Photo, Marina Y. Tokunova

Marina Y. Tokunova

Partner
Moscow Branch of Baker & McKenzie CIS, Limited

Biography

Marina Tokunova is a partner in Baker McKenzie's Tax Practice Group in Moscow and a member of the Baker McKenzie Global Reorganizations Group. Marina has extensive experience in advising Russian and multinational clients on complex tax issues, including direct and indirect (VAT) tax advice, tax advice for M&A and corporate reorganizations.

Marina joined the Firm in 2007. Prior to joining the Firm, Marina had several years of experience working at a Big 4 firm, focusing on transactional (M&A) tax work. Marina is included in the list of Women in Tax Leaders 2016-2018 in Russia by International Tax Review.

Practice Focus

Marina focuses on direct and indirect (VAT) tax advice, tax advice for M&A deals, joint ventures, carve-out transactions and corporate reorganizations. Marina advises on domestic and cross-border tax planning and tax structuring, works on post-acquisition integration projects, intercompany charges and supply chain structures, direct and indirect (VAT) tax controversy and tax litigation.

Marina specializes on tax advice on transactional documents, tax risk management, tax due diligence. Marina advises clients frequently in the healthcare and industrial, manufacturing and transportation sectors, as well as in technology, media & telecoms, oil and gas, energy and infrastructure.

Representative Legal Matters

  • Advised Repsol S.A. on the establishment of an upstream joint venture with Gazprom Neft. The joint venture company, Eurotek Yuga, owns seven exploratory blocks in West Siberia, a relatively underexplored area with significant potential.
  • Acted as tax counsel to a leading American pharmaceuticals and healthcare products company on its acquisition of a leading Russian pharmaceutical manufacturer, and its various subsidiaries in Russia, Ukraine and Kazakhstan.
  • Advised a leading oil and gas service company on a series of acquisitions in Russia, including tax due diligence, tax advice on transactional documents and tax structuring of the approximately USD 450 million acquisition of the oilfield services division of an oil and gas group.
  • Provided tax transactional advice for an Indian pharmaceutical company on its acquisition of a Russian pharmaceutical production company.
  • Advised an American mass media company with regard to intercompany charges and its restructuring project in Russia.
  • Represented a large Uzbekistani mobile telecommunication company in court disputes with local tax, antimonopoly and other state authorities. The total amount of claims was around USD 750 million.
  • Successfully handled a complex USD 24 million tax case dealing with both permanent establishment issues in Russia and the basis for the allocation of profits under the China-Russia Tax Treaty, which included performing functional and economic analysis of the company’s operations performed in Russia and in China. Represented the company in its administrative appeals and court filing as well as in its reference to the mutual agreement procedure (competent authority) under the China-Russia Tax Treaty.
  • Advised on various tax issues in M&A deals and corporate reorganizations, performed pre-acquisition and vendor tax due diligence of Russian target companies in various industries, such as healthcare, industrials, manufacturing & transportation (IMT), technology, media & telecoms (TMT), energy, mining & infrastructure, providing tax advice on transactional documents, advice on and negotiation of tax indemnities and tax warranties in the SPAs.
  • Provided direct and indirect tax advice for multinational clients on structuring inbound investments, developing tax-efficient business models, finance and licensing structures. Advised on corporate profits tax, transfer pricing and VAT questions, permanent establishment issues. Advised on Russian tax aspects and deductibility of intercompany charges. Advised global manufacturing and technology company on Special Investment Contacts (“SPIC”) and other Russian tax incentives available for investors.
  • Advised on aspects of taxation for individuals and employees, including stock options and other compensation plans.

Professional Honors

  • Named as one of Women in Tax Leaders in Russia, International Tax Review, 2016-2018
  • Short-listed as Rising Star in Tax among European female practitioners by Euromoney LMG European Women in Business Law Awards 2018 and 2019

Admissions

  • Russia (2011)

Education

  • State University - Higher School of Economics (HSE) (Diploma Finance and Stock Markets with honors) (2003)
  • State University - Higher School of Economics (HSE) (Diploma Law) (2011)
  • New York University School of Law (LLM International Taxation) (2015)
  • The Association of Chartered Certified Accountants (ACCA) (Diploma International Financial Reporting - ACCA DipIFR-RUS) (2016)

Languages

  • English
  • French
  • Russian