Project Finance and Development Practice Definition
Project finance and development is a relatively new but important practice in Russia, where large investments in infrastructure and local industry are crucial to ensure sustainability and growth of the national economy. Despite the difficult economic environment, Russia's infrastructure and public-private partnership markets still offer colossal potential for growth, especially in the transport, services and utilities, water treatment and disposal, waste management, and energy efficiency sectors.
In a nutshell, project finance is the financing of an infrastructure, industrial, or public services project (such as toll roads, airports, seaports, sports facilities, power plants, oil refineries, chemical plants, waste processing plants, etc.) using the cash flows of the project as the sole means of repayment and the assets of the project company (including the shares in the project company) as the sole security. The projects are usually structured as non-recourse (or more often as limited recourse) for the sponsors who usually commit some level of support (financial and/or in kind) to the project. Because lenders will focus on the merits of the project, it is important that the legal documentation properly allocates and mitigates all risks to ensure the proper execution and sustainability of the project.
Project finance and development is a complex practice encompassing a broad range of legal work related to structuring, equity and debt financing, design, construction, operation, and maintenance of large-scale industrial and infrastructure projects. Legal work in this practice requires knowledge of different fields of law, including but not limited to banking and finance, real estate, construction, tax, corporate, and contract laws and can involve more than one jurisdiction. Thus, it requires close cooperation between lawyers of various backgrounds and fields of expertise.
Moreover, lawyers in this practice may be engaged in providing legal support at various stages of a project, and they must possess solid practical skills in commercial negotiation, interacting with public authorities of the host country, and drafting complex contractual and other legal documentation. Having a clear understanding of the industry in which the project is developed, of the current regulatory and political environments and of a project’s risk profile, coupled with in-depth knowledge of project finance tools and structures, of the relevant public finance and regulatory issues, and of construction and operation implications is paramount to providing practically-oriented and valuable legal advice to clients involved in these projects.
Lawyers from the project finance and development practice may provide legal support to different parties involved in a project, be it the sponsors, concessionaires, lenders, insurers, public authorities, construction and operation entities, etc. Thus, depending on the client whose interests are represented, the lawyer must in each case look at a project from different, sometimes opposite, perspectives.