filing a lawsuit. Thus, a ruling is made to establish interim measures, and all or part of the enterprise’s property is seized. Consequently, the organization will no longer be able to protect its property from raider attacks. Such lawsuits are cascading in court. As a result, the organization's main assets become blocked. Consequently, it will be impossible to sell or mortgage them.

Criminal cascade

After the judicial cascade, the criminal cascade comes next. With this method of attack, various criminal cases are initiated against top management and majority shareholders. It is not uncommon for such a prosecution process to seize the shares of the majority shareholders. Their right to vote is also blocked.

Cascade of checks

The cascade of checks presupposes the presence of supervisory government agencies. At the same time, attacks occur not only at the capture enterprise, but also at counterparty organizations. The purpose of the cascade of inspections is to divert the attention, resources and forces of the enterprise, concentrating them on problems with the inspection bodies.

Security cascade

The security cascade is used to neutralize a security company that provides its services to a potential enterprise for capture. For this purpose, various activity checks are carried out. The personnel are also carefully studied. The purpose of the inspections is to divert the attention of the security company from productive assistance to its organization.

There are also other cascade methods that effectively help raiders seize an enterprise.

Protection from raider takeover

If the management of an enterprise suspects the possibility of encroachment on the institution, first of all, it is necessary to involve qualified lawyers to counter the takeover. If a specific customer is known, you can attract Try to get the invader himself checked. In some cases, lawyers manage to withdraw the assets of the company.

Protection against raider takeover involves certain preventive measures:

1. Carrying out an audit of constituent documents. It is recommended to include a clause in the company’s charter prohibiting the alienation of shares in favor of third parties, which will protect against seizure in the event of forgery of constituent documents.

2. Concentrate all authorized or share capital in the hands of a narrow circle of persons. This reduces the likelihood of uncontrolled penetration of raiders among the owners.

3. Transfer your assets to a non-performing economic activity entity.

4. Check the reliability of the registrar leading. It is recommended to block your shares in the register. To do this, a corresponding application is submitted to the registrar.

5. It is necessary to regularly obtain extracts from the Unified State Register of Legal Entities, Unified State Register of Legal Entities, as well as the register of shareholders.

6. Organize the protection of the main seal, original charter for assets, permits, licenses, etc.

7. Ensure information security.

8. Organize the correct activities of the security service.

What happened at Royal Waters?

The raider takeovers in Moscow did not spare such well-known company, like "Royal Water". The founder of the company, Joseph Badalov, claims that a false accusation was framed against him. Because of this, he ended up in a pre-trial detention center and spent six months there. During this time, everything was faked Required documents"Royal Water" company. The raider seizure took place with the participation of both people working in this organization and other persons not related to this organization, including law enforcement officers. For example, the director of the company D. Nekrasov, during the absence of I. Badalov, stole all the necessary documents and forged them. He, having 0.1% of the shares, became the owner of 100%. In just five days, the entire property complex of the enterprise was leased to another legal entity for a nominal fee. As a result, a new owner of property worth several billion dollars appeared in Royal Water LLC. The raider takeover has led to the fact that the company's founder is currently having to go to court. The goal was to return all assets and legal rights to their organization.