Neither of the two senior CMS Cameron McKenna lawyers working on British American Tobacco’s (BAT’s) multi-million pound investment in Uzbekistan’s tobacco industry were Uzbek-law qualified as had been claimed, an investigation by Legal Week has uncovered.
The two lawyers, corporate finance partner Elena Kirillova and senior lawyer Ilia Iaroslavski – who was then working as a legal consultant to the firm – advised BAT on the international and local law governing its investment drive in Uzbekistan in 1993.
Kirillova and Iaroslavski helped BAT set up a local subsidiary to make its initial £300m investment in the country’s privatised tobacco industry and advised it on most of its subsequent investments in the country during the 1990s.
But since January this year the local legal advice given on the transaction has been under scrutiny following allegations that Iaroslavski was not qualified as an Uzbek lawyer.
The firm moved quickly to limit any damage to client confidence in its CIS practice by emphasising Kirillova’s Uzbek legal qualifications – as the partner in charge of the Uzbek office she would have scrutinised Iaroslavski’s work for key clients, including BAT, Lonrho, ICI and the British Embassy.
Camerons says a legal practice certificate awarded to Kirillova by the Republican Centre of Legal Assistance in December 1997 qualifies her to practice local law.
In a statement the firm says: “Elena Kirillova is our head of representation in Uzbekistan and is attested as an Uzbek-qualified lawyer by the Uzbek Ministry of Justice. This attestation enables her to practice law in Uzbekistan up to the level of head of a legal department of an Uzbek state enterprise, which we understand to be the highest form of attestation currently granted by the Ministry of Justice.”
But the Ministry of Justice of Uzbekistan has cast doubt on this in an interview with Legal Week.
Abdukadir Navruzov, deputy head of the ministry department responsible for issuing the certificates, told Legal Week that, although the qualification allows Kirillova to manage a practice as a lawyer in a government department or in-house, it does not permit her to advise third parties on Uzbek law.
The Centre of Legal Assistance of the Ministry of Justice, a commercially independent entity from the Ministry, is understood to offer the certificates to foreign lawyers, saying that after they pay about $100 (£62.50) and trained for seven days a person can practice Uzbek law.
But as Navruzov’s comments indicate, the Ministry’s interpretation of the qualification does not extend to the ability to advise clients on Uzbek law.
Even if Kirillova has been qualified to advise clients on Uzbek law since December 1997, she did not hold that qualification in 1993 when she worked alongside Iaroslavski on the BAT deal.
In a further statement, issued just before Legal Week went to press, Camerons says: “The situation in Uzbekistan is no different to that in any other jurisdiction where an international law firm has established a representative office staffed by expatriate and locally-qualified lawyers. The head of representation does not necessarily have to be qualified to practice local law.”
Nevertheless, the Ministry’s comments to Legal Week throw into question the advice given by Kirillova on a raft of Uzbek transactions, including BAT’s investments up until the end of 1997.
Kirillova has also given legal opinions outside Uzbekistan, notably in Russia and Kazakhstan, without claiming to be qualified there, including advising on the re-structuring and privatisation of Russia’s main airline, Aeroflot. Like many partners operating in Russia, Kirillova is not qualified as a Russian lawyer. Instead she relies on local lawyers to provide that input.
Kirillova started studying for a masters in Russian law in 1999 at the Moscow Institute of State and Law via a distance learning course. The Institute told Legal Week that she is expected to submit her final thesis by the end of May. She has been a visiting lecturer on Russian law at the University of Surrey since 1992.
The query over Kirillova’s activities in Uzbekistan coincides with comments from Tashkent State University, which conflict with Camerons’ statements on its existing inquiries into Iaroslavski’s qualifications.
One university official involved in the investigation says Camerons has made only one request for information on Iaroslavski’s qualifications, hand-delivered by local lawyer Arkadi Surkov on 19 January.
But the official says the request did not include a copy of Iaroslavski’s degree certificate as had been promised, so they sent the request back, making it clear that they would need to see the original document. Camerons did not get back in touch, the university claims.
Camerons denies this version of events.
“We have made several requests for confirmation of Ilia Iaroslavski’s qualifications from the Tashkent University, both in person and in writing,” the firm says in a statement.
“Our requests included a copy of the relevant diploma and a power of attorney signed by Ilia Iaroslavski. We were told by the university that unless such a request was made by a local law enforcement agency and was accompanied by the original diploma, the university would be unable to respond,” the statement says.
But when Legal Week read out Camerons’ statement, the university official said it was not necessary for a law enforcement agency to make the request for the university to respond.
In fact, the university has readily responded to a request made by Legal Week in April for information on Iaroslavski’s qualifications.
A letter signed by the deputy provost professor Shavkat Otazhonov and the university’s director of archive Ms Rakhimberdyeva, says: “Tashkent State University… several times has informed and one more time states the fact that Iaroslavski Ilia Solomonovich did not study and did not graduate from the Law Faculty of Tashkent State University during 1983 to 1989, and that Tashkent State University did not issue degree certificate no. 370990 with registration number 16959.”
At this point, the university had been given access to a copy of the degree certificate used by Iaroslavski and the numbers correspond to the copy of the certificate sent to Legal Week by Camerons.
In fact, the university says that the registration number on the degree certificate produced by Iaroslavski corresponds to one given to a woman who studied at the university several years later.
This has serious implications for Camerons, even though BAT is happy with the advice rendered by Iaroslavski. Lenny Abelman, BAT counsel for the region since 1996, says: “Iaroslavski thinks like a lawyer, acts like a lawyer; he is highly intelligent and is able to perform the services. We have never had anything to complain about.”
Iaroslavski used the degree certificate to gain a UK work permit and employment at Camerons in 1994. Until the beginning of this year, he worked as a senior lawyer at the firm and was in charge of up to 18 staff in the Tashkent office.
As part of that role he supervised the advice rendered by other Camerons lawyers and taught Uzbek law to English-qualified lawyers seconded to the office.
A curriculum vitae supplied to Legal Week by Camerons, says that during his seven years working with the firm he negotiated and drafted hundreds of contracts and agreements under Uzbek law, including acting as one of two chief lawyers – the other being Kirillova – advising BAT on its investment in the country.
On the CV Iaroslavski says: “I have complete authority to work on my own initiative and, as necessary, I report direct to the partner in charge of McKenna’s operations in the CIS.”
That partner is Kirillova, who has led the London-based CIS practice since 1994.
Since the investigations began in January, Iaroslavski has resigned from Camerons on the grounds of ill health. He still maintains a base in the UK in Reardon Street, London E1, but Camerons says he is currently in Israel with his family, recovering from a heart attack.
