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Nortel Networks (Netas) Acquisition by OEP
On 22 December 2010, One Equity Partners ("OEP") and Rhea Investments acquired 53.13% of the total share capital of Nortel Networks Netaş Telekomunikasyon A.Ş. ("Netas"), a listed company on the Istanbul Stock Exchange in Turkey, for a consideration of US$ 68,039,777 from Nortel Networks International Finance and Holding B.V. (in administration) ("NNIF").
Paksoy is pleased to announce that partners M. Togan Turan and Omer Collak acted as external counsel in conjunction with Latham & Watkins in representing One Equity Partners in this matter. The Seller, NNIF, is represented by Herbert Smith (as international counsel) and Somay (as local counsel) on this transaction.
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The main legislation regarding the banking industry in Turkey is the Turkish Banking Law No. 5,411 (‘the Banking Law’), the Turkish Central Bank Law No. 1,211 (‘the Central Bank Law’), the Turkish Capital Markets Law No. 2,499 (‘the Capital Markets Law’), the Law on the Protection of the Value of Turkish Currency No. 1,567, the Decree Law on Money Lending Transactions No. 90, and the regulations promulgated under these laws.- Paksoy
The one of the most significant principle in an M&A transaction is "the principle of maintenance of partnership structure" (or the maintenance principle) under Turkish Commercial Code. As is known, result of a merger and acquisition transaction affects two main actors: the first one is the company itself and the second is shareholders of the company in fact maintenance of the partnership structure is a result of the second affect of an M&A transaction.
Mediation as an alternative dispute resolution has been regulated by European Union Directive 2008/52/EC providing the application of mediation for civil and commercial cases in the member states of the European Union ("EU"). In some of the Member States of the EU the mediation is recent and has been regulated short time ago by their national laws and mediation has been enacted by a separate law.
Customs duties can be examined within the scope of two types of taxes which are expenditure tax and excise (Indirect) tax. Customs duty can be described as an expenditure tax. Expenditure taxes are for the services and goods produced sold or consumed. Customs duties are type of excise (indirect) tax as well because taxpayers reflect custom duties to consumer by including the tax into the prices of the goods to be sold. Taxable event, time and who to bear are not certain.
As well as the company establishment, an investor may take decision for termination of his/her company or a company's termination conditions stated in the laws may occur such that start of a liquidation process becomes unavoidable for the company. Liquidation process is a period which may take long time and in which a company's transactions and taxation procedures are subject to different terms and conditions than a general operation of company's activities.
The high economic growth of Turkey which has been going on for more than a decade now intensified Turkey's need for more energy. It is estimated that Turkey is going to need a substantial volume of energy which will amount to a 7 % annual growth for the Turkish energy market until the year 2023.
Corporate governance serves as a tool in order to ensure accountability, transparency and responsible management on the part of the enterprises which have increasingly been finding themselves in a more competitive world. Such practice is not only necessary because it results with efficiency in a world where the sine qua non of market survival heavily depends on better and more effective management but also because it mitigates the ill effects of corrupt practices that might develop within the firms.
Despite a slowdown in 2013 with 13% decline by sukuk volume, it is most likely to witness a distinct expand in next year since it will lie beyond Gulf region. UK, Luxembourg and Hong Kong will be hot players in sovereign sukuk market. Sukuk volume boost will predominantly substantiate by corporate issuers operating in regulated markets as a financing tool for their prospective investments. Particularly, extensive need in infrastructure financing will trigger sukuk issuance in the upcoming years. The fundamental reasons for the attractiveness of sukuk are its liquidity, functionality on trade and being rateable in terms of issuer country
Currently, the importance of the Liquefied Natural Gas ("LNG") has come to the fore with the discussions concerning the probable problems in natural gas import to the Europe due to the Crimean Crisis. According to the experts' opinion, the LNG import to the Europe may increase in the near future depending on the decrease of the natural gas import. In brief, the LNG plays an essential role as an energy resource.
Turkish pharmaceutical policy has changed radically and made progress starting from the last decade. In the meantime, some controversial topics such as reimbursement, pricing, authorisation, intellectual property rights, and quality and harmonisation process with the EU were and in fact still are the highly disputed issues. As a consequence of EU harmonisation process, patent, data protection and data exclusivity are one of the foremost areas of the debate. Within the framework of bilateral or multilateral agreements (TRIPs, Customs Union Agreement with the EU) Turkey needed to apply the international terms and conditions of patent and data protection
Starting with the trade liberalisation and opening up of the economies world over accordingly, each country has been trying to attract foreign capital through liberalised investment policies. In this connection, foreign investors started to seek investment destinations which provide most protective, hospitable and profitable climate for their investments. Consequently, many countries have entered into Bilateral Investment Promotion and Protection Agreements (BIPPAs) which not only encourage capital flows into their own countries but also provide safe business environment for their own investors abroad. 1 The multilateral trading system is basically an attempt by governments to make the business environment stable and predictable.