In The Spotlight
One week before the General Data Protection Act (GDPR) came into force on May 25, 2018, the Hungarian office of Schoenherr organized a one-day seminar to highlight some of the key elements of the regulation that companies in the real estate sector should keep in mind.
Special Purpose Acquisition Companies (“SPAC”), which are incorporated to achieve the purpose of investing and merging with a non-public company, were first introduced in the United States in 1990s and recently increased its popularity globally. Unlike other countries, SPACs entered into Turkish legal system relatively late with the Communiqué on Common Principles Regarding Significant Transactions and Appraisal Right (Communiqué No. II-23.1) of the Capital Markets Board (“CMB”), published in the Official Gazette dated 24.12.2013 numbered 28861(“Appraisal Right Communiqué”). Currently, there is no SPAC listed under Borsa Istanbul (“BIST”) in Turkey. SPACs are very similar to venture capital structure and can be considered as a strong alternative for investors and shareholders in Turkey as well.
While the number of people employed in teleworking or home office is growing rapidly across the world, many firms are not aware of what this entails in legal terms. Yet, those employing workers outside of the office are often faced with unexpected risks.
At the Fifteenth extraordinary session in the Eleventh convocation, on July 26th, 2019, the National Parliament of the Republic of Serbia rendered the Act on amendments of and supplements to the Act on execution and ensuring settlement (“RS Official Journal”, No. 54/2019, hereinafter referred to as: „the Act“). The Act shall become effective as of the 8th (eighth) day following its publication in the Official Journal, and shall be applicable as of January 1st, 2020.
Every single business that trades with the UK, both in goods and services, will be affected by a “no-deal Brexit” scenario, i.e. the withdrawal of the UK from the EU without an agreement. On 4 September 2019 the Commission published a “Brexit preparedness checklist”, to provide information and to help enterprises conducting business in the EU and/or in the UK to double-check their state of preparedness.
On 10 September 2019 the newest edition of Incoterms rules, Incoterms 2020 was released by the International Chamber of Commerce (ICC). The Incoterms rules serve as significant commercial provisions for the international sale of goods, including commonly accepted definitions and rules relating to the delivery of goods between trading partners. Since the first publication of Incoterms rules in 1936, ICC has revised regularly these rules to follow the changes in the worldwide trade system.
From 1 January 2020 a new European Union Directive (nicknamed „Quick Fixes”) will enter into force. Among several changes, rules that regulate the customer VAT numbers has been reformed. Under the new reform, obtaining a valid VAT number that the customer provides to the supplier will be regarded as a material requirement for applying the 0% VAT rate. If the supplier fails to include the customer’s VAT number on the invoice, it should not be possible to apply the 0% VAT rate. In addition, filing of a cumulative declaration is also required to invoke the 0% VAT rate. The Directive puts higher administrative burden on undertakings, since it expects a constant inspection mechanism for the validity of the customer’s VAT number at the time of sale.
By way of background, in January 2019, the Capital Markets Board (“CMB”) had issued an announcement on its website on the Draft Communiqué on Equity Crowdfunding . The CMB has now officially published the Communiqué on Crowdfunding No. III-35/A (“Communiqué”), on October 3, 2019. The Communiqué entered into force as of October 3, 2019.
The authority to initiate dumping or subsidy examinations, upon complaint or, where necessary, ex officio, has been given from the Ministry of Economy to the Ministry of Trade (“Ministry”). Within the scope of this authority, the Ministry announces its decisions with the communiqués published on the Official Gazette.
The challenge to mitigate climate change is now present in every industry, and not surprisingly in the construction sector as well. Yet the building regulations adopted for this purpose often give rise to controversy and, in many cases, pose a serious challenge to participants in the domestic real estate market.
General information: Consumer Protection is one of the strategic goals of the EU. The Sale of Goods Directive and the Digital Content Directive entered into force on 11 June 2019 to provide European consumers a high level of protection and legal certainty as well as create common warranty rules in the EU. By 1 July 2021, Member States are obliged to adopt necessary regulations into their national laws to comply with these Directives, which will apply from 1 January 2022.
The mediation procedures have become a mandatory stage of commercial litigations in Turkish Law as of January 01, 2019. After only 4 months of practice, it appears that the success rate of mandatory mediation procedures is %65, according to the data published by the Mediation General Office of Justice Ministry of Turkey. As the national mediation procedure seems to be useful thus far, Turkey took a new step and signed the United Nations Convention on International Settlement Agreements Resulting from Mediation be known as the “Singapore Convention on Mediation” (“Convention”), which provides enforceability to international mediation agreements, on August 07, 2019 in Singapore.
It has been clear for some time that Hungary is in breach of EU law by not allowing the refunding of VAT on bad debts. The fact that cases of Hungarian taxpayers have now been brought before the European Court of Justice (ECJ) has forced Hungarian lawmakers to move on the issue. While the package of tax amendments submitted last week provides an opportunity to reclaim such VAT, in certain cases – due to the planned administrative restrictions – it will still only be possible to enjoy this right with reference to EU law.
Recent developments in the Ukrainian energy sector open up new opportunities for strategic international investors. First is “green” auctions – starting 2020, new projects in power generation for renewable sources will develop under the price formed through an open auction system. The new law on auctions adopted in 2019 will allow investors to make long-term plans in the sector and attract project financing. Second is the launch of the open electricity market on July 1, 2019.
If somebody dies unexpectedly, it’s not only a terrible loss for the grieving family and friends, but can also be a tragedy for the company of which the deceased was a member. At such times, the company can find itself unable to make decisions, even if the deceased only held a small share in the business. However, solutions do exist to enable the testator not only to make provisions for family members in the event of his or her death, but also to make sure that the company can continue to make decisions.
It has been over a year since the European Union’s General Data Protection Regulation became mandatory across Europe, marking a seismic shift in the way that companies collect, process, and handle personal data. Countries across the European Union and beyond have adapted their national laws to meet the requirements of the GDPR – with many introducing local derogations as permitted by the GDPR.
Under Austrian law, incorrect land register entries may trigger public liability. But the Austrian Supreme Court recently held that such incorrect entries only create public liability claims for of a certain group of people, thereby potentially increasing the risk management costs of mortgage-backed loans.
The fiscal aspects of the hydrocarbon sector in Albania will be soon governed by a new law. The new draft “On the Fiscal Regime for Petroleum Operations” law (the “New Draft Law”) was initially published in the Electronic Register of Public Announcement and Consultations on April 4, 2019 and has been circulated for comment among stakeholders, chambers of commerce, and experts’ associations in Albania.
The enforcement of pharmaceutical patent rights in Russia is a multi-aspect issue. One such aspect, well known to the industry and patent owners, is the attempt to prevent pharmaceuticals that may infringe on prior patent rights from being registered by the Russian healthcare authorities.
In late 2018, the Competition Council of the Republic of Latvia published the final report on its most recent in-depth sector inquiry on the distribution practices of reimbursed medicines on the wholesale market and potential competition restrictions therein. The sector inquiry had lasted for almost two years, during which the Competition Council gathered information from both the public and the private sectors, approaching seven producers, twelve wholesalers, and several public institutions, such as the State Agency of Medicines and the Health Inspectorate, among others. Although the Competition Council proclaimed that the main goal of the sector inquiry was to analyze potential competition restrictions on the wholesale market, which could be apparent because of the vertical integration of wholesalers and leading pharmacy chains and the exclusivity status of the wholesalers, no infringements proceedings were initiated as a result. Notwithstanding the lack of subsequent infringement proceedings, however, some crucial conclusions were drawn.
Advertisement is a very strong instrument in free market economies like Turkey’s. As a bridge between manufacturers and consumers and in light of its contribution to a competitive market, the importance of advertisement is critical.
A review of the Romanian pharma market reveals the real challenges faced by pharmaceutical companies and the impact of those challenges on patients.
At the end of April, 2019, Sopharma Trading announced the creation of “SOinventure” – a corporate acceleration program in the field of health-tech, organized in partnership with Bulgarian investment fund Eleven Ventures. We decided to ask Mr. Ivaylo Simov, Partner at Eleven Ventures, and Mr. Dimitar Dimitrov, CEO of Sopharma Trading, three questions about the development of the alliance between healthcare and new technology, and we added our experience-based opinion to their answers.
At the beginning of April 2019, the Serbian Parliament adopted the new Law on Healthcare Protection (the “Law”), with the aim of improving the legal framework and facilitate better functioning of the healthcare system in Serbia, aligning it more closely to EU standards in this field.