Real Estate Advisory
- Commercial Transactions offering clients flexible and creative solutions to difficult problems across a broad range of transactions in the commercial real estate industry, including real estate private equity fund investments and set-ups;
- Real estate operating company set-ups and investments including drafting and negotiation of joint venture, partnership and limited liability company agreements, investment advisory agreements, shareholder agreements and related documentation;
- Single asset and portfolio acquisitions and dispositions; management, leasing and related operational issues including drafting and negotiation of leases, asset and property management agreements.
Litigation
- Assess threatening commercial litigation and courses of action in the case of breach by the contractual partners and assist in conciliations procedures;
- Support during the litigation phase against tax authorities.
Corporate and Commercial
- Corporate establishment and restructuring – assessing legal requirements for acquisitions;
- Mergers, de-mergers;
- Setting-up new companies;
- Drafting by-laws for all types of corporate structures;
- Assisting during registration and obtaining required authorizations and licensing for operations;
- Assistance upon the increase or decrease of share capital using various methods (contribution in kind or in cash, debtequity swap and so on);
- Assessing legal requirements for winding off, spin-off, dissolution, liquidation and bankruptcy.
- Commercial Contracts drafting, negotiating and amending all types of commercial contracts (salepurchase, rent, leasing, distribution, sponsorship, partnership, joint-venture, franchise, loan, credit, mandate, agency, assignment, construction, reparation, maintenance, security, mortgage, any type of collaterals, insurance, advertising etc.)
All compliance in corporate bodies’ meetings and in any decision making process; ensuring legal and secretarial assistance during general meetings of shareholders; drafting documents related to corporate governance and proceedings to their duly registration and publication; audit the material commercial contracts of the client; assess their legal and regulatory compliance; provide guidance for enhancing contractual performance and coverage in the case of non-performance; periodically assess threatening commercial litigation and courses of action in the case of breach by the contractual partners and assist in conciliations procedures; advise and applying for required authorizations, licenses, permits and clearances.
Mergers and Acquisitions
- Mergers and Acquisitions Assistance in structuring complex merger and acquisition transactions;
- Preparation of preliminary and final offers and related documentation;
- Assisting during bidding procedures and/or direct negotiations;
- Providing legal services, including legal due-diligence, in order to assess key issues regarding the target (corporate issues, realestate, commercial contacts, financial agreements, authorization and licensing, competition compliance, IP protection compliance);
- Assessing key issues related to the implementation of the transaction (incorporation requirements, shareholders’ agreements, re-authorization, tax related issues);
- Preparation and negotiation of the transaction documents and related documents; conducting meetings with the relevant Romanian authorities, proceeding to duly registration and publication.
Employment Law
- General employment related matters – negotiating and implementing governmental facilities for staff restructuring, advising on employment schemes for foreign employees, employees’ profit sharing, advising on wages and bonuses payment, overtime and senior positions (executives) powers, maternity/paternity and disabled people rights, advice on prohibitions to terminate the employment.
- Investments and set-ups;
- Real estate operating company set-ups and investments including drafting and negotiation of joint venture, partnership and limited liability company agreements, investment advisory agreements, shareholder agreements and related documentation;
- Single asset and portfolio acquisitions and dispositions;
- Management, leasing and related operational issues including drafting and negotiation of leases, asset and property management agreements.