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Akin Gump, Bogdanovic, Dolicki & Partneri, Maric & Co, Isailovic & Partners, Harrisons, Zdolsek Attorneys at Law, Boga & Associates, Popovski & Partners, and Forgo Damjanovic & Partners have advised Croatian conglomerate Fortenova Grupa d.d., on the EUR 615 million sale of its frozen food business to Nomad Foods. Norton Rose Fulbright, Lakatos, Koves & Partners, and five firms from the SEE Legal alliance advised Nomad Foods on the deal, which is expected to close in the third quarter of 2021.

Albanian lawyer Elona Ganaj has joined CentralNic as Group General Counsel.

“Today, what we are doing, is modernizing the financial services industry, tearing down those antiquated laws, and granting banks significant new authority.” President Clinton’s quote is quite relevant nowadays in Albania, where a major overhaul of the financial system’s legal architecture is being implemented. Indeed, in just three weeks, the Albanian Parliament enacted four very important pieces of legislation: the Law on Payment Services, the Law on Capital Markets, the Law on Collective Investment Undertakings, and the Law on Financial Markets Based on Distributed Ledgers Technology.

An approaching milestone after decades – Part 1: Overview and jurisdiction

CMS has advised German investment company Finexx on its acquisition of Volpini Verpackungen GmbH Austria. The financial details of the transaction were not disclosed.

A year has passed since the outbreak of COVID-19 in Austria and many legal problems remain unresolved. The problem seems new, but the legal provisions of the Austrian Civil Code em-ployed to deal with thae consequences of the pandemic are more than 200 years old, and were drafted in order to deal with quite different pandemic effects. The law refers to “extraordinary events” such as “fire, war or pandemic, major floods, weather events.” There is agreement that COVID-19 is a pandemic and therefore an extraordinary event in the meaning of the law.

Belarus has never been in the news as often as in 2020, which might serve as evidence that the country is currently facing challenging times. The COVID-19 pandemic has been a catalyst and revealed problems in the still widely unreformed Belarusian economy, while the political crisis hit the country hard. With the economy slowing down, demand for commercial real estate has dropped, and investors have put most of their plans on hold and have been monitoring the situation carefully, awaiting further developments.

Sorainen has helped Hesburger develop its operations in Belarus. 

Sorainen has advised Data Delivery LLC, the Belarusian developer of a platform for managing the online status and business reputation of RocketData.io, in connection with share acquisitions and further investment in the company by mapping service 2GIS, which is part of the Sber group. DLA Piper Moscow and Aleinikov & Partners in Minsk advised 2GIS on the deal.

BDK Advokati, working with lead counsel Allen & Overy, has advised the joint lead managers, including Societe Generale, on Republika Srpska’s global EUR 300 million Eurobond offering on the London Stock Exchange.

Up until the adoption of the Laws on Property Rights in Republika Srpska (in 2008) and in the Federation of Bosnia & Herzegovina (in 2013), the only legal basis to obtain a construction permit and erect a lawful building was to first acquire ownership over the land on which the building is to be constructed, usually through a purchase agreement, as, according to the provisions of the applicable Laws of Physical Planning, as well as the general legal framework of Bosnia and Herzegovina, an investor must obtain construction rights over real property to obtain a construction permit for that property.

A new law firm alliance has appeared in the countries of the former Yugoslavia.

Unsurprisingly, 2020 saw a reduction in the A-listers on the Bulgarian real estate market, including investors in office, retail, and hospitality properties. The lockdown sent IT companies, which had been dictating the local office space market, into home office. The future of commercial and entertainment properties like shopping malls, cinemas, concert venues, and sports arenas remains uncertain – but tourism remains the hardest hit.

As last year’s upheavals continue to influence finance markets in 2021, Erika Papp, CMS’s Head of Finance CEE/CIS, and CMS’s Regional Finance Partners Paul Stallebrass in Prague, Ana Radnev in Bucharest, and Elitsa Ivanova in Sofia offer their perspectives on what this year might hold for financing in CEE.

Wolf Theiss, working with Gide Loyrette Nouel as to French law and Norton Rose Fulbright as to German law, has advised the EBRD, the Black Sea Trade and Development Bank, the International Finance Corporation, UniCredit S.p.a., UniCredit Bulbank, UniCredit Bank AG, Societe Generale, Kommunalkredit Austria, and DSK Bank on their provision of a EUR 296 million debt package to support the SOF Connect consortium on its successful bid for the concession of the Sofia Airport. Willkie Farr & Gallagher, Kinstellar, and Bouzeva & Partners advised the borrowers on the deal.

The Constitution of the Republic of Croatia abolished “social ownership” in 1990 and introduced a universal type of ownership – private ownership. Legislation that followed the introduction of the Croatian Constitution specified how social companies were to be transformed into private companies. To establish private ownership over companies undergoing this transformation, the companies had to appraise the property used in their share capital. However, land that was used by said companies that was located in the zones for tourism-related purposes near the Adriatic coast (which we will refer to as the “tourist land”) was often not appraised in its entirety towards share capitals, as the intention was for it to become the property of the state for developing Croatian tourism strategies. Therefore, social companies performing tourism-related activities (e.g., hotels and camps) often appraised only buildings, while the land on which the activities were also performed was left un-appraised, yet continued to be used without compensating the real owner – the state.

Krehic & Partners in cooperation with Deloitte Legal has advised Nipro PharmaPackaging, a supplier of glass primary packaging for the pharmaceutical industry, on the acquisition of Croatian glass pharmaceutical packaging manufacturer Piramida from Blue Sea Capital. Savoric & Partners advised the sellers on the deal.

On April 1, 2021, CEE Legal Matters reported that ODI Law had advised the MSIN Group on the acquisition by member company EGP of a 75.11% stake in Croatia-based cardboard packaging manufacturer Neograf from Croatian entrepreneur Dusan Boras. CEE In-House Matters spoke with Tina Bacic, Corporate Legal Advisor at MSIN Group, to learn more about the matter. 

Havel & Partners has advised shareholders Tomas Rutrle, Martin Lips, Yvona Parmova, Martin Slama, and Libor Malek on their sale of IT company Komix to the Cleverlance Group, a subsidiary of the Aricoma Group. Dunovska & Partners advised the buyers on the deal.

Dentons has appointed Petr Zakoucky as Czech Republic Managing Partner, replacing outgoing MP Michal Hink, who is leaving Dentons to become Investment General Counsel at the Heimstaden real estate company.

CMS has advised a consortium of Vinci and Meridiam on its public-private partnership contract for the construction of the D4 motorway in the Czech Republic, the country’s first road PPP. Vinci and Meridiam each have a 50% stake in the project, and EUR 474 million of financing has been obtained.

Bernitsas Law has acted as Greek law counsel to industrial and energy company Mytilineos SA on its issuance of EUR 500 million aggregate principal amount senior notes due 2026, and on the listing of the notes on the Luxembourg Stock Exchange’s Euro MTF market.

Greece’s real estate sector has always contributed significantly to the development of the nation’s economy. It has to be noted that Greece is a country where home ownership rates are among the highest in Europe. Also, real estate was traditionally considered by most Greeks as a rather safe investment. Thus, real estate is favorably affected by tourism, which is another huge sector of the Greek economy. All of these factors led to the sector’s remarkable growth, which peaked in 2007.

Norton Rose Fulbright has advised PPC Renewables S.A. and its Iliaka Parka Dytikis Makedonias 1 S.A. subsidiary on financing for a EUR 8.7 million project for the construction of a 15MW photovoltaic park in Ptolemaida, Greece, from National Bank of Greece and Eurobank. The European Investment Bank has also been provided with the right to participate in the financings.

Former BekesPartners lawyer Stella Simon and Perger Law attorney Gabor Perger have founded the AegisLegal law firm in Budapest.

More than a year has elapsed since the outbreak of the COVID-19 pandemic, which has had a devastating impact on our economy. Due to the extraordinary measures of the Hungarian government to prevent the spread of the coronavirus, numerous services were suspended, many shops were closed, and travel is still restricted. Companies affected by these restrictions suffered huge losses, which may result in their insolvency.

Kinstellar’s Budapest office has advised mandated arranger and facility and security agent Bank of China on an approximately USD 75 million loan to sponsor China National Machinery Import and Export for the construction and operation of a 100 MW photovoltaic power plant in Hungary. Allen & Overy reportedly advised the sponsor.

Cobalt has successfully advised Wolt Eesti in proceedings before the Estonian Competition Authority relating to the company’s price parity conditions.

Ellex Raidla has advised Superangel on an investment in ParcelSea, made as part of a EUR 935,000 financing round.

Estonia’s real estate market is going strong despite the uncertainties and hardships caused by the COVID-19 pandemic. The number of real estate transactions was 20% higher and the total value of transactions 31% higher in the fourth quarter of 2020 than the same quarter the year before (and up 11% and 31% from the third quarter of 2020). As prices also continue to rise – the composite real estate index rose 10% year-on-year – Estonia remains an attractive place for real estate investments. Recent changes, further digitizing the transactions, are making it easier than ever for foreign investors.

Acquisition of property ownership in Kosovo is regulated by the Law on Property and Other Real Rights. The Law on Property, along with the Law on Cadaster, sets out the process of acquisition and registration of property in Kosovo. The Law on Property regulates the creation, content, transfer, protection, and termination of real rights, while the Law on Cadaster regulates the basis for the registration and recognition of the real rights by creating cadastral units for parcels, buildings, part of buildings, and utilities.

Draft legislation, including a draft law to create a Commercial Court and a draft Civil Code, is at the top of the agenda for lawyers in Kosovo, according to Ramaj, Palushi, Hajdari & Salihu Partner Mentor Hajdaraj, who also points to several ongoing foreign investment disputes of significance to the country's overall FDI strategy.

A new law firm alliance has appeared in the countries of the former Yugoslavia.

Glimstedt and Fort Legal have advised real estate company Vastint on the sale of office buildings in Vilnius and Riga to Eastnine for EUR 35.5 million. Ellex advised Eastnine.

Ellex has advised Eesti Energia on its entrance into a memorandum of understanding with Orsted for the development of a large-scale offshore wind farm and the movement towards delivering the first offshore wind farm in the Gulf of Riga.

Ellex has advised the Vilvi Group on the acquisition by its subsidiary AB Vilkyskiu Pienine of 70% of the qualifying holding of the SIA Baltic Dairy Board. Vilgerts advised the seller on the deal.

Cobalt has advised real estate developer Reefo on its EUR 6 million acquisition of the Nidos Banga hotel in Lithuania.

Glimstedt and Fort Legal have advised real estate company Vastint on the sale of office buildings in Vilnius and Riga to Eastnine for EUR 35.5 million. Ellex advised Eastnine.

The Lithuanian office of Sorainen has advised the Council of Europe Development Bank on its provision of funding to Kauno Autobusai for the purchase of 100 new solo hybrid buses.

A new law firm alliance has appeared in the countries of the former Yugoslavia.

Akin Gump, Bogdanovic, Dolicki & Partneri, Maric & Co, Isailovic & Partners, Harrisons, Zdolsek Attorneys at Law, Boga & Associates, Popovski & Partners, and Forgo Damjanovic & Partners have advised Croatian conglomerate Fortenova Grupa d.d., on the EUR 615 million sale of its frozen food business to Nomad Foods. Norton Rose Fulbright, Lakatos, Koves & Partners, and five firms from the SEE Legal alliance advised Nomad Foods on the deal, which is expected to close in the third quarter of 2021.

Karanovic & Partners has advised energy company Interenergo and investment firm Trigal on an investment of EUR 40 million for the construction of a 30 MW wind farm in Bogdanci, North Macedonia.

The chain of general contractor and subcontractors behind large-scale construction and the occasional failure of certain subcontractors to obtain proper payment gave birth to the institution of construction payment agent, a form of collateral management. It was typical in the construction industry that subcontractors were exposed to circle debt. The construction payment agent is a unique statutory solution to eliminate such debts.

Cobzac & Partners has successfully represented Latvia's SIA Fertco fertilizer distributor in its attempt to obtain the partial annulment of an arbitral award in Moldova's courts.

Mitroi, Damian, Serbu & Associates and Ireland's Crowley Millar Solicitors have successfully represented Romanian airline Just-Us Air in arbitration with Air Moldova, the largest Moldovan airline.

The Montenegrin Real Estate market hit a high in 2007 and has remained active since then.

A new law firm alliance has appeared in the countries of the former Yugoslavia.

The Law Office Vujacic has advised GE Capital Aviation Services on the sale of two Embraer 195 aircrafts to the Montenegro's ToMontenegro airline.

Wladek Rzycki has joined CMS as a Partner in the Infrastructure and Projects Group in Warsaw.

Former Rymarz Zdort Co-Head of Real Estate Agnieszka Koniewicz has joined Penteris as a Partner.

Bird & Bird Warsaw has advised Polish Enterprise Fund VI, a private equity fund managed by Enterprise Investors, on the sale of companies from the Wento group to international energy concern Equinor, which was advised by CMS. The transaction value stands at EUR 100 million.

The Romanian Government has recently adopted Government Decision no. 298/2021 („GD 298/2021”) for the approval of the initial proposals for a territorial planning, urban planning and constructions code (hereinafter referred to as the “Construction Code” or the “Code”).

RTPR, acting on behalf of the Electrica Group’s electricity distribution company, and ACT Legal Romania, acting on behalf of the Delgaz Grid, have persuaded Romania's High Court of Cassation and Justice to rule on behalf of their clients ad several other distribution companies in a long-running dispute involving claims of anti-competitive behavior brought by Digi Communications, a member of the RCS-RDS group.

Buzescu Ca has advised Danfoss on the sale of a plant in Cluj, Romania and land around it to NKS Logistic Business. Korcsog & Carunta Notaries advised the buyers. 

Most changes in Russian commercial real estate law in 2020 were associated with the COVID-19 pandemic and the governmental bans and restrictions introduced in connection with it.

Capital Legal Services has advised ABS LLC, a joint venture of Airports of Regions MC and Novaport Holding, on its entrance into a RUB 7 billion concession agreement for the development of the Blagoveschensk airport for a term of 30 years.

Former Stada CIS Head of Legal Konstantin Sharlovskiy has joined the Pepeliaev Group as Head of Life Sciences in Moscow.

Before competent courts in Serbia, there is an increasing number of cases in the field of intellectual property rights that are run upon complaints for infringement of copyright related to the authors’ works whose content is embedded in the webpages of respondents (registered media or third person).

On 30 March 2021, Government of the Republic of Serbia, submitted set of energy laws to the National Assembly for adoption, on the basis of which proposals of laws in various energy areas are rendered on 20 April 2021. One of these laws is completely new -  Law on Utilization of Renewable Energy Sources (hereinafter referred to as: “Law on RES”).

The new Law on Archival Material and Archival Activities (“Official Gazette of the Republic of Serbia”, No. 6/2020), in application as of 2 February 2021, does not stipulate the reporting requirement of the Archive Book for the first time (the same obligation existed in previous law), however it does regulate in more detailed manner the system of protection of archival material and documentary material, conditions, their use, organization and impose additional obligations and conditions for obligors.

Schoenherr has advised Ventus LLC and Sky Logistica on the acquisition of Skyport, a cargo operator based in the Czech Republic and Slovakia, from the Czechoslovak Group, a.s.. In a parallel transaction, Schoenherr also advised Elite Partners Capital on the acquisition of the Skyport RE cargo property company from the Czechoslovak Group. Dentons advised the Czechoslovak Group on the parallel deals.

The Bratislava office of Dentons has advised a syndicate of Tatra, Slovenska Sporitena, and UniCredit Bank Czech Republic and Slovakia on a EUR 116 million loan to Eurovea 2, s.r.o.

As of January 1, 2022, a deposit system for disposable beverage packaging will be introduced in Slovakia. Some disposable beverage packaging manufacturers and distributors will therefore have new obligations.

The COVID-19 epidemic and consequent restrictive measures strongly affected Slovenia’s economy, including the country’s rental market. The COVID-19 epidemic impacted all commercial leases, with tourism, hospitality, and to an extent retail among the sectors suffering most. Commercial properties with strong tenants such as IT & Life Science companies and public sector entities proved to be much more resilient than commercial properties dependent on tenants from distressed sectors.

On April 1, 2021, CEE Legal Matters reported that ODI Law had advised the MSIN Group on the acquisition by member company EGP of a 75.11% stake in Croatia-based cardboard packaging manufacturer Neograf from Croatian entrepreneur Dusan Boras. CEE In-House Matters spoke with Tina Bacic, Corporate Legal Advisor at MSIN Group, to learn more about the matter. 

A new law firm alliance has appeared in the countries of the former Yugoslavia.

GKC Partners in association with White & Case has advised Garanti BBVA and the Alternatif Bank on their provision of a TRY 800 million dividend recapitalization loan to Test Tasit Muayene Istasyonlari Yapim Ve Isletme A.S. The Balcioglu Selcuk Ardiyok Keki Attorney Partnership advised the borrower.

Murat Demir has been promoted to Regional Partner and Dogus Gulpinar to Partner at Nazali Tax & Legal in Turkey and Ukraine, respectively.

Squire Patton Boggs, acting on behalf of the State of Turkmenistan, has persuaded the International Centre for Settlement of Investment Disputes to dismiss in full a claim of nearly USD 500 million brought against the country by Turkish construction company Sehil Insaat Endustri ve Ticaret Ltd. Sti. and its majority shareholder Muhammet Cap.

Murat Demir has been promoted to Regional Partner and Dogus Gulpinar to Partner at Nazali Tax & Legal in Turkey and Ukraine, respectively.

With effect from 27 April 2021, the Ukrainian entities have been granted the right to make regular interest payments and final capital repayment under Eurobonds and other own debt securities traded on foreign stock exchanges in excess of a so called EUR 2 mln e-limit. In addition, the entities are now allowed to accumulate and periodically replenish foreign currency on the bank accounts in the amount of principal and interest due on the notes on the nearest repayment date.

For nearly 20 years, private land owners, agricultural producers, and investors have been waiting for Ukraine’s government to cancel the moratorium on the sale of agricultural land in the country.