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Estonia > Corporate and M&A

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  1. Corporate and M&A
  2. Leading individuals

Leading individuals

Glikman & Partnerid continues to make its presence felt in the corporate arena, attracting a raft of major-name clients, including Estonian Post, Danske Bank, Polish airline LOT and Ericsson, advising it on a number of matters including expansion in Estonia. Marianna Hagström and Daisy Tauk ‘always hold to deadlines, even if the time limit is very short’, while senior associate Pille Pettai ‘is amazingly supportive and thorough, we trust her with both eyes closed’.

Depth of resources and a platinum client list place LAWIN at the forefront of corporate work. It acted for Scandinavian electronics manufacturer Elcoteq on the €30m sale of part of its Estonian manufacturing plant to Ericsson, while Coca-Cola, Goodyear Dunlop and Cisco Systems are just a sample of ongoing clients. Experienced professional Martin Simovart leads the ‘excellent’ practice and has been appointed head of LAWIN’s newly-created pan-Baltic M&A practice group.

Attorneys at Law Borenius has ‘a good number of specialists’ who are ‘always there when we need them’. Sten Luiga and Peeter Kutman are a strong transaction duo, attracting leading companies and major banks as clients. The firm acted for Alexela, Estonia’s largest owner of petrol stations, on the sale of its Lithuanian business to Neste Oil, and is advising Swedbank, Nordea and Danske Bank on the feasibility of establishing a common, Baltic-wide ATM network.

Few major deals come to market without Raidla Lejins & Norcous’ involvement, its corporate team ‘highly professional’ and among the most experienced in the country. It includes managing partner Jüri Raidla and Sven Papp, who provide everyday corporate advice to Nokia, IBM and Eesti Energia, while transactions included acting for Telia Sonera on its €328m takeover bid for Eesti Telekcom.

Highly focused in this area is Sorainen, which fields a strong team led by Karin Madisson (corporate advisory), Toomas Prangli (M&A and private equity) and Kadri Kallas, with all three singled out for their ‘knowledge of Estonian business’ and ‘excellent service to foreign clients’. Senior associate Risto Agur is ‘clever, sharp and precise’ and noted for his restructuring expertise. The firm acted for AON in the cross-border merger of its Baltic subsidiaries, while Veolia Water, Hewlett-Packard and Merck Serono are clients.

Tark Grunte Sutkiene is a major force in corporate transactions, with the M&A team the largest in the firm. It has a bulging client list of major international and domestic clients, such as Avon Costmetics, Ernst & Young Baltic, Maersk, Microsoft Estonia, Samsung and Scandinavian airline SAS, acting for the latter in the sale of its minority share in Estonian Air to the Estonian government. The ‘business-orientated’ Risto Vahmets and Toomas Taube lead the practice that is ‘definitely a leader – very modest but highly professional’.

VARUL attracts major international corporations as clients, such as Fujitsu Services, AstraZeneca, and Merck Sharp & Dohme (which it is advising on local law following its merger with Schering-Plough). Ants Mailend again leads the team, which provides ‘an in-depth analytical approach and fast response times’.

Law Office Eversheds Ots & Co receives a steady stream of decent instructions, regularly opposing larger firms across the deal table. Of note is the firm’s experience in the energy and environmental sectors, acting for a global pump manufacturer on the cross-border merger of its Baltic companies. Maivi Ots is supported by experienced associate Lauri Liivat.

The departure of former name partner Ilmar Straus from Law Firm Glimstedt will severely impact on the corporate practice, which at the time of writing has no leadership at partner level. That said, the firm still advises on credible deals, such as acting for major regional private equity investor BaltCap on the exit of its investment in Koolitööd, the e-school.

Full-service firm Lextal Law Firm advises on all areas of corporate and M&A, including shareholder issues, company formation, restructuring and liquidation. Urmas Ustav and Ants Karu lead the practice.

Despite its Scandinavian roots, MAQS Law Firm has a substantial local client base advising on significant deals, such as acting for Hanseatic Capital Estonia on the acquisition of a 95% shareholding in the largest dairy producer in Estonia, Väätsan Agro. International clients include Siemens and Unilever. Managing partner Veikko Toomere is head of corporate.

The client focus and ambition of Tamme Otsmann Ruus Vabamets is attracting a steady stream of impressive instructions, acting for the Estonian government is its acquisition of 90% of Estonian Air, subject to parliamentary approval. The team includes Tõnis Tamme and capable senior associates Ergo Blumfeldt and Liina-Maarja Uuemõis.

The strong finance practice at Aare Raigi Advokaadibüroo attracts a number of corporate clients and the firm has a proven track record in significant transactions. Clients include an international ship bunkering company, which the firm advised on various corporate governance and contract matters. Aare-Heino Raig is assisted by Margus Raig.

Aivar Pilv Law Office has a quality client base that includes local governments such as Tallinn City, and the Estonian subsidiary of Lindorff. The firm handles their daily corporate needs, with managing partner Aivar Pilv at the helm.

Niche corporate firm Arvisto & Koch advised on a number of mid-market deals, despite its two-partner size. They included acting for a Swedish-based investment fund in a significant share purchase, and advice to an international private equity fund on the acquisition of an Estonian textile company. Margus Arvisto leads the practice.

With ten offices in Central and Eastern Europe, bnt Attorneys-at-law attracts a host of global companies with cross-border needs in the region, such as FedEx, Epson and Puma, advising the latter on the restructuring of its Estonian subsidiary. Mark Butzmann has ‘a huge knowledge in the field of all corporate law matters and Estonian business in general’.

Concordia Attorneys at Law has a number of partners advising in this area, such as Mihkel Tasa, who acted for Austrian Gaming Industries in the takeover of Play-In Casino Group; and Ott Saame and Kaidar Sultson, who have advised DHL Finland and Nordea Bank.

Hedman Partners attracts some interesting deals and acted for Finnish retail chain Stockmann in the €1.2m acquisition of its own shares amid much press attention. Kalle Pedak is lead corporate adviser at the firm.

Jüri Ploom at Pohla & Hallmägi is an experienced professional, assisting a global pharmaceutical with corporate matters and representing a number of Scandinavian companies on various acquisitions.

Law Office Tehver & Partners handles mid-market deals, recently advising a significant agriculture and forestry company on the restructuring of its group of companies. Of note is Jaanus Tehver’s focus in the insurance sector.

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Legal Developments in Estonia

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  • Estonia allows claiming punitive damages

    Normal 0 21 false false false EN-US X-NONE X-NONE /* Style Definitions */ table.MsoNormalTable {mso-style-name:"Table Normal"; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-priority:99; mso-style-parent:""; mso-padding-alt:0cm 5.4pt 0cm 5.4pt; mso-para-margin:0cm; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:"Times New Roman","serif"; mso-ansi-language:EN-US; mso-fareast-language:EN-US;} Normal 0 21 false false false EN-US X-NONE X-NONE /* Style Definitions */ table.MsoNormalTable {mso-style-name:"Table Normal"; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-priority:99; mso-style-parent:""; mso-padding-alt:0cm 5.4pt 0cm 5.4pt; mso-para-margin:0cm; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:"Times New Roman","serif"; mso-ansi-language:EN-US; mso-fareast-language:EN-US;} On 31 st December 2010 amendments to the Law Obligations Act (hereinafter LOA) came into force in Estonia, introducing the regulation allowing claiming punitive and preventive damages. Though the new regulation allows exemplary damages to be awarded only in the event of non-proprietary damages, it nevertheless constitutes a general paradigm shift, allowing for a much broader protection of personal rights.
  • Review of reorganisation proceedings in Estonia

    Until the adoption of Reorganisation Act Estonian legislation did not provide efficient regulation for companies which were in temporary financial difficulties, but could be “rescued” via certain turn-around proceedings to overcome the economically difficult period.  
  • New Estonian Advertising Act

    New Advertising Act has entered into force from 1st of November 2008. The main reason for drafting the new Act was the current situation in the advertising market – the legal regulation of the Advertising Act passed in 1997 needed to be modernized. Requirements for advertising goods and services, which are likely to cause controversy in the society, have been specified. Additional restrictions have been provided for advertising of alcohol products and financial services, while exemptions have been added to the advertising regulation of tobacco products and gambling. The efficiency of surveillance has been improved and additional measures have been taken. Consistency with the EU law is important in order to avoid discrimination of foreign manufacturers and service providers. Drafting a new act was expedient, whereas extensive amendments were to be made to the current legal regulation of advertising.
  • Division of the company as the joint property between the spouses

    The Civil Chamber of the Estonian Supreme Court has thoroughly handled the topics of division of joint property, repeated some earlier principles and given the clear instruction in the proceeding of division of the joint property of spouses in the question of assessment of the value of the company.
  • Estonian Supreme Court on the tax avoidance rules in share transfers

    The Estonian Supreme Court handled the taxation of the earnings of the physical persons through the application of the rule of economic interpretation (Taxation Act § 84) in its decision of 6 November 2008. In this case the Supreme Court gave the instructions which circumstances are important for establishing the existence of the objective of tax evasion. This is a significant decision in the cases of transfer of securities, where the tax authority has found that the substance and form of the transaction are not in compliance and in no doubt will have its impact to assessing the tax consequences of corporate restructurings.

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