Schoenherr in cooperation with Croatian lawyers > Zagreb, Croatia > Firm Profile
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Schoenherr in cooperation with Croatian lawyers > The Legal 500 RankingsSchoenherr in cooperation with Croatian lawyers’ three-strong team provides a ‘solutions-oriented’ service to a myriad of stakeholders, including corporates, banks and insurance companies, across a wide variety of transactional and regulatory matters including acquisition finance and non-performing loan mandates (on both the buy and sell side). The team is also well co-ordinated with offices throughout the CEE region, enabling it to provide a shared knowledgebase to clients on cross-border mandates and complex EU regulatory mandates.
Kresimira Krušlin Ćurić
Other key lawyers:
‘People, diversity and collaboration makes this team better than those of other firms at the market.’
‘Commitment to the client, problem solving and covering of a broad area of business.’
Sberbank of Russia
EBRD – European Bank for Reconstruction and Development
HETA ASSET RESOLUTION (previously HYPO ALPE-ADRIA-BANK INTERNATIONAL)
LynxCap Group AG
Privredna Banka Zagreb d.d.
- Advised OTP (both Croatian and Hungarian banks) on the sale of its insurance company in Croatia to Groupama, a French insurance group.
- Advised Privredna Banka Zagreb to assess its ISDA portfolio and necessary legal actions due to Brexit in order to comply with regulatory requirements.
‘Excellent team, always available and knowledgeable.’
‘The team has an in-depth knowledge of Croatian corporate law and practice, and are well informed of the latest trends in local M&A in the banking sector, all of which was very useful for our company.’
‘Ivan Einwalter is an excellent lawyer, very responsive, experienced and constructive. He creates value for his clients.’
‘I would like to mention Ivan Einwalter as stand-out figure in the Zagreb office. His devotion to the client’s issues, thoroughness, yet with a pragmatic approach give the client a comfort that it is in safe hands.’
‘Both Ivan Einwalter and Dina Vlahov Buhin are excellent partners handling their job in a very professional matter. They communicate exactly, on time with a lot of additional advice for any legal matter I needed. They deliver the job on time and within the expected budget.’
‘Ivan Einwalter and Dina Vlahov Buhin were always available and in a complicated deal, they were always able to propose very efficient solutions in order for the deal to go ahead.’
‘Dina Vlahov Buhin is an excellent lawyer, very analytical and solution oriented. Her creative problem-solving approach never disappoints.’
‘Vice Mandarić is a point of contact for any complex matter. With his excellent understanding of commercial issues, he is able to solve any legal issue in an understandable way.’
TELIA COMPANY AB
Johnson & Johnson S.A.
NETS CEE d.o.o.
Weinhandl & Co
Runs Like Butter
ALCA ZAGREB d.o.o.
B.S.A. International (Lactalis group holding company)
- Advised TUI and its subsidiary TUI Travel Overseas Holdings Ltd on a complex transaction of (i) the acquisition of a group of companies in Croatia from its joint venture partners, Fortenova Group (ex Agrokor) and Karisma Resorts International S.A., and (ii) TUI’s simultaneous disposal of 50% of shares in a Panamanian group of companies held by Karisma Hotels Caribbean S.A. to Karisma Resorts International S.A
- Advised Weinhandl & Co and its related parties on the acquisition of (i) 100% of shares in HETA Asset Resolution Croatia d.o.o., a regulated leasing company, and (ii) indirect acquisition of 100% of shares in Alpe Adria Poslovodstvo d.o.o. and EPSILON GRAĐENJE d.o.o. from HAR GmbH, an affiliate of HETA Asset Resolution AG, as well as (iii) a cross-border performing/non-performing loan portfolio booked in HETA Asset Resolution AG.
- Advising B.S.A. International as a majority shareholder of listed company Dukat d.d., in respect of relations with minority shareholders and contemplated ‘squeeze-out’ as well as subsequent delisting from the Zagreb stock exchange.
Croatia > Dispute resolution Tier 2While it is active across a range of commercial disputes, Schoenherr in cooperation with Croatian lawyers is particularly well regarded for its representation of financial institutions in high-value mandates. The ‘exceptional’ Vice Mandarić heads the team and is ‘capable of finding out-of-the-box, innovative but straightforward solutions to the most complex legal issues’.
‘Vice Mandarić is an exceptional lawyer who is capable of finding out-of-the-box, innovative but straightforward solutions to the most complex legal issues. With a great understanding of how the legal system in Croatia works, and a commercial way of thinking, he is certainly MVP and man of the hour in Schoenherr’s dispute resolution team.’
‘Vice Mandarić is recommended.’
‘Vice Mandarić is highly skilled in commercial and public procurement law, as well as in dispute resolution. He has been acting as a transactional lawyer as well, which is of additional benefit in understanding and solving commercial disputes.’
B.S.A. International S.A
JOHNSON & JOHNSON S.E.
DS SMITH UNIJAPAPIR CROATIA
Sberbank of Russia
Sberbank EUROPE AG
Sberbank d.d. Croatia
Sberbank banka d.d. Slovenia
Privredna banka Zagreb d.d.
RE Finanzierungs, Raiffeisen Evolution
Bramac, Monier Group
AGRAGOLD Brcko, Pig Improvement Company (UK), AGRAGOLD d.o.o. Zagreb, Instan-tina Nahrungsmittel Entwicklungs- und Produktions-Ges.m.b.H.
TUI Travel House, Sunsail Adriatic, TUI
Team System Infocom
VELIT INSTALACIJA d.o.o.
- Advising BSA International in a dispute with a former shareholder regarding squeeze-out compensation.
- Defended Daimler AG, which had been sued by a former high-level employee for damages over the employee’s alleged unlawful dismissal.
S IMMO AG
Montenegro’s Electrical Power Company’s (EPCG)
- Advising Montenegro’s Electrical Power Company’s (EPCG) on entering into a joint venture with Austrian Ivicom for developing a 50MW wind power project Green Gvozd.
- Advised S IMMO AG on the acquisition of an office building, located in the proximity of the Zagreb city centre.
‘Accessibility and dedication for client problems.’
‘They know to listen, think 2-3 steps ahead, including on potential consequences and provide good suggestions for work-arounds.’
‘The individuals we work with have extensive experience in legal issues related to real estate, and their approach is very analytical.’
‘Schoenherr is able to cover all aspects of any transaction. You can be certain that any question that comes up during a transaction will be covered by a member of the Schoenherr team.’
‘Schoenherr has excellent real estate and construction expertise.’
‘Ksenija Šourek is our go-to lawyer whenever we have any real estate-related questions. She is not only excellent at what she does, but her level of commitment and 24/7 availability really makes her stand out. Another advantage of working with Šourek is that she works equally great in German, English or Croatian.’
‘The quality of Ksenija Šourek’s work is always outstanding!’
‘Ksenija Šourek effectively manages any kind of deadline, she is an expert in her legal area but also manages any inter-disciplinary questions.’
S IMMO Group
FACC Operations GmbH
UNIQA Real Estate GmbH
- Regularly advising LIDL since its market entry in 2001 on real estate acquisitions and various real estate aspects of development and operation of LIDL stores in Croatia.
- Advised real estate investment company S IMMO AG on the acquisition from CA Immo of the Class A office building – ‘Zagrebtower’, located in the Zagreb’s business district, with a lettable area of approx. 25,900 sqm.
- Advised FACC on the acquisition of the construction land in the proximity of the City of Zagreb and is currently advising the client on the development of a production plant on the land in question.
Croatia > EU and competition Tier 3Benefiting from ‘in-depth knowledge of the competition principles and case law’ and also able to effectively leverage its CEE/SEE resources, Schoenherr in cooperation with Croatian lawyers is well-placed to advise on purely domestic and multi-jurisdictional matters. ‘Creative and solutions-oriented’ team head Ana Mihaljević (Marjančić) regularly advises on compliance issues, as well as merger control matters.
Ana Mihaljević (Marjančić)
‘The team has in-depth knowledge of the competition principles and case law. On the top of it, some of the work included several jurisdictions.’
‘The team is very committed, proactive and will always do its best to achieve the optimal results for the client.’
‘Ana Mihaljević (Marjančić) is an extremely competent and hardworking lawyer. She thinks strategically and has exceptional communication skills. She also has a very profound knowledge when it comes to competition, and is very responsive and easy to work with.’
‘Ana Mihaljević (Marjančić) is reliable, creative, and solutions-oriented.’
Philip Morris Zagreb d.o.o.
Polleo Adria d.o.o.
- Providing regular competition law advice to Philip Morris in Croatia, including on the impact of the new Unfair Trading Practices Act, falling under the competences of the Croatian Competition Agency.
- Advised Polleo Adria on compliance matters related with placing of their products on the Croatian market.
- Provided the competition law advice pursuant to TUI AG/TUI TRAVEL OVERSEAS HOLDINGS LIMITED (TUI AG subsidiary)’s intended purchase of Karisma Hotels Adriatic Group of companies from Fortenova Group (exAgrokor) and Karisma Resorts International S.A.
Schoenherr in cooperation with Croatian lawyers > Firm Profile
The firm: Schoenherr is a leading full service law firm, with 15 offices and several country desks in the Central and Eastern Europe. As one of the first international law firms to move into CEE/SEE, the firm has grown to be one of the largest firms in the region.
Schoenherr commenced its activities in Croatia in 2001. Initially with a strong focus on M&A, the office profited from the thriving economic activity in Croatia at the beginning of the millennium. Schoenherr, together with independent Croatian lawyers, was involved in most of the headline deals, including privatisations in the insurance and energy industries (gas utilities), private to private transactions in the insurance and banking sectors, and foreign investment in the pharmaceuticals and food trading industries. Building on this early success, Schoenherr has acted for many of the large real estate investors attracted to Croatia in recent years. In line with market developments, the office has recently experienced a rapid expansion of its banking & finance practice.
Areas of practice: The firm’s main practice areas are corporate, mergers and acquisitions, banking and finance, real estate and construction, dispute resolution, competition, labour and employment, intellectual property, insolvency and restructuring and privatisation projects and energy.
|Banking, finance and capital markets||Kresimira Kruslin Curic|
|Commercial, corporate, M&A||Luka Lopicic|
|Commercial, corporate, M&A||Ivan Einwalter|
|Dispute resolution||Vice Mandaric|
|EU and competition||Ana Mihaljevic (Marjancic)|
|Intellectual property||Dina Vlahov-Buhin|
|Privatisation, projects and energy||Petra Santic|
|Real estate and construction||Ksenija Sourek|
|Ivan Einwalter||Partner||View Profile|
|Krešimira Krušlin Ćurić||Attorney at law||View Profile|
|Krešimira Krušlin Ćurić||Attorney at law||View Profile|
|Vice Mandarić||Partner||View Profile|
|Ana Mihaljević (Marjančić)||Attorney at law||View Profile|
|Ana Mihaljević (Marjančić)||Attorney at law||View Profile|
|Dina Vlahov Buhin||Attorney at law||View Profile|
|Petra Šantić||Attorney at law||View Profile|
|Ksenija Šourek||Attorney at law||View Profile|
LanguagesBosnian Croatian English Serbian
OtherOther office : Austria (HQ) Other office : Belgium/EU Other office : Bulgaria Other office : Czech Republic Other office : Hungary Other office : Moldova Other office : Montenegro Other office : Poland Other office : Romania Other office : Serbia Other office : Slovakia Other office : Slovenia Other office : Turkey Other office : Albania Other office : Bosnia & Herzegovina Other office : North Macedonia Other office : Ukraine
Press Releases25th November 2022 Schoenherr advised Vienna-based property company CA Immobilien Anlagen Aktiengesellschaft ("CA Immo") on the sale of its Romanian portfolio to Romanian investment entity Paval Holding.
14th September 2022 Schoenherr in cooperation with Moravčević Vojnović and partners advised Greiner Packaging International GmbH (Greiner) on all legal aspects of its 100 % acquisition of Serbian PET flake producer ALWAG DOO NOVA GAJDOBRA from ALING-CONEL d.o.o. Gajdobra (Serbia) and REIWAG Facility Services GmbH (Austria).
Austria/CEE: Schoenherr advises on the sale of significant parts of Kontron Group’s IT services business in eleven countries for EUR 400m15th August 2022 Schoenherr advised stock exchange listed technology group Kontron AG (formerly S&T AG) on the sale of significant parts of Kontron Group’s IT services business to VINCI Energies S.A. in the course of a competitive auction process for a purchase price of approx. EUR 400m.
Schoenherr advises NEXI on signing agreement with Intesa Sanpaolo regarding merchant acquiring business in Croatia6th July 2022 Schoenherr advised NEXI S.p.A. ("NEXI") on reaching an agreement with Privredna banka Zagreb d.d. ("PBZ Bank") and PBZ Card d.o.o. ("PBZ Card"), a Croatian company indirectly controlled by Intesa Sanpaolo S.p.A., to purchase PBZ Card’s merchant acquiring business in the Croatian market, for consideration of EUR 180m.
4th July 2022 Schoenherr advised Caverion Österreich GmbH on acquiring all shares in PORREAL GmbH in Austria, also including its subsidiary ALEA GmbH (together "PORREAL Group").
9th June 2022 Schoenherr advised ARZ Allgemeines Rechenzentrum GmbH (ARZ), a technology service provider focused on the banking sector in Austria, on its acquisition by Accenture.
Austria: Schoenherr advises MedAustron in EIA milestone of fourth treatment room at centre for ion therapy and research and receiving operating permit24th May 2022 Schoenherr advised the Austrian cancer treatment and research centre MedAustron in the environmental impact assessment for the commissioning of a fourth treatment room.
20th May 2022 Schoenherr advised the Austrian scale-up Storyblok on its Series B financing worth USD 47m, one of several major transactions in the Austrian start-up scene on which Schoenherr has advised in the recent past.
9th May 2022
Schoenherr advised Austrian HS Timber Group on the acquisition of Luvian Saha Oy, one of the largest private sawmills in Finland, from private owners. The transaction closed on 29 April 2022.
4th May 2022 Schoenherr won the "CEE Wide Law Firm of the Year" award at this year's Chambers Europe Awards Gala hosted by the renowned legal publisher Chambers and Partners.
Schoenherr advises HS Timber Group and Blue Minds on the sale of Interfloat to Borosil Renewables, Limited, India4th May 2022 Schoenherr advised Austrian HS Timber Group and Blue Minds on the sale of Interfloat Corporation and GMB Glasmanufaktur Brandenburg GmbH to Borosil Renewables Ltd, listed on the Indian Stock Exchange. The transaction agreement was executed on 25 April 2022. Closing is expected in the first half of 2022 and is still subject to the fulfilment of customary regulatory approvals.
29th April 2022 Schoenherr advised S&T AG, an Austrian company listed on the Frankfurt Stock Exchange, in connection with the voluntary partial public takeover offer by grosso tec AG (Germany) on issues of Austrian law. Hogan Lovells advised S&T AG on German law issues.
5th April 2022 Schoenherr was awarded the "Austria M&A Legal Adviser of the Year" by Mergermarket at the European M&A Awards Gala on 31 March 2022.
Schoenherr advises IMMOFINANZ supervisory board in bidding contest between CPI Property Group and S IMMO9th March 2022 Schoenherr advised the supervisory board of Austrian IMMOFINANZ AG in connection with the two competing takeover bids by CPI Property Group SA and S IMMO AG.
8th February 2022 Schoenherr has advised the board of the Austrian pharmaceutical wholesaler Herba Chemosan Apotheker-AG (Herba Chemosan) on the recent management buy-out (MBO).
Schoenherr advises RGREEN INVEST on unique EUR 15m green bond to finance photovoltaic plant in Bulgaria7th February 2022 Schoenherr advised RGreen Invest, a French management company representing a fund for green energy projects, on a EUR 15m bond to finance the construction of a photovoltaic plant near the town of Razlog in southwestern Bulgaria, as well as on a standard security package for it. The bond's issuer is a member of the Renalfa group, a leading Bulgarian clean energy and e-mobility provider with a focus on renewable energy generation assets.
3rd February 2022 Schoenherr advised Chaos, a global leader in photorealistic rendering technology, on the Bulgarian law aspects of its merger with Enscape, a leading developer of real-time rendering and design workflow technology for the Architecture, Engineering and Construction (AEC) industries.
2nd February 2022 Schoenherr supported the Austrian Mayr-Melnhof Holz group in the financing of its acquisition of Swedish sawmill group Bergkvist Siljan.
2nd February 2022 Schoenherr recently announced the promotion of three equity partners and two contract partners effective 1 February 2022. This round of promotions has now been extended to include four new counsels: Sara Khalil, Iliyana Sirakova, Marco Thorbauer and Bojana Vareskic.
24th January 2022 Schoenherr has, yet again, been named top M&A legal advisor in the Austrian market by Mergermarket. For over a decade, Schoenherr has been leading the Austrian Mergermarket M&A league tables.
20th January 2022 Schoenherr advised the Austrian high-tech company Easelink, a provider of automated electric vehicle charging solutions, on its EUR 8.3m Series A financing round.
Schoenherr advises Austrian unicorn Bitpanda on expansion of its product portfolio to include exchange traded cryptocurrencies20th January 2022 Schoenherr advised the Austrian fintech Bitpanda on the expansion of its product portfolio to include exchange traded cryptocurrencies. This product provides investors with easy access to crypto assets via a liquid financial instrument traded on a regulated exchange.
17th January 2022 Schoenherr advised Mirova and RP Global on the sale of two onshore wind farms in Dalmatia, Danilo (44MW) and Rudine (34MW), to Professio Energia d.d. (DLPR, Zagreb Stock Exchange). Before the closing of this transaction, Privredna Banka Zagreb d.d., a member of Intesa Sanpaolo Group, refinanced loans provided by the IFC and UniCredit. Schoenherr acted as lead counsel to Mirova and RP Global on both the sale and refinancing transactions.
13th January 2022 Schoenherr advised the Managers on the successful issue of EUR 750m 0.01 %. Mortgage Pfandbriefe due 2028 (AT0000A2UXM1) and EUR 750m 0.50 %. Mortgage Pfandbriefe due 2037 (AT0000A2UXN9) by Erste Group Bank AG.
4th January 2022 Schoenherr advised Palfinger AG, a leading provider of innovative crane and lifting solutions, on the reversal of the cross-shareholding with the SANY Group, a Chinese equipment manufacturing group.
Schoenherr advises UNIQA on successful issue of new EUR 375m green tier 2 notes and notes repurchase16th December 2021 Schoenherr advised UNIQA Insurance Group AG, one of the leading insurance groups in Austria and CEE, on its successful issue of new EUR 375m green tier 2 notes and concurrent repurchase of existing subordinated notes in the same principal amount.
14th December 2021 Schoenherr advised the RegTech start-up 360kompany AG and its shareholders on the sale to Moody’s Corporation, on what is purported to be one of the biggest exits in Austria's start-up scene to date.
3rd December 2021 Schoenherr advised Sanofi, a global leader in healthcare, on the acquisition of 100 % of the shares in Origimm Biotechnology GmbH, a private Austrian biotechnology company.
26th November 2021 Schoenherr advised Slate Asset Management, a global alternative investment platform focused on real estate, on the acquisition of a portfolio of essential real estate assets in Austria and Slovakia for approximately EUR 90m.
24th November 2021 Schoenherr advised the Liechtenstein Group on its investment in Tesvolt GmbH, a technology leader for energy storage in the commercial and industrial sector.
19th November 2021 Schoenherr Romania advised Aquila Part Prod Com on the successful completion of an initial public offering ("IPO") for the sale of some 66.6m new shares, for a total price of approx. EUR 74m.
Schoenherr to strengthen leadership across Austria and CEE by appointing new equity and contract partners5th November 2021 Schoenherr will substantially strengthen its leadership by appointing new equity and contract partners across Austria and CEE effective 1 February 2022.
22nd October 2021 Schoenherr advised the leading French-based all-in-one digital marketing platform Sendinblue SAS on the acquisition of Metrilo OOD ("Metrilo"), a Bulgarian e-commerce metrics company, from its founders and several investors such as Speedinvest II International GmbH, LAUNCHub Fund Coöperatief U.A. and Eleven Capital AD. The advising team in Schoenherr's Bulgarian office advised on all major legal aspects of the transaction, including due diligence and negotiation of transaction documents.
Schoenherr advises Nice & Green S.A. on innovative convertible notes funding programme with Marinomed Biotech AG18th October 2021 Schoenherr advised Swiss investment firm Nice & Green S.A. on an innovative convertible notes funding programme (CNFP) with Vienna Stock Exchange listed Marinomed Biotech AG.
Schoenherr advises Joint Lead Managers on issue of EUR 250m covered bank bonds by Kommunalkredit Austria AG6th October 2021 Schoenherr advised the Joint Lead Managers on the successful issue of EUR 250m 0.01 % covered bank bonds due 2028 by Kommunalkredit Austria AG.
28th September 2021 Schoenherr advised ZECH Bau Austria GmbH, a German owner-managed construction company, on the acquisition of Implenia Baugesellschaft mbH's building construction business in Austria by virtue of an asset deal. The closing of the transaction is currently subject to merger control clearance.
22nd September 2021 Schoenherr advised P&I Personal & Informatik GmbH on the acquisition of 100 % of the shares in VRZ Informatik Gesellschaft mbH (Dornbirn) and its sister company ThinkCreateAct AG (Switzerland). The transaction is currently subject to the condition precedent of regulatory clearance. With the acquisition of the VRZ Group, P&I AG is expanding its presence in Austria and Switzerland.
17th September 2021 Schoenherr advised the owner and CEO of Dentatechnica EOOD, the largest distributor of dental equipment and consumables in Bulgaria, on a transaction with Dentotal (Romania), a subsidiary of Abris Capital Partners. Subject to competition authorities' approval, Dentatechnica will become part of Dentotal Group with the aim of creating a regional leader through organic growth and further consolidation of local markets in Romania and Bulgaria.
Schoenherr advises Wienerberger AG on the successful placement of 2.5 million treasury shares through accelerated bookbuilding8th September 2021 Schoenherr advised Vienna Stock Exchange listed Wienerberger AG, a leading international supplier of building materials and infrastructure solutions, on the EUR 81.25m placement of treasury shares with institutional investors.
31st March 2020 Once again, Schoenherr has advised on a billion-euro transaction in the CEE region: An international Schoenherr team assisted UNIQA on the acquisition of AXA subsidiaries in the Czech Republic, Poland and Slovakia for a purchase price of around EUR 1bln.
31st March 2020 Schoenherr is strengthening the ranks of equity partner, contract partner and counsel with new promotions effective as of 1 February 2020. With Pawel Halwa and Thomas Kulnigg, Schoenherr promotes two longstanding Schoenherr experts to equity partners. Constantin Benes, Leon Kopecký, Günther Leissler, Laurenz Schwitzer, Manuela Zimmermann, Georgiana Bădescu, Mădălina Neagu and Miloš Laković are promoted to contract partners, and at counsel level, Dominik Hofmarcher and Clemens Rainer have moved up in the ranks.
Legal Developments26th September 2017
A landmark decision was issued yesterday (Judgement Bărbulescu v. Romania), a source of debate in the media, in which the European Court of Human Rights clarified the restrictions on monitoring employees in the workplace.
22nd September 2017
The Hungarian Ministry of the Interior recently submitted a legislative proposal to the Hungarian Government to amend the Act on Hungarian National Security Services (the "Proposal"). The Proposal suggests an amendment pursuant to which investors from non-EU and non-EEA countries who wish to invest in Hungary would have to obtain prior permission from the minister responsible for national security (the " Minister.
If adopted, investors from outside the EU and EEA would need to apply and obtain such permission if they intend to acquire more than a 25 % interest in an existing or yet to be established company with its registered seat in Hungary, provided that this company pursues activities that are deemed sensitive for national security.
11th August 2017
On 13 July 2017, the High-Level Expert Group ("HLEG") on Sustainable Finance published its interim report ("Interim Report") setting out concrete steps to create a financial system that supports sustainable investments.
This Legal Insight is part of our dedicated newsletter series on the European Capital Markets Union ("CMU").
The growing awareness of environmental challenges and sustainability risks as well as the adoption of the UN 2030 Agenda and the conclusion of the Paris Climate Agreement by the EU in 2015 call for an EU strategy on sustainable finance.
Establishing an EU strategy on sustainable finance is a priority action of the CMU. In December 2016, the HLEG was established to advise on the development of such an EU strategy. The recently published HLEG Interim Report was recently presented in a public hearing on sustainable finance on 18 July 2017. At the same time, the HLEG presented an online questionnaire on the Interim Report aimed at obtaining targeted feedback until 20 September 2017, which would be reflected in the final report of the HLEG scheduled for publication by the end of 2017.
11th August 2017
The Serbian Commission for Protection of Competition (the "Commission") recently intensified its antitrust activities before the new Administrative Act came into effect. In one week alone the Commission initiated four antitrust cases and conducted two dawn raids.
1. What/who will be on the Commission's radar?
11th August 2017
One of the core principles of the EU-US Privacy Shield ("Privacy Shield") is its Joint Review mechanism, which obliges the European Commission, the US Department of Commerce and the Federal Trade Commission to jointly review the functioning of the Privacy Shield on an annual basis, together with its national security and law enforcement aspects. The very first Joint Review is scheduled for September 2017. This first review is considered especially important, as it will be the first opportunity for US and EU regulators to closely analyse the operation of the Privacy Shield, address possible concerns about its functioning, and seek to ensure that the Privacy Shield continues to be a valid legal basis for transfers of personal data from the EU to the US.
21st July 2017
On 10 July 2017, the Commission announced the public consultation on the development of secondary markets for non-performing loans (NPLs) and distressed assets. Following the commencement of this public consultation, the Council introduced its Action Plan for NPLs.
21st July 2017
For the second time in less than five years, the Bulgarian Commission for the Protection of Competition ("Commission") has opened investigation proceedings regarding prohibited agreements and concerted practices against the major fuel companies in Bulgaria and closed them without issuing penalties.
21st July 2017
The Hungarian Parliament recently passed new legislation on arbitration (Act LX of 2017 on Arbitration, the “2017 Act”) that will reform Hungarian arbitration law as of 1 January 2018.
The 2017 Act, considering both the shortcomings of the current Hungarian legislation (Act LXXI of 1994 on Arbitration, the “1994 Act”) and the amendment of the UNCITRAL Model Law on International Commercial Arbitration adopted in 2006 (the “Model Law”), repositions arbitration by reforming the choice of arbitrators, the institutional system of Hungarian arbitration panels, and the power of the panels ordering interim measures and preliminary orders. read more...
14th July 2017
The EU Regulation on Insolvency Law 1346/2000 (EIR) was considered a milestone in the cross-border coordination of national insolvency proceedings. The recast of the EU Regulation on Insolvency Law 2015/848, applicable to insolvency proceedings opened after 26 June 2017, considers substantial developments in national insolvency laws. read more...
14th July 2017
The Hungarian Parliament passed an act in June 2017 with the aim of improving Hungary's business competitiveness. Among other things, the amendment has changed the regulation of trusts and their management, hopefully for the better, since the past three years have shown that a lack of such experience still exists. The legal concept of trust was introduced into Hungarian law in 2014, when the new Civil Code entered into force. Contrary to expectations, however, potential market players were hesitant to launch their businesses, mainly due to crippling bureaucracy and the vague regulation of trusts. read more...
14th July 2017
As violations may lead to enormous liabilities, start-up employers are advised from the outset to comply with the applicable laws pertaining to their personnel. In addition to being an underestimated factor when it comes to financial liabilities, employment-law-related mistakes may also result in difficulties in the course of a company's sales process. For a better understanding of what can go wrong in employment relationships, three of the most common mistakes that employers make are listed below. read more...
14th July 2017
After four months of negotiations, the Austrian National Council has finally reached an agreement on the amendment of the Green Electricity Act ("Ökostromnovelle"). The required two-thirds majority was reached by a last minute agreement between the coalition parties and the Green Party. The aim of the new legislation is to increase the percentage of green electricity and to achieve an expansion of renewable energy in Austria. read more...
Austria: Slightly Lower Fees, a Little More Liberalisation – The 2017 Amendments to the Austrian Tra14th July 2017
Following a year of intense political discussion, the Austrian Parliament adopted numerous amendments to the Austrian Trade Act 1994 (Gewerbeordnung 1994, "GewO") at the end of June. While the reform falls significantly short of the outgoing government's original announcements last July with the aim to liberalise market access and to cut red tape for businesses, it nevertheless introduces several material changes to business activity in Austria. read more...
11th July 2017
On 28 June 2017 the Austrian Parliament passed the government's legislative proposal on insolvency law (Insolvenzrechtsänderungsesetz 2017). After lengthy negotiations, the government finally agreed to shorten personal insolvency proceedings to a maximum five years and to abolish the minimum insolvency quota of 10 % under certain conditions. The amendments will be applicable as of 1 November 2017. read more...
5th July 2017
The newly adopted Government Emergency Ordinance No. 39/2017 (the "Ordinance") introduces significant changes to Romanian competition rules. For example, it implements the provisions on actions for damages resulting from competition law infringements, as regulated under Directive 2014/104/EU (the "Damages Directive") and sets out new provisions impacting the food/non-food retail sector, as well as the dawn-raid procedure and fines applicable by the Romanian Competition Council (the "RCC") to non-resident undertakings. read more...
The Austrian Law on the Responsibility of Associations: New tendency to prosecution authorities to t21st June 2017
The Austrian Law on the Responsibility of Associations (Verbandsverantwortlichkeitsgesetz, "VbVG") came into effect in 2006, stipulating that a company can be held criminally liable for certain criminal acts committed by its employees and decision-makers. According to new tendencies of prosecution authorities, the practical scope of the VbVG could expand in the future. read more...
31st May 2017
Lex Agrokor – behind the scenes
The hottest topic in Croatia right now is the Agrokor situation and the newly enacted Act on Compulsory Administration Procedure in Companies of Systemic Importance for the Republic of Croatia (Zakon o postupku izvanredne uprave u trgovačkim društvima od sistemskog značaja za Republiku Hrvatsku; the "Act"). The Act was immediately nicknamed "Lex Agrokor" because of what appears to be its main purpose.
22nd May 2017
On 15 May 2017, the European Central Bank ("ECB") published a guide on fit and proper assessments (the "Fit and Proper Guide"), which reflects the result of a public consolidation launched by the ECB on 16 November 2016.
22nd May 2017
National Room for Manoeuvre Despite the GDPR
About a year before the General Data Protection Regulation (GDPR) comes into full effect, the Austrian legislator officially started a six-week consultation process for the national Data Protection Amendment Act 2018 (Datenschutz-Anpassungsgesetz 2018). The GDPR will harmonise the EU's data protection laws, but numerous so-called "opening clauses" allow national leeway. Besides, EU Directive 2016/680 requires implementation into national law and provides specific regulations on data processing by security authorities for the purpose of law enforcement. The published draft implements the Directive's provisions in a separate chapter (Hauptstück). read more...
European Commission Proposes EMIR Reform that will Minimise the Clearing Obligation for NFC and Cert16th May 2017
On 4 May 2017, the European Commission published its proposal for an amendment of the European Market Infrastructure Regulation (EMIR). The Commission calls the proposed amendment a good example of "better regulation in practice" which is "essential to the creation of the Capital Markets Union (CMU)".
2nd May 2017
The Ministry of Justice has circulated its initiative for improving the legal environment with the aim of increasing Hungary's competitiveness by amending certain regulations and institutions. Among other things, the initiative concerns cross-border mergers and operation of trustees, and generally aims to lighten administrative burdens. Most notably, if adopted in its current form, it will reform the Hungarian arbitration regulation. read more...
7th April 2017
On 6 April 2017, the Austrian Parliament adopted significant amendments to Austrian competition law, as set forth in the Austrian Cartel Act ("KartG") and the Act on the Austrian Federal Competition Authority ("WettbG"). The amendments concern three main areas: (i) implementation of the EU Damages Directive; (ii) introduction of an additional transaction value test in merger control; and (iii) certain adjustments to strengthen public enforcement of antitrust infringements. read more...
7th April 2017
Employers may prohibit their employees from wearing Islamic headscarves and other religious or political symbols, subject to certain conditions. On 14 March 2017, the European Court of Justice (the "ECJ") adopted a corresponding ruling in Luxembourg and decided on two cases in this respect, one dealing with a receptionist from Belgium and the other with a software designer from France. read more...
7th April 2017
Slovenia adopted a new law regulating rescue and restructuring state aid, which entered into force in mid-February. When notified to the European Commission as a state aid scheme, it will allow the Republic of Slovenia to support companies and cooperatives in difficulty without having to notify support mechanisms in accordance with the provisions of the law as an individual aid measure to the European Commission. read more...
30th March 2017
What previously was impossible and not foreseen by local legislation is now possible. Starting 1 January 2017, the Tax Code of Moldova (the "Tax Code") was amended by Law 281/2016 to include a separate norm (Art. 136¹) on individual tax rulings ("ITR") for the benefit of entrepreneurs. Within the limits of its scope and in respect of a concrete beneficiary, an issued ITR is binding on the State Tax Service (the "STS"). The Government and the Ministry of Finance are expected to approve the secondary legislation to regulate the details of the procedure. read more...
20th March 2017
Most recently, the Bulgarian Energy Regulator has taken significant steps towards the full liberalisation of the natural gas market: In December 2016, the Bulgarian Energy Regulator adopted legislative amendments to the Rules for Trading of Natural Gas (Правила за търговия с природен газ, "Trading Rules") and the Rules for Access to the Gas Transmission and/or Gas Distribution Networks and the Natural Gas Storage Facilities (Правила за предоставяне на достъп до газопреносните и/или газоразпределителните мрежи и за достъп до съоръженията за съхранение на природен газ, "Access Rules"). Moreover, it adopted new Rules for Balancing of the Natural Gas Market (Правила за балансиране на пазара за природен газ, "Balancing Rules"). read more...
20th March 2017
Even at first blush, it is apparent that arbitration and insolvency make strange bedfellows.
The reason they make such an odd couple is the different underlying policies, objectives, and purposes they stand for. The heart of arbitration lies at the privity of contract and the existence of party autonomy independent from the state. In contrast, insolvency reflects a centralized and to a certain extent state-managed procedure that holds all creditors equal, within a set system of ranking – a transparent and accountable process governed by mandatory substantive and procedural law provisions. read more...
20th March 2017
On 7 March 2017, the Hungarian parliament adopted a law that increases the minimum sale price of a residential property in the enforcement procedure from the current 70% of its market value to 100% (market value to be understood as the price set by the appraisal of the bailiff), provided that (i) the claim to be enforced stems from a consumer contract; (ii) the real property is the debtor's only real property; and (iii) the debtor resided in that real property for at least six months prior to the initiation of the enforcement procedure. read more...
20th March 2017
In an aim to simplify state administration and support economic growth, the Hungarian Parliament adopted a new law abolishing the registration fee and the publication cost for incorporating limited liability companies ("LLC") (korlátolt felelősségű társaság), limited partnerships (betéti társaság), general partnerships (közkereseti társaság), and sole entrepreneurships (egyéni cég). The new law becomes effective on 16 March 2017. read more...
20th March 2017
Policyholders of unit-linked life insurance products pay an agreed sum for the unit-linked insurance to the insurance company, as a regular premium, or in one lump sum. These payments cover the life insurance component as well as the investment, administrative costs, contracting fee and the commissions. The "total cost charged" ("TCC") is an indicator – calculated in line with the rules of Hungarian insurance regulations – showing all costs charged on life insurance policies having a savings element, reflected as a percentage value. The regulation of the TCC in Hungary has been amended effective 1 January 2017.
Legislative vacuum filled: Czech Republic introduces comprehensive new national legislation on e-cig9th March 2017
New legislation regulating e-cigarettes in the Czech Republic entered into force on 1 March 2017, introducing specific safety and quality requirements on e-cigarettes in the country for the first time. read more...
6th March 2017
The amendment aims at alleviating the existing regime for pricing of pharmaceuticals for home treatment of chronic, genetic and/or rare diseases and paid by the National Health Insurance Fund (NHIF). It affects the interests of individuals with health insurance and the activities of more than 290 authorisation holders, of the wholesalers of pharmaceuticals, and of pharmacies (as retailers). read more...
27th February 2017
2016 has seen a surprising level of deal activity in the (private) Austrian hospital sector: in Vienna, PremiQaMed, a 100 % subsidiary of UNIQA insurance group, acquired a 75 % stake in the renowned private hospital "Goldenes Kreuz", and the hospitals Hartmannspital and St. Elisabeth announced a merger to form the new "Franziskus" hospital. In Linz (Upper Austria), the "Elisabethinen" and the hospital operated by the Sisters of Charity agreed to combine to form a regional player with approx. 1,200 beds. read more...
27th February 2017
Most start-ups are founded by first-time founders directly after graduation, with the founding team consisting, also in most cases, of not more than two members. Such founders are naturally not equipped for all of their business challenges. Founders thus often make mistakes, especially at the very beginning of their activities, e.g. in relation to developing and distributing their products, when and how to raise capital and developing or moving into new markets. read more...
27th February 2017
On 16 December 2016, the Council of the European Union announced agreement on its negotiating stance in relation to the proposed regulation amending the European Venture Capital Funds ("EuVECA") Regulation (Regulation (EU) No 345/2013) and the European Social Entrepreneurship Funds ("EuSEF") Regulation (Regulation (EU) No 346/2013), which is now at the European Parliament's ECON committee, scheduled to be voted on, on 22 March 2017. On 31 January 2017 the call for expression of interest for selecting a fund manager of the Pan-European Venture Capital Fund-of Funds closed; and tax incentives for venture capital and business angels are expected to be proposed in the course of 2017 to foster investment in SMEs and start-ups, close the funding gap and thereby remove obstacles to economic growth in Europe. read more...
22nd February 2017
Albania has one of the highest percentages of electricity produced from renewable energy sources (RES) in its electricity mix – more than 95 % of electricity generated in Albania comes from hydropower generation. In spite of that (or maybe because of that), Albania has not had a comprehensive policy on the support of RES in place to date. read more...
17th February 2017
One last hurdle – the signature of Czech President Miloš Zeman –before the so called Anti-Smoking Bill enters into force on 31 May 2017.
On 19 January 2017, the Senate of the Parliament of the Czech Republic approved the government bill of the Act on Protection from the Harmful Effects of Addictive Substances (the "Bill"), which is due to enter into force on 31 May 2017, subject to signature by the President. read more...
Facilitation or Liability Trap for Foreign Employers? – The Revised Austrian Law against Wage and So3rd February 2017
On 1 January 2017, the revised Austrian Law against Wage and Social Dumping ("Lohn- und Sozialdumping Bekämpfungsgesetz" or "Revised LSD-BG") came into force. The Revised LSD-BG applies to matters arising after 31 December 2016.
23rd January 2017
If there are two or more conflicting water use projects (eg, hydroelectric power stations), the Water Act provides for a special conflict procedure. A pending conflict procedure suspends decisions in all underlying approval procedures. As a result of the conflict procedure, the project which serves public interests best will take priority over the inferior project. read more...
17th January 2017
In 2016, Austrian Criminal Law experienced some substantive legal developments in both, procedural and material aspects. The following overview reflects the most relevant developments in Austrian Criminal Law in 2016.
1. Material changes
1.1. Breach of trust
With effect from 1 January 2016, the offence "breach of trust" in sec 153 of the Austrian Criminal Code ("ACC") has been fundamentally revised. At first glance, sec 153 of the ACC is not a very complex provision. It states, quite simply, that whoever knowingly abuses the authority conferred to him or her shall be liable, if he or she intends to cause and eventually causes financial harm to his or her principal (eg the company). Thus, sec 153 ACC has three prerequisites: (i) an abuse of authority, (ii) financial harm and (iii) criminal intent. With the reform of sec 153 ACC the Austrian legislator finally addressed the concern that the scope of what constitutes an "abuse of authority" is not always easy to assess: read more
Austrian Supreme Court Establishes New Standards as Regards the Decisive Underlying Reasoning of Arb3rd January 2017
The decisive underlying reasoning ( motifs, Begründung) is, without doubt, an essential part of any arbitral award and as such bears the potential of frustrating parties and arbitrators alike. On the one hand, elaborate reasoning in arbitral awards more often than not comes at the price of long waiting periods for the issuance of the awards, and periods of meticulous drafting on the part of the arbitrator(s). On the other hand, a lack of elaborate reasoning may likewise be a headache, since it exposes the arbitral award to setting aside. read more...
The Czech Republic joins other European countries in regulating the sale and advertising of unhealth19th December 2016
From January 2017, selling and/or advertising chips, soft drinks or mayonnaise-filled sandwiches to children in schools will be illegal.
The Constitutional Court of Moldova has spoken: No Need for Acquirer of a Share Stake to Obtain Shar6th December 2016
Through its 27 September 2016 decision ("Decision 27/2016"), the Constitutional Court of Moldova ("Constitutional Court") has declared certain provisions of the local Law on Limited-Liability Companies ("Law 135/2007") unconstitutional. In particular, it ruled that the operation of amendments to constitutive acts cannot constitute a condition and impediment to an acquirer registering its property right over a share stake in the State Register of Companies. read more...
6th December 2016
On 30 November 2016 the European Commission published its "Winter Package" containing proposals for new rules for a consumer-centered clean energy transition. The 500 page Winter Package had been eagerly awaited by the energy industry since it was to contain the major energy regulations for 2020 onwards. As expected, the most substantial measures and amendments proposed concern renewables and energy efficiency in the European Union. In addition, the electricity market design is proposed to be amended. read more...
Protection of new and interim financings in restructuring? – The European Commission’s proposal on e2nd December 2016
Since the European Commission adopted the recommendation on restructuring and second chance in 2014, it has been working on the evaluation of its initiative and the introduction of a European legal framework. In 2015 the Capital Markets Union Action Plan included the announcement of a legislative initiative on early restructuring and second chance. Finally, on 22 November 2016, the European Commission published its proposal for a European Directive on preventive restructuring frameworks and a second chance for entrepreneurs. The proposal includes, inter alia, provisions protecting new and interim financing in restructurings. read more...
22nd November 2016 The Austrian Federal Government agreed in its 2013-2018 work programme, on the implementation of a nationwide ban on speculative financial transactions for the Federation, the Austrian Federal States, Austrian Municipalities, and other public bodies. read more...
The EU Capital Market Union – European Commission establishes expert group to develop strategy on su16th November 2016
On 28 October 2016, the European Commission decided to establish a High Level Expert Group on sustainable finance, one of the European Commission's primary objectives within the EU Capital Markets Union ("CMU").
This Legal Insight is the first part of our dedicated newsletter series on the CMU. We will provide regular updates on CMU-related topics.
16th November 2016
The Slovenian courts were recently asked to rule on companies' right to be heard during unannounced investigations (so-called 'dawn raids') by the Competition Protection Agency. read more...
11th November 2016
As of 20 October 2016, new legal provisions are in place in Romania setting out how consumers should be informed of products that use frozen foods in their preparation. In this respect, the consumer protection authority enacted Order 183/2016 ("Order 183") published in the Official Gazette on 20 September 2016. read more...
Hungary – discouraging litigation?Since 2018, Hungary has a new act on civil court procedures (Act CXXX of 2017 – the Act) which has brought about significant reforms after 50 years. The reforms were aimed at healing previous shortcomings, such as lengthy and tedious procedures, and making court cases concise, yet professional in quite a tight structure. As almost …