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OUR EXPERIENCE IN THE FIELD OF BUSINESS LAW IN 2013

2013-12-31 23:30
Experience
  • We successfully represented a Lithuanian company engaged in real estate development and owning over 7,000 sq m of properties in negotiations with a bank concerning amendment of the provisions of a LTL 14 million loan agreement. The negotiations resulted in a favourable arrangement that enabled the company to avoid some undesirable outcomes. We drafted all the required documents concerning formalisation and payment of interim dividends (over LTL 13 million) for an international production company.
  • By instruction a foreign capital company engaged in real estate development and controlling properties worth over EUR 6 million, we conducted a feasibility study concerning reorganisation of the activities of the company by method of separation, identified the potential risks and proposed measures aimed at mitigating those risks.
  • We provided consultancy and represented a foreign capital company in relations with a bank in the drafting, harmonisation and signing of a loan agreement for purchasing real estate worth LTL 14 million.
  • We provided consultancy and full representation to a well-known Lithuanian clothes wholesale company connected with the purchase of warehouses from the State Property Fund.
  • By instruction of a foreign client (potential buyer of a business), we successfully and within a short time period completed a legal and tax audit of a group of 14 companies engaged in the production of foodstuffs, fodder and fertilisers and service provision.
  • We provided consultancy to a foreign capital company engaged in market research (B2C and B2B surveys) on issues of property acquisition and takeover of a business share by method of property and customer-base acquisition, prepared draft purchase and sale and services agreements, advised on the possible risks related to creditors and proposed measures aimed at reducing the likelihood of those risks.
  • We provided representation services and drafted documents required for employing a highly-qualified non-EU citizen in Lithuania, including successful receipt of a work permit and a temporary residence permit.
  • We provided consultancy to a group consisting of both foreign and Lithuanian companies and expanding its operations in the Baltic States on the contract and tax-related issues of cross-border business transfer, including issues such as establishment of the main headquarters, VAT, profit tax, employment-related taxes (income tax of individuals and premiums payable to the State Social Insurance Fund), and avoidance of double taxation.
  • We provided consultancy to a Lithuanian company planning investments in Ukraine in co-operation with Ukrainian businesses on issues of incorporation and management of a holding company in Lithuania and drafted a shareholder agreement to protect the interests of the client that provides for additional (in addition to those provided for by legislation) shareholder rights and duties connected with the following: convening of general shareholders’ meetings, voting at general shareholders’ meetings, documentation of the progress and outcomes of general shareholders’ meetings, company management, management of a subsidiary in Ukraine, company financing, transfer of company shares, non-competition, and other issues of relevance for the client.
  • We provided consultancy to a construction company and its shareholders on issues of possible purchase of a block of shares from a conflicting shareholder and settlement of accounts for the shares in full, as well as formalisation of the deal and its consequences (including tax-related); we attended the related shareholders’ meetings with a view to properly documenting key decisions; based on the parties’ requests, we drafted documents connected with the deal (shares transfer package, protocols, agreements, arrangements, and confirmations concerning account settlement) and agreed on the documents with a notary; we ensured the successful completion and appropriate formalisation of the transfer of the shares and account settlement for the shares in full.
  • We provided consultancy to a Lithuanian distributor of food supplements on issues such as the necessity to obtain a food handler certificate and the duty to register parties who handle food but do not have a direct impact on food quality and safety and formalities connected with this registration; we drafted an application for registration and a description of the food handling process. 
  • We successfully represented a client in negotiations with a commercial bank in bankruptcy concerning extension of a loan repayment deadline: we successfully defended the interests of the client and ensured that mortgage conditions for the client did not worsen when the bank was seeking to extend the scope of its own rights under the mortgage.
  • We successfully represented a client acquiring real estate from a shareholder of a company in bankruptcy: for this purpose, we conducted checks of the legal status of the property, its seller and previous owner and of the possible legal risks connected with the deal and proposed and successfully implemented measures for managing creditor dispute risks, which enabled the client to make a secure investment in an attractive property.
  • We provided consultancy to a company of a foreign financial institution on issues of property acquisition in the framework of bankruptcy proceedings of a Lithuanian company; we drafted a proposal concerning property acquisition for the bankruptcy administrator and represented the client in presenting the proposal to the bankruptcy administrator.
  • We provided consultancy to entrepreneurs residing in Israel and engaged in the production of clothes on issues of business expansion in Lithuania, opened a new accumulative bank account for the entrepreneurs and helped the entrepreneurs to incorporate a production company.
  • We drafted documents and represented foreign capital companies registered and operating in Lithuania in various institutions, including the State Tax Inspectorate and the State Social Insurance Fund Board, in connection with liquidation and de-registration of the companies from the Register of Legal Entities.
  • We provided consultancy to a foreign capital company on the opportunities of guaranteeing the fulfilment of its obligations under sureties and subordination agreements.
  • We successfully represented a foreign company engaged in investments in real estate in the purchase of a high-value residential building in a Lithuanian resort town: we assisted the company in drafting a purchase and sale agreement and a contract for reconstructing the building; we also took part in negotiations with AB Lietuvos Dujos, represented the company in various institutions and drafted the required documents.
  • We successfully represented a client in negotiations concerning the sale of two residential buildings in Vilnius with a total value of LTL 5 million, drafted a purchase and sale agreement to secure the interests of the client, and represented the client in various institutions in obtaining the required documents for formalising and transferring the title to the property.
  • We represented a foreign company in acquiring uptown apartments in the Kaunas Old Town; we drafted an agreement of purchase of a boiler house located in the Kaunas Old Town from Kaunas City Municipal Government, agreed on the provisions of the agreement with the other party, and provided supervision to ensure that the agreement is properly implemented.
  • We drafted an agreement of exclusive rights to sell a one-of-a-kind piece of jewellery and transfer of the related property rights for a client operating in the jewellery industry.
  • We provided consultancy to a large company engaged in the wholesale of car spare parts and represented the company in acquiring a large block of its own shares and in increasing its authorised capital from the company’s own funds; for this purpose, we drafted and agreed on documents required by law for increasing the authorised capital (including the particularities connected with quorum requirements, vote counting, and share subscription requirements applicable to companies controlling their own shares) and ensured the timely and smooth registration of the increase in the authorised capital.
  • We drafted all the required documents connected with formalisation and payment of interim dividends (over LTL 9 million) for an international production company.
  • We successfully registered the reduced authorised capital of an international company engaged in the production of plastic materials following acquisition by the company of its own shares.
  • We conducted company shareholders’ meetings and provided secretary services with the aim of approving annual financial statements of our clients.
  • We provided consultancy to a large Lithuanian production company on issues of establishment of a joint venture in Lithuania in co-operation with Ukrainian individuals.
  • We drafted documents and represented foreign capital companies registered and operating in Lithuania in connection with their liquidation and de-registration from the Register of Legal Entities.
  • We provided consultancy to a quick loan company that controls one of the largest loan portfolios in Lithuania on the possibilities of expansion to other EU countries.
  • We provided consultancy to a client on issues of formalisation of transfer by gift of tangible shares of a joint stock company (including the notarial form of the transfer by gift, share transfer endorsements in tangible shares, transfer by gift of shares to underage individuals, possible restrictions on subsequent transfer of the shares, and tax-related consequences and risks) and drafted a package of documents required for the transfer, based on which the transfer by gift of the shares was successfully formalised.
  • We represented a client – a shopping centre owner and operator – in negotiations concerning finalisation of a new agreement with a strategically important tenant with a view to ensuring the client’s key interests and the preconditions necessary to ensure the further success of the shopping centre; the negotiations resulted in an arrangement of the parties on the key provisions of the future agreement and enabled the parties to move closer towards reaching a final agreement.
  • We represented a foreign capital real estate development company in acquiring agricultural land from individuals in Lithuania and selling real estate in Vilnius: for this purpose, we drafted purchase and sale agreements that provided for maximum protection of the interests of our clients (both buyers and sellers), provided representation services in reaching agreement with other parties and in relations with notaries, represented the client at the notary’s office during verification of the agreement and receiving confirmations about execution of payments under the agreements, ensured account settlement under the agreements and execution of documents confirming account settlement, and ensured the smooth registration of the title to the property.
  • We provided consultancy to the Lithuanian branch of a foreign pharmaceutical company on issues of formalisation of advertising and marketing agreements with wholesalers (including the compliance of the contents of the services with the actual situation), proper documentation and storage of the outcomes of the services provided, and legal and tax-related aspects of services properly provided by the service provider and accepted by the service recipient.
  • We drafted customised service agreements in Lithuanian and other languages for Lithuanian and foreign companies, e.g. agreements concerning marketing and information dissemination in a specific geographic region, agreements concerning car rental and maintenance services, agreements concerning real estate rental to a foreign company and agreements concerning rental of real estate to a company providing for the obligation of the company to perform repair work; we provided consultancy on the improvement of agreements drafted by other parties (e.g. consignment storage, rental, supply, service provision) with a view to ensuring maximum protection of client interests.
  • We successfully represented a client in negotiations with the other party to the contract concerning the sale of an administrative building in Vilnius, drafted a purchase and sale agreement aimed at maximising protection of our client’s interest, and represented the client in various institutions in obtaining the required documents for the contract and registering the transfer of the title to the property.
  • We represented a foreign company in acquiring uptown apartments in Neringa and Kaunas.
  • We drafted documents for increasing the authorised capital of a large cattle breeding company and successfully registered the increased authorised capital.
  • We drafted documents for increasing the authorised capital of one of the largest Lithuanian private capital logistics companies in the Baltic States and successfully registered the increased authorised capital.
  • We successfully represented a client in acquiring the control block of shares of a well-known construction company.
  • We drafted a purchase and sale agreement with extensive seller guarantees for a company controlling a network of gas stations.
  • We successfully represented a foreign company in purchasing one of the largest shopping centres in Vilnius, conducted a legal audit and drafted all documents necessary for the acquisition.
  • We successfully represented a Lithuanian company engaged in clothes wholesale and drafted documents for the takeover of the control of a company registered and operating in Russia due to outstanding payments payable to the client.
  • We drafted an agreement with a Kazakhstani company that ensured the protection of the financial interests of a Lithuanian company engaged in clothes trade.
  • We successfully represented a company engaged in real estate investment and development in the Baltic States in a real estate sale contract and drafted and agreed with the other party on the provisions of a purchase and sale agreement ensuring receipt of deferred payments.
  • We provided consultancy to a farmer engaged in rural tourism on issues of possibilities and legal restrictions on expanding his activities to new plots of land and drafted the required land lease agreements.
  • We performed a legal review of an agreement concerning detailed plan drafting for a company engaged in real estate development with the aim of ensuring the inclusion in the agreement of the service provider’s obligation to achieve the outcomes envisaged in the agreement by the set deadline and within the approved budget.
  • We provided consultancy to a foreign capital group of companies operating in the Baltic States on issues of avoidance of double taxation of the salary of the head of administration working in several countries, travel-related and distance work, and flexible formalisation of the workplace and drafted agreements defending the interests of the employer.
  • We provided consultancy to international companies operating in Lithuania on issues of labour relations, including employee dismissal in case of illness; employee dismissal by agreement of the parties; granting of extended annual holidays to employees with children terminating employment; dismissal of employees who concealed absence of sufficient professional experience; documentation of the presence of intoxicated employees at work, collection of evidence of this and dismissal for serious violations of the work discipline; and reduction of bonuses payable to employees. We also drafted the required agreements, orders and other documents necessary to properly document amendments to employment agreements or termination of employment.
  • By assignment of a large Singaporean shipping company (a potential business buyer), we successfully conducted a comprehensive legal and tax audit of a well-known Lithuanian sea transport company.
  • By assignment of a potential business buyer, we conducted a legal and tax audit of a well-known Lithuanian printed media company.
  • We successfully provided consultancy to a shareholder of a well-known Lithuanian construction company, drafted a feasibility study for the shareholder and successfully represented the shareholder in negotiations aimed at solving a shareholder dispute.
Contact 
Attorney at Law, Tax Lawyer, Legal Project Manager
Telephone 
+370 5 2691101
Fax 
+370 5 2691010
Mobile 
+370 612 11222
Email 
laimonas.marcinkevicius@juridicon.lt