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Investing in a variable capital company in Bulgaria
In less than two months, businesses will have the opportunity to start using a new corporate vehicle available in Bulgaria – the variable capital company (“VCC”). The VCC structure has been designed to give more flexibility to founders and start-ups while reducing initial incorporation costs. But does this flexibility also benefit investors? Below are some considerations that investors should keep in mind before investing in a VCC: Increased importance of a thorough corporate due diligence – To date, entrepreneurs in Bulgaria have tended to use limited liability companies to start their businesses. Investors can quickly and easily verify the title over shares and the capital and shareholding structure
Kinstellar advises BIG Mega Renewable Energy on a EUR 92 million financing with EBRD and OTP Bank for the construction and operation of the Urleasca wind farm in Romania
Kinstellar has successfully advised leading developer BIG Mega Renewable Energy on a EUR 92 million financing agreement with the European Bank for Reconstruction and Development and OTP Bank to build and operate the 102 MW Urleasca wind farm in Brăila county, Romania. The milestone project marks BIG Mega Renewable Energy’s first renewable investment in Romania, with the signing of the financing agreement highlighted as a crucial milestone for the company’s expansion strategy in Romania and the Balkans. The Urleasca wind farm is expected to make a significant contribution to Romania’s renewable energy goals, with generation capacity of 292 GWh per year. The financial closing is expected mid-2024. Kinstellar’s
Kinstellar advises S IMMO AG on its acquisition of a EUR 463 million property portfolio in the Czech Republic
Kinstellar has successfully advised S IMMO AG, a real estate investment company, on the successful acquisition of a property portfolio in the Czech Republic from CPI Property Group. The portfolio consists of two office buildings, two shopping centres, a mixed-use property and a single-tenant retail building. The property value of the transaction is EUR 463 million with an annual rental income value of around EUR 28.3 million. We're delighted to have supported S IMMO AG in their strategic acquisition, enhancing their footprint in the Czech real estate market. We believe our expertise played a role in the successful outcome of this transaction, showcasing our team’s ability to efficiently handle major real estate deals.Klára
The National Bank of Ukraine significantly eases the temporary currency restrictions
The National Bank of Ukraine (NBU) significantly eases the temporary currency restrictions imposed under martial law and, among other things, simplifies the terms of servicing residents' external borrowings and allows a number of cross-border transfers that are essential for Ukrainian businesses. Click on the following links to read the overview in English, or in Ukrainian. Download in English: Download in Ukrainian:
Kinstellar advises SAMCO Aircraft Maintenance on the acquisition of Austrian Airlines Technik – Bratislava
Kinstellar has successfully advised the Dutch aircraft maintenance provider SAMCO Aircraft Maintenance (SAMCO) on the acquisition of Austrian Airlines Technik – Bratislava (ATB). Located at the Maastricht Airport in the Netherlands, SAMCO provides a wide range of aircraft maintenance activities—from heavy base-maintenance checks, line-maintenance, logistic support, asset and maintenance management to EASA Part 21 approved design changes. With the acquisition of ATB, SAMCO increases its footprint significantly. ATB, located in Bratislava, Slovakia, is fully equipped to perform all base maintenance services with close to 250 staff. With this strategic acquisition, SAMCO creates five additional lines for Embraer
Update on the ESG reporting obligations in Bulgaria, Croatia, the Czech Republic, Hungary, Romania and Slovakia
CSRD implementation: regional progress uneven as deadline draws near As the 6 July 2024 deadline for implementation of the EU Corporate Sustainability Reporting Directive (EU) 2022/2464 (the "CSRD") approaches, a new landscape of reporting standards is beginning to take shape across Central and Eastern Europe ("CEE"). Three of the six countries in CEE (the Czech Republic, Hungary and Romania) adopted legislative acts in the beginning of 2024 that, at least partially, implement the CSRD into national legislation. The progress in Slovakia, Bulgaria and Croatia however has been slower. Our third status update on the CSRD implementation in Bulgaria, Croatia, the Czech Republic, Hungary, Romania and Slovakia is available here. For
Kinstellar advises Dig Ventures on significant investment into mobile app security innovations
Kinstellar's Prague office successfully advised Dig Ventures on a strategic investment into Talsec, a Czech startup specializing in mobile application security, as part of Dig Ventures’ efforts to expand its global presence and support further innovation in its security solutions portfolio. Talsec, which originated as a spin-off from technology company Monet+, has demonstrated substantial organic revenue growth over the past two years. The company develops specialized tools that protect mobile applications from hacking threats, conceal sensitive information, and identify malicious software. Talsec’s solutions are already helping to secure over a thousand apps from various companies, including insurers like Generali
Kinstellar advises Halyk Bank on the sale of its subsidiary in Kyrgyzstan
Kinstellar's Kazakhstan office has successfully advised Halyk Bank, a leading financial services group, on the sale of its subsidiary in Kyrgyzstan, to a consortium of buyers within the investment group Visor International DMCC. The financial details of the transaction are undisclosed. Originally established as Kyrgyz Kairat Bank, the subsidiary was acquired by Halyk Bank in 2004 through a bidding process. This transaction follows the previous divestment of assets of Halyk Bank of Kazakhstan, including the recent sale of its Tajik and Russian subsidiaries. The Kinstellar team was led by Partner Adlet Yerkinbayev, and Counsel Kuanysh Shekerbekov.
Kinstellar advises the hospitality division of the House of Julius Meinl group on the purchase of the historic Hotel Ambasador in central Bucharest
Kinstellar is delighted to announce it has advised the hospitality division of the House of Julius Meinl on the completion of the purchase of the Hotel Ambasador, one of the most famous hotels in Bucharest. Operating continuously since 1937, it is an iconic landmark in the city. The transaction structure was complicated, as it involved different, numerous sets of owners and involving both share and asset transaction aspects. It took several months to negotiate and close. Julius Meinl intends to invest tens of millions of EUR to refurbish the hotel and bring it to the standards of its “The Julius” brand operating elsewhere. Kinstellar advised on all aspects of the matter, including real estate due diligence
Significant changes to the Hungarian Competition Act expected in the summer
The latest proposed amendment to the Hungarian Competition Act, recently submitted to the Hungarian Parliament, would enter into force on 1 July 2024, but it has not yet been adopted. The package of amendments would cover several areas, including the introduction of a new concept of undertaking and a new exemption category from the prohibition of restrictive agreements. Undertaking of fundamental principle The proposed amendment would introduce the concept of undertaking of fundamental principle. The Hungarian Competition Authority (HCA) would be able to determine in the context of a competition supervision procedure that an undertaking is of cross-market significance for competition and consumers. To do so, the
AMC increases fines for competition law violations in Ukraine
A so-called Procedure for Determining the Amount of Fines Imposed for the Violation of Laws on the Protection of Economic Competition (the “Procedure”) issued by the Antimonopoly Committee of Ukraine (“AMC”) in 2023, and binding since 21 February 2024, has come into force in Ukraine. The Procedure replaces the earlier AMC Recommendations on the Calculation of Fines for the Violation of Ukrainian Competition Laws. The Procedure allows the AMC to impose significantly higher fines for competition law violations in Ukraine (the percentage imposed may range from 15% to 30% of the revenue on the relevant market depending on the given violation and circumstances). Indeed, we anticipate that the Ukrainian authority will
Settlement procedure: Overview for businesses in light of Ukraine's new competition law
Building on established practices, and taking inspiration from the successful experiences of international partners, the Ukrainian competition authority (the Antimonopoly Committee of Ukraine) has introduced a settlement procedure for cartels and abuse of dominance cases. The procedure became effective on 30 January 2024 within the framework of recent competition law reforms. The procedure is designed as a "win-win" enforcement tool that can both simplify and expedite the adoption of cartel or abuse of dominance decisions, and reduce fines by 15%, provided that defendants meet the respective competition authority eligibility requirements. For more details, please see our leaflet covering this topic in English and