Schoenherr (Schönherr Rechtsanwälte)

Schoenherr advised FUNKE Works GmbH, a group company of the FUNKE Media Group, on the acquisition of 100 % of the shares in freyspiel GmbH, an Austrian company specialising in innovative marketing tools and games.

Schoenherr advised Soundbox Investment SRL and its shareholder Clemens Petschnikar in a transaction in which Soundbox Investment and Mitiska REIM sold 25 retail parks to LCP Group, part of M Core. With a value of EUR 219m, this is one of the largest retail real estate transactions in Romania.

Schoenherr advises Borealis AG, a leader in advanced and circular polyolefin solutions, on the contemplated acquisition of Integra Plastics, a Bulgarian polyethylene and polypropylene recycler.

Schoenherr won the CEE M&A Legal Adviser of the Year award presented by Mergermarket at the European M&A Awards Gala on 28 November 2023.

Schoenherr advised EHL Immobilien GmbH on the sale of the entire share in EHL Immobilien Management GmbH to PMV Holding GmbH, a member of the IMV Immobilien Management Group.

Schoenherr advised Joachim Exner, the insolvency administrator of Dr. Schneider's Group, a German key supplier for electronic components and polymer systems,

Schoenherr advised ABC Automotive Poland, a Polish subsidiary of ABC Technologies Holdings, Inc., a global automotive equipment supplier, on the sale of its business to a subsidiary of ETM International GmbH, a group providing designing and manufacturing services to OEMs in the automotive industry.

Schoenherr advised proPellets Austria, an association of the Austrian wood pellet industry, in connection with a dawn raid by the Austrian Federal Competition Authority (FCA) and its subsequent investigation into the Austrian pellets market.

Schoenherr has named four new partners and one new counsel effective February 2024. Specialising in various practice areas and coming from different markets, the new partners and counsel reflect Schoenherr's commitment to being the natural firm of choice for Central Eastern Europe.

Schoenherr has advised Lufthansa on the sale of its stake in Silver Wings Bulgaria OOD, a joint venture catering business in Bulgaria, to Truffle UK Bidco Three Limited, an active private limited company in the UK.

Schoenherr advised Davis-Standard, LLC ("Davis-Standard"), a global leader in the extrusion equipment and services sector, alongside Kirkland & Ellis, on the acquisition of Extrusion Technology Group ("ETG") from Dutch investor Nimbus. The acquisition is subject to customary closing conditions.

Moravčević Vojnović and partners in cooperation with Schoenherr advised CWP Europe, a leading renewable energy project developer in Southeast Europe,

Schoenherr advised Czech agri-food group Agrofert on the acquisition of a majority stake in East Grain, a Romanian trader of cereals and oilseeds, and its Hungarian subsidiary.

Schoenherr advised BHM Group, an important investment group on the Czech market, in connection with the acquisition of one of the largest production and logistics centres in Slovakia, Trenčín Industrial Park, by the acquisition of a 100 % share in ZNO Slovakia s.r.o. (now BHM Trenčín s.r.o.).

Schoenherr advised Erste Bank der oesterreichischen Sparkassen AG on the legal implementation of the 'Financial Health Prototype'.

Schoenherr advised Wienerberger AG as issuer's counsel in connection with the successful, oversubscribed issue of EUR 350,000,000 4.875 % Sustainability-Linked Bonds 2023-2028.

Schoenherr advised BHS Private Equity Fund ("BHS PE Fund"), whose general partner is Versute Investments a.s., on the acquisition of Altran CZ a.s., renamed Tiyo a.s. ("Tiyo"), a leading provider of research, development and testing services, from Capgemini group.

Schoenherr advised the EIC Fund, the venture investment arm of the European Innovation Council (EIC), on its investment in the EUR 12m Series A financing round of Kern Tec, an Austrian food tech company, led by Belgian firm Telos Impact.

Moravčević Vojnović and partners in cooperation with Schoenherr advised shareholders of Maxbet, Serbia’s #2 omni-channel sports betting and gaming operator,

Schoenherr advised the sellers of Austrian digital signage integrator Peakmedia on Peakmedia's acquisition by ZetaDisplay AB, a Swedish service and software company.

Moravčević Vojnović and partners in cooperation with Schoenherr advised the founders of the Serbia-based company Novelic – Messrs.

Schoenherr advised, alongside lead counsel Kirkland & Ellis, London, Thoma Bravo's portfolio company J.D. Power, a global leader in data analytics, on the acquisition of the leading pan-European and Australian automotive data, analytics and industry insights provider Autovista Group.

Schoenherr advised Process Sensing Technologies ("PST") (UK), a leading provider of measurement and monitoring solutions for process-critical applications, on the acquisition of Sensore Electronic GmbH ("Sensore").

Schoenherr advised the shareholders of Austrian software company Usersnap on their acquisition by saas.group, a company active in the business of acquiring promising software as a service (SaaS) companies.

Schoenherr advised NEVEON Holding GmbH ("NEVEON"), a member of the Greiner Group, on the sale of the automotive division, consisting of Greiner Perfoam GmbH and its subsidiaries ("Perfoam Group"), to Trèves S.A.S. ("Trèves").

Schoenherr advised Enery on signing a multi-year virtual power purchase agreement (VPPA) with Ursus Breweries, part of Asahi Europe & International, to provide green energy and guarantees of origin for the production at their brewing facilities in Romania.

Schoenherr Romania advised ROMCIM, a CRH Company ("ROMCIM") on merger clearance and FDI filing regarding its acquisition of Bauelemente Reinvest and its branch, Bauelemente.

Schoenherr advised Emirates Telecommunications Group Company ("e&") alongside Sullivan & Cromwell London on the acquisition of a controlling stake in PPF Telecom Group's assets in Bulgaria, Hungary, Serbia and Slovakia.

Moravčević Vojnović and partners in cooperation with Schoenherr advised OTP Group members, OTP Bank Plc Hungary and OTP Bank Serbia, in a biogas project finance transaction.

Schoenherr Romania advised AkzoNobel on the sale of its extruded polystyrene (XPS) insulation material production activities in Romania to HIRSCH Porozell.

Schoenherr advised VERBUND AG, via its subsidiaries VERBUND Energy4Business GmbH and VERBUND Thermal Power GmbH,

Schoenherr advised SanusX GmbH, a UNIQA Group company, on the acquisition of a participation in Biome Diagnostics GmbH in a capital increase transaction.

Schoenherr advised the Joint Lead Managers Erste Group Bank AG, Landesbank Baden-Württemberg,

Schoenherr advised the Audiotonix Group, a global market leader in the design, engineering and manufacture of professional audio mixing consoles, on the acquisition of sonible GmbH,

Schoenherr Romania advised Catalyst Romania Fund II, a key venture capital fund in Southeast Europe, on a EUR 2m transaction involving a sports subscription start-up by ESX,

Schoenherr advised Rhône Capital ("Rhône") on a public cash offer for up to 29.9 % of the share capital in RHI Magnesita N.V. ("RHI Magnesita").

Schoenherr Romania advised BlackPeak-backed euShipments.com, one of the fastest-growing ecommerce logistics platforms in the region, on the acquisition of a majority stake in Romanian e-fulfilment provider Helpship.

Schoenherr advised Cargo-Partner Group Holding AG and its subsidiaries Multi Transport und Logistik Holding AG, Safer Overseas Transport Holding GmbH, Cargo-Partner GND GmbH, and CARGO-PARTNER US HOLDINGS INC. ("cargo-partner") on the sale of substantially the entire cargo-partner Group to Nippon Express Holdings Inc., a global logistics company based in Japan.

Schoenherr advised BNP PARIBAS and Citigroup Global Markets Europe AG (Joint Global Coordinators and Joint Bookrunners) as well as UniCredit Bank AG (Joint Bookrunner) as to Austrian law in connection with the successful, oversubscribed issue of convertible bonds by voestalpine AG.

Schoenherr advised Seven Refractories GmbH on the sale of its European, Indian and US operations to RHI Magnesita for a cash consideration of approximately EUR 93m. Closing is expected in the second half of 2023 and is subject to the fulfilment of customary regulatory approvals.

Schoenherr advised the Carrier Global Corporation (Carrier), a provider of intelligent climate and energy solutions, on its acquisition of Viessmann Climate Solutions, alongside Linklaters. The cash and stock transaction is valued at EUR 12bln and is the largest transaction in the German M&A market to date this year.

Schoenherr advised HS Timber Group on its sale of HS Timber Productions Sebeș SRL as part of a share sale. With more than 600 employees HS Timber Productions Sebeș SRL operates a sawmill and other industrial wood processing activities at the Sebeș site.

Schoenherr advised Joint Lead Managers Erste Group Bank AG, Intesa Sanpaolo S.p.A., Landesbank Baden-Württemberg, Landesbank Hessen-Thüringen Girozentrale, NATIXIS and TD Global Finance unlimited company on the successful issuance of EUR 1bln 3.125 % Hypothekenpfandbriefe (Mortgage Pfandbriefe) – due 14 October 2027 – by Erste Group Bank AG.

Schoenherr advised OMV on the establishment of a geothermal energy joint venture with Wien Energie, the largest regional energy provider in Austria.

Schoenherr Romania advised Eurobank S.A. Greece ("Eurobank") on the sale of a real estate asset in Iasi, Romania. The commercial space, which has a sales area of approx. 8,000 m2 and houses a Brico Depot do-it-yourself ("DIY") store, was sold to the real estate division of Radacini Group.

Schoenherr advised allmyhomes on the establishment of a joint venture with allmyhomes Venture Partner AT GmbH, a consortium of Austrian real estate experts. The newly founded AMH AT GmbH marks allmyhome's entry to the Austrian market, where it has already secured projects with a total volume of EUR 161m. 

Schoenherr is further strengthening its leadership ranks by appointing new partners and counsels across CEE, effective 1 February 2023. The promotion round builds up the partner ranks (four new partners, five new local partners) and strengthens the counsel level with two promotions. The new partners and counsels are experienced experts from various practice areas and Schoenherr offices.

Schoenherr advised the Vienna-headquartered property technology scale-up GROPYUS on its ongoing Series B financing round led by Vonovia, Europe's largest residential real estate company. The volume of this financing round is at around EUR 100m, bringing GROPYUS' total funding to date to more than EUR 200m.

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.

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).

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 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.

Schoenherr advised Caverion Österreich GmbH on acquiring all shares in PORREAL GmbH in Austria, also including its subsidiary ALEA GmbH (together "PORREAL Group").

Schoenherr advised ARZ Allgemeines Rechenzentrum GmbH (ARZ), a technology service provider focused on the banking sector in Austria, on its acquisition by Accenture.

Schoenherr advised the Austrian cancer treatment and research centre MedAustron in the environmental impact assessment for the commissioning of a fourth treatment room.

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.

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.

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 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.

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.

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 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.

Schoenherr has advised the board of the Austrian pharmaceutical wholesaler Herba Chemosan Apotheker-AG (Herba Chemosan) on the recent management buy-out (MBO).

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.

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. 

Schoenherr supported the Austrian Mayr-Melnhof Holz group in the financing of its acquisition of Swedish sawmill group Bergkvist Siljan. 

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.

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.

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 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. 

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.

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.

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 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.

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.

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.

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.

Schoenherr advised the Liechtenstein Group on its investment in Tesvolt GmbH, a technology leader for energy storage in the commercial and industrial sector.

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 will substantially strengthen its leadership by appointing new equity and contract partners across Austria and CEE effective 1 February 2022.

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 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 advised the Joint Lead Managers on the successful issue of EUR 250m 0.01 % covered bank bonds due 2028 by Kommunalkredit Austria AG.

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.

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.

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 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.

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.

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.

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.

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. read more...

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?

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"). Background 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.   read more... 

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. read more... 

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...

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.

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.

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...

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...

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...

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...

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...

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...

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 (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...

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.

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...

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.

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)".

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...

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...

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...

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...

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...

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...

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...

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...

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.

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...

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...

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...

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...

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...

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...

Current status 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...

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...

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.

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...

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

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...

From January 2017, selling and/or advertising chips, soft drinks or mayonnaise-filled sandwiches to children in schools will be illegal.

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...

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...

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...

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...

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.

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...

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...