The Legal 500

EUROTOWER, 18TH FLOOR, IVANA LUCICA 2A, 10000 ZAGREB, CROATIA

What we say about the firm's legal practice in Croatia

Banking, finance and capital markets

Within Banking, finance and capital markets , Divjak, Topic & Bahtijarevic is a first tier firm,

Divjak, Topic & Bahtijarevic’s ‘excellent’ and sophisticated team ‘always responds in a timely manner and with high-quality legal observations’, and represents international banks and large corporate borrowers on a range of issues. The firm advised a 12-bank syndicate – including Commerzbank and Intesa Sanpaolo – on a €161m loan to Raiffeisen Bank, and advised Raiffeisen Bank International on providing a €40m credit facility for INA, the Croatian oil company. It acted for Messer Group’s Croatian subsidiary on its €100m bonds and notes refinancing, represented GTC in obtaining a €68m loan from EBRD to finance the construction of a shopping mall, and advised ANZ and Goldman Sachs on regulatory issues. In capital markets, the team prepared Croatian elements of the listing prospectus for Unicredit Bank as arranger of a Warsaw Stock Exchange listing of a European investment group. Practice head Damir Topic is recommended, with senior associate Martina Kalamiza and name partner Saša Divjak also involved in the practice.

Corporate and M&A

Within Corporate and M&A, Divjak, Topic & Bahtijarevic is a first tier firm,

Divjak, Topic & Bahtijarevic advises on transactions, competition law and provides day-to-day support including corporate governance, labour law or commercial contracts advice. Recent highlights include advising Port of Rijeka on its €70m investment agreement with International Container Terminal Services Inc regarding a new container terminal; representing Dogus on purchasing stakes in three local marina companies; and advising a US-based investor on acquiring two Croatian betting companies. It also represents a number of retailers and IT companies. M&A practice head Damir Topic and colleagues ‘always respond in a timely manner and with a high-quality legal observation of the issues’. Saša Divjak heads the corporate support and employment teams. Media and entertainment expert Kristina Delfin Kanceljak joined in October 2011 to head the firm’s new specialist team.

Foreign investment, projects and privatisation

Within Foreign investment, projects and privatisation, Divjak, Topic & Bahtijarevic is a first tier firm,

Divjak, Topic & Bahtijarevic recently advised an international bank on financing for a wind farm, and advised clients on investments into manufacturing or utilities facilities. This excellent team advised a leading bio-ethanol producer on developing a new $300m bio-ethanol production plant in Croatia, and acted for an investment firm on its acquisition of a Croatian real estate company. Emir Bahtijarevic heads the practice.

Legal market overview

Within Legal market overview,

Bogdanovic, Dolicki & Partners, Divjak, Topic & Bahtijarevic, Porobija & Porobija and Zuric i Partneri remain key names in the market, despite lawyer departures from some. A number of Austrian law firms have offices staffed by a mix of Croatian and Austrian lawyers, and these include CMS Reich-Rohrwig Hainz Branch Office Zagreb, Schoenherr Rechtsanwälte GmbH in co-operation with Croatian Lawyers and Wolf Theiss - Zagreb branch.

Real estate and construction

Within Real estate and construction, Divjak, Topic & Bahtijarevic is a first tier firm,

Divjak, Topic & Bahtijarevic has built substantial experience acting on large industrial, retail or tourism sector real estate developments, from associated corporate structuring and contracts advice to project financing. It advised Heitman European Property Partners IV on a joint venture with TriGranit Development Corp and subsequent purchase of a 50% stake in Zagreb’s 180sq m Arena shopping centre, and represented GTC in obtaining a €68m loan from EBRD to finance construction of a shopping mall. Other recent work includes advising a developer on a €80m golf course and hotel resort on the Adriatic coast, and acting for the seller on the €7m sale of a hotel on the island of Šipan. It continues to advise a global investment management company on a series of sale-and-leaseback transactions. Name partner Emir Bahtijarevic heads the practice and is recommended.


Legal Developments in Croatia

Legal Developments and updates from the leading lawyers in each jurisdiction. To contribute, send an email request to
  • Restitution of Property to non-Croatian Citizens – Possible at Last?

    After 14 years from the adoption of the Croatian Restitution Act, restitution to non- Croatian citizens of their nationalised property has become possible after the issuance of a Croatian Supreme Court ruling. Will the remaining restitution proceedings be finalised at last?
  • Implementing Regulations on Public Procurement

    On 1 January 2008 the new Public Procurement Act came into force. However, following the coming into force of the new Act the Public Procurement Office, a regulatory body authorized to develop and coordinate the public procurement system in Croatia reported that in the practice the new Act is actually suspended until the regulations necessary for its implementation are adopted.
  • Amendments to the Personal Data Protection Act

    On 28 March 2008 Croatian Parliament enacted Amendments to the Personal Data Protection Act ("Amendments").
  • Amendments to Civil Obligations Act

    The currently applicable Croatian Civil Obligations Act was enacted in 2005 ("2005 Act") with a goal of harmonizing Croatian legislation with a number of EU Directives relating to combat against late payment in commercial transactions, self-employed commercial agents, sale of consumer goods and associated guarantees, liability for defective products, as well as package travel.
  • Amendments to Electronic Commerce Act

    On 17 June 2008 the Amendments to Electronic Commerce Act ("Amendments") came into force. These amendments are aimed at fully harmonizing Croatian electronic commerce regulations with the relevant EU laws.
  • One-Tier Corporate Governance System Introduced in Croatian Legal System

    On 3 October 2007 Croatian Parliament enacted the Amendments to the Companies Act which should enter into force on 1 April 2008 ("Amendments", "Act"). These Amendments represent the first substantial change to the Act since 2003.
  • New Takeover Act Enacted

    Background
  • New Public Procurement Act

    On 1 January 2008 the new Public Procurement Act came into force. The Act was modeled on a number of EU regulations concerning public procurement, most notably directive on coordination of procedures for award of public works, public supply and public service contracts, directive on procurement procedures of entities operating in the water, energy, transport and telecommunications sectors, as well as directive on review procedures to the award of public supply and public works contracts.
  • Resignation of a Member of the Management Board

    In a recently published decision, the Croatian High Commercial Court held that in corporations having two-tier corporate structure, the Supervisory board (as a body resolving on appointment and revocation of members of the Management Board) is not authorised or required to resolve on resignation of the Management Board's member. The court was on the standpoint that the resignation has legal effects as of the moment of its delivery to the Supervisory board. As a result, once the Supervisory board receives a resignation of a member of Management Board, it is not to discuss such resignation, but only undertake necessary steps to appoint new member of the Management Board and register the changes with the competent registry court.
  • Constitutional Court Rules on Squeeze Out

    According to recent press release, in February 2007 the Croatian Constitutional Court overruled the claim filed by minority shareholders of Siemens affiliate in Croatia. The minority shareholders requested the Constitutional Court to declare that rules on squeeze-out introduced into Croatian legal system under the 2003 Amendments to Companies Act are in violation of the Croatian Constitution. Under the disputed rules, shareholders' meeting may, at the request of the majority shareholder holding at least 95% of the shares, decide to transfer to such majority shareholder the shares held by minority shareholders, provided that the squeezed-out shareholders are paid appropriate compensation.