BRADVICA MARIĆ WAHL CESAREC SKERLEV ( BMWC Law Firm )

Corporate and M&A

As a law firm whose one of their main focuses is this interesting and vital legal field, we are giving our clients an added value by covering all aspects of the transaction and not only providing "clean legal advice".

We are a team of strong individuals who have worked, organized and taken the lead in some of the most delicate and challenging M&A transactions on the market and in the CEE region.

In our approach to a specific mandate we do not focus only on the legal matters and negotiation process, but we ensure the client that we will not only get the deal done, but will also ensure the client that all aspects of the transaction are covered.

In this respect, our team of highly experienced professionals is constantly working on their skills and knowledge.

In respect to this legal field we are able to assist you with the following:

• review of the company or business and its preparation for a sales process
• preparation of information memorandum and presentation of the company or business unit for a sales process, including assistance in the search for a potential buyer
• organizing, conducting and finalizing a due diligence process
• SPA negotiations and closing of a transaction
• assistance in all reorganizational matters, including mergers, spin-offs, changes to corporate forms, squeeze out process etc.
• incorporation and set-up of a new company, as well as setting up a joint venture company
• all other corporate changes and registrations

Dispute Resolution

Managing legal disputes in a difficult environment and legal regime that is still developing may be a tough task. A special set of skills is required to inspire predictability in the proceedings and professional management of created risks. In order to unleash internal and external resources that are tied to the processes, while decreasing financial uncertainty, we are able to:

• help you with the choice of law and jurisdiction in international contracts
• mediate between the parties
• manage en masse litigation and enforcement proceedings while applying business analytics to the process
• assess Non-Performing Loan portfolios (NPL’s)
• assess individual litigation risks
• structure transactions to create best place and means of (potential) dispute
• advise you on settlement considerations
• keep track of costs incurred and provide precise estimates of litigation costs
• enforce decisions made in or outside Croatia

Our dispute resolution team consists of experts specialising in litigation before the courts and arbitration tribunals, as well as administrative bodies.

The team is also praised for their antitrust and regulatory litigations.

In each case, the idea is to assess available avenues together with our clients. If litigation is inevitable, we shall develop the optimal litigation strategy.

Employment

Each successful entrepreneur who is also an employer is aware of the difficulties and potential risks which may arise in respect to employment matters. Therefore, it is crucial to receive high-quality advice at the right moment to avoid potential labour disputes and the risks which they bring. As we are regularly advising a large scope of our clients in respect to all employment matters, our experienced lawyers are able to provide each client with high-quality advice at the right moment and to ensure the protection of both employer and employee. We are therefore able to provide assistance in respect to:

• drafting employment and management contracts
• drafting internal rules and procedures which are obligatory according to the Croatian Labour Act
• assisting clients in preparation of termination of existing employment contracts
• organizing seminars which provide management employees an insight into the most important aspects of the Croatian Labour Act
• providing legal advice in respect to mandatory provisions of the Croatian Labour Act and other labour related matters (e.g. safety at work regulations)
• assisting clients in case of a labour or some other related inspection and representation in a potential misdemeanour proceeding

Our employment team will have an answer for any and each of your questions and our prompt assistance and availability will be something what will assure you that your rights will be protected and that potential risks will be minimized.

The team members are constantly available and always aware of the importance of the matter at stake, so you can keep being focused on your daily business and we will take care that your issue is solved in the best possible legal way.

Real Estate

Ensuring clients that their real estate investment is secure, in spite of an insecure legal environment and public registers which are still in the verification process, is something we consider to be one of our core assignments.

Our legal professionals have experience in various aspects of this legal field i.e. from acquisitions of land plots used for building or agricultural purposes, and up to capital real estate projects which involve the acquisition of land and construction of a shopping centre. Therefore, we are able to provide our clients with the full scope of services related to the sale, acquisition, and changing the purpose of the land etc.

For our clients we may offer the following services:

• drafting real estate sale and purchase agreements and registration of the new owner in the competent registers
• review and due diligence of land plots, arable land, existing buildings and all kind of constructions
• drafting and negotiating lease agreements
• assistance in the process of acquiring concession over real estate, including marinas and maritime goods
• assistance in obtaining location, construction and usage permits
• representing clients in the process of adopting zoning plans
• assisting clients in all other real estate related matters, including all regulatory proceedings

Our real estate department has advised domestic and foreign clients in all kinds of real estate related projects and the experience of our individuals may ensure each client that his potential investment is in safe hands.

The knowledge of our team members from other legal fields can help the client to get an overall picture of the planned acquisition and may provide him with advice which can save a lot of time and money.

Insolvency & Restructuring

Insolvency and Restructuring encompasses debt restructuring and rescheduling, equity capital raising and restructuring, distressed M&A activity, investigation, asset tracing and insolvency litigation. All this typically culminates with formal insolvency procedures like pre-bankruptcy and bankruptcy procedures.

We are advising our clients on all aspects of Insolvency and Restructuring matters whereby our team has gained broad experience on large restructuring mandates, distressed M&A deals, advising numerous international creditors in pre-bankruptcy and bankruptcy proceedings, insolvency litigation etc.