Expertise

Our legal assistance spans over all types of financial services and instruments, covering local and cross-border transactions, equity and debt, regulated markets and OTC, securitizations and structured finance.

Equity & Debt Public offerings

We assist clients in relation to various types of equity and debt public offerings, including the largest ever IPO on the Romanian market; voluntary and mandatory takeover bids; issuance of debt securities, on the Romanian regulated market and/or cross-border.

Transactions on BVB deal market

We provided assistance for some of the largest transactions on the deal market of Bucharest Stock Exchange in 2007 , 2008 and 2009;

De-listing of publicly traded companies as part of post privatization restructurings

We are experienced in all aspects of the privatization process, whether by strategic sale, joint venture or equity offerings, assisting either the Romanian Government or the buyer. Our capital markets team assisted clients in the first buy-offers and squeeze-out procedures on the Romanian market.

Compliance and regulatory

We advise clients - banks, brokerage firms, listed companies, open and closed funds, international clearing houses, management companies, etc. - on regulatory and compliance issues; on the provision of services under the EU passport and on all aspects under Romanian law related to implementation of European financial services directives, with a focus on the Prospectus Directive, MIFID, market abuse directive. Our large portfolio of clients includes ING, Citibank, OMV, Petrom S.A., Standard Bank, UBS, Citadel, EuroClear, Eurobank EFG Securities, Vodafone, BNP Paribas, AD Pharma, Gaz de France, Plaza Centers NV, etc.

Implementation of employees share ownership plans

We regularly assist clients, multinational employers (e.g. Citigroup Inc., ArcelorMittal, Microsoft Corp., Motorola Inc., Plexus, Pfizer, Elli Lily) with respect to issues raised under Romanian law related to the award of incentives to Romanian employees under the offerings of shares, options, restricted stock units (RSU), by EU-based/non-EU-based Clients, including representation before the National Securities Commission for the purposes of acknowledging the passporting procedure, if necessary; submitting notices and obtaining authorizations or official opinions of the authority.

Assignment of receivables (nonperforming)/ factoring agreements

We assisted clients (e.g., banks, IFNs, international factors and debt collectors) with respect to providing factoring business in Romania, analyses of factoring agreements concluded with Romanian counterparties and legal advice to companies specialized in debt collection in relation to the purchase of portfolios of assets originated in Romania.

Derivatives products

We regularly advise counterparties with respect to FX, interest rate swaps and other derivative transactions, with respect to capacity, authority, and enforceability in Romania of ISDA Master Agreement provisions, including netting under Romanian bankruptcy legislation.

Securitization and structured finance

We have been involved in planning, structuring and drafting documents for securitization arrangements/structured finance transactions.

We have participated as one of the drafters of the Romanian mortgage bond and asset-backed securities legislation as part of the project for financial market reform in Romania co-funded by the United States Agency for International Development.

Greenhouse allowances trading

We provide legal analysis with respect to legal treatment under Romanian law of trading with gas emission allowances originated in Romania on the Romanian market and/or abroad.

Cash-pooling and netting agreements

We assist large multinational companies in implementing and documenting intra-group cash pooling agreements, as well as agreements for intra-group netting of payments.

Assistance on legal issues related to trading/investing in OTC investments

We provided assistance to financial services institutions (including international settlement and/or clearing houses) regarding regulatory issues for trading/investing in OTC instruments, with a focus on state bonds.

Litigation

We provided assistance on capital market specific issues in connection with several lawsuits involving market entities.

Assistance to National Securities Commission

We frequently assist the National Securities Commission on a large variety of capital markets issues, including with respect to capital markets disputes, implementation of squeeze-out procedures into internal law, Rasdaq and creation of an ATS market, by providing interpretations and legal opinions.

Insurance instruments

We provided legal assistance in connection with drafting, collecting and submitting to the Romanian Insurance Supervisory Commission documentation needed in connection with direct and the indirect acquisition of qualifying holding in a Romanian insurance company.

Funds and investment management companies

We provided legal assistance on a large variety of funds, including open funds, closed end investment funds, pension funds and pension fund managers, as well as advice relating to the Romanian Property Fund and the acquisition of participations in the Property Fund.

Key projects