CEE Legal Matters

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  • Herbst Kinsky and Binder Groesswang Advise on Elevator Ventures’ Investment in Blockpit

    Herbst Kinsky has advised Elevator Ventures on a EUR 1 million investment in Linz-based startup Blockpit. Binder Groesswang advised Blockpit.

    Elevator Ventures is the venture capital fund of Raiffeisen Bank International.

    Blockpit AG focuses on the taxation of crypto-assets with an established presence in ten countries.

    The Herbst Kinsky team included Attorney at Law Carl Walderdorff and Associate Sarah Penker.

    The Binder Groesswang team included Partner Christian Zwick and Associate Michael Mittermair.

  • Clifford Chance Advises Allwyn on Successful EUR Term Loan B Syndication and Add-On to Existing USD Term Loan B

    Clifford Chance has advised Allwyn on the syndication of a new seven-year EUR 475 million term loan B facility and a fully fungible USD 75 million add-on to its existing USD term loan B due in 2031. 

    Allwyn is a multi-national lottery operator.

    The Clifford Chance team included Managing Partner Milos Felgr, Senior Associate Vladimir Rylich, Associate Tomas Kubala, and Junior Lawyer Radek Sikora.

    Clifford Chance could not provide additional information on the matter.

  • Sorainen Successful for Nordcurrent Group in Dividend Tax Exemption Case

    Sorainen has successfully represented the Nordcurrent Group before the Court of Justice of the European Union in a case that clarified the application of dividend tax exemption rules. 

    According to Sorainen, the court ruled in favor of Nordcurrent Group, contesting the approach taken by Lithuania’s State Tax Inspectorate and setting a significant precedent across Europe. The dispute began in 2021 and involved EUR 1 million in unjustly assessed taxes. In recent years, the STI in Lithuania had increasingly taxed dividends involving foreign group companies based on the notion that exemptions do not apply when a company exists primarily for tax advantages. However, the STI’s practice was overly narrow, failing to consider whether the group structure actually resulted in meaningful tax savings. The CJEU held that the STI cannot limit its assessment to the dividend payment period alone but must take into account all relevant circumstances behind the group’s structure – including its technical capacity for sales in Lithuania – and that the assessment of tax benefits must further consider factors such as corporate tax paid in other jurisdictions.

    In 2021, Sorainen advised Nordcurrent on the acquisition of Rin Games (as reported by CEE Legal Matters on December 20, 2021) and, in 2018, the firm advised Nordcurrent on the acquisition of the Blam! games studios (as reported by CEE Legal Matters on May 10, 2018).

    The Sorainen team included Partner Indre Sceponiene and Associate Migle Mainionyte.

  • Piotr Gogol Joins DZP as Partner and Head of Competition

    Piotr Gogol has joined Domanski Zakrzewski Palinka as a Partner and will serve as the firm’s new head of the competition law practice.

    Before joining DZP, Gogol was a Partner with EY between 2024 and 2025 as well as a Counsel between 2012 and 2024.

    According to DZP, Gogol “specializes in proceedings before the President of the Competition and Consumer Protection Office, including those involving merger control, abuse of a dominant position, contractual advantage, restrictive agreements, payment backlogs and breaches of collective consumer interests.” 

     

  • Turunc Advises Vivacy on Partnership with Burgeon

    Turunc has advised Laboratoires Vivacy on a partnership with Burgeon Biotechnology. Allen Overy Shearman Sterling’s Turkish affiliate law firm of Gedik Eraksoy reportedly advised Burgeon.

    Laboratoires Vivacy is a France-based company specializing in the development, manufacturing, and distribution of injectable medical devices for health professionals. It is a Bridgepoint portfolio company.

    Burgeon Biotechnology is a medical aesthetics and rejuvenation solutions company and a Diffusion Capital Partners portfolio company.

    The Turunc team included Founding Partner Noyan Turunc, Managing Partner Kerem Turunc, Partner Esin Camlibel, Managing Associates Beste Yildizili Ergul and Naz Esen, and Associates Canberk Taze, Ovgu Kopal, Elif Caglayan, Yagmur Aker, Baran Ezeli, and Batuhan Eraslan.

  • Filip & Company and Clifford Chance Advises on Digi Group’s EUR 54.7 Million and EUR 275 Million Loan Facility Agreements

    Filip & Company has advised Digi Romania on two export credit facility agreements totaling over EUR 54.7 million and the group’s Spanish subsidiary Digi Spain Telecom on a EUR 275 million credit facility agreement. Clifford Chance advised the banks.

    Citibank’s London branch coordinated the two export credit facilities in Romania. Banco Santander, ING Bank, Banco Bilbao Vizcaya Argentaria, Raiffeisen Bank International, UniCredit Bank, CaixaBank, and Banco de Sabadell worked on the credit facility in Spain.

    According to Filip & Company, the export credit facilities are designed to finance the acquisition of goods and services necessary for developing telecommunication networks in Romania and Portugal. Moreover, the firm reports that the credit facility for the group’s Spanish subsidiary is intended to refinance a 2021 loan, support further investments, and cover other general corporate needs.

    In 2024, Filip & Company advised Digi on its acquisition of Cabonitel (as reported by CEE Legal Matters on August 9, 2024) as well as on Digi Group’s Spanish subsidiaries’ national roaming contract and a network and spectrum sharing contract with Telefonica Moviles Espana (as reported by CEE Legal Matters on July 17, 2024), on Digi’s EUR 150 million senior facility granted to Digi Romania (as reported by CEE Legal Matters on June 14, 2024), and on Digi Group’s EUR 117 million export credit facilities and EUR 50 million loan (as reported by CEE Legal Matters on May 27, 2024). Additionally, the firm advised Digi Spain on the sale of the FTTH network to Sota Investments for up to EUR 750 million (as reported by CEE Legal Matters on April 16, 2024) and, in 2023, on Digi Spain’s acquisition of a package of spectrum licenses from Xfera Moviles (as reported by CEE Legal Matters on December 20, 2023).

    The Filip & Company team included Co-Managing Partner Alexandru Birsan, Counsel Rebecca Marina, and Associate Sandra Danciu.

    The Clifford Chance team included Partner Cosmin Anghel, Senior Associate Nicolae Grasu, and Associate Adelina Seserman as well as further team members in Amsterdam.

  • Recent Amendments to Decree No. 32 under Turkish Law

    The Decision Amending the Decree No. 32 on the Protection of the Value of Turkish Currency (the “Decision”), published in the Official Gazette on March 15, 2025, has introduced significant changes to the financial regulations in Turkey. In this context, let us examine the newly introduced regulations and the updated provisions together.

    General Framework of the Amendments

    The main regulations introduced under the Decision can be summarized as follows:

    Increase in the Cash Limit Permitted to Be Taken Abroad [Article 3/(d)]: The cash limit that can be taken abroad, previously set at TRY 25,000, has been increased to TRY 185,000. Amounts exceeding this threshold may be taken abroad in accordance with the principles to be determined by the Ministry of Treasury and Finance.

    Derivative Transactions [Article 6/(7)-(8)]: The requirement for trading derivatives exclusively on organized exchanges has been removed.

    Prior to the Decision, derivative transactions could only be conducted through intermediary institutions authorized by the Capital Markets Board (“CMB”). With the new regulation, the scope has been expanded to include banks authorized by the CMB among the institutions permitted to carry out derivative transactions. Accordingly, as a general rule, derivative transactions to be conducted abroad must be carried out through banks and intermediary institutions authorized by the CMB.

    As an exception, derivative transactions conducted by Turkish residents on their own initiative with financial institutions located abroad are exempt from the obligation to use an intermediary institution or bank, provided that such foreign institutions do not engage in marketing or advertising activities in Turkey. However, the transfer of funds related to these transactions must still be executed through banks.

    Leveraged Transactions and Derivative Transactions Subject to the Same Provisions as Leveraged Transactions [Article 6/(9)]: It has been explicitly prohibited for persons or entities other than those authorized by the CMB to intermediate leveraged transactions or derivative transactions deemed subject to the same provisions as leveraged transactions1, and to transfer funds abroad in relation to such transactions.

    Measures Against Unauthorized Intermediation Activities [Article 6/(9)]: Banks and payment/electronic money institutions have been assigned the obligation to take necessary measures to prevent unauthorized intermediation activities. In order to enable the implementation of such measures, the CMB, the Banking Regulation and Supervision Agency (BRSA), and the Central Bank of the Republic of Turkey will share any relevant information they possess, within their respective areas of authority, upon request of the relevant institutions. Any violations of this provision shall be reported to the Ministry of Treasury and Finance of the Republic of Turkey.

    Amendments Regarding Foreign Currency and Precious Metal Loans [Article 18/(4)]: With the new regulation, a significant flexibility has been introduced regarding foreign currency or precious metal-denominated loans obtained domestically by persons resident in Turkey.

    Accordingly, it is now permitted to provide guarantees or sureties in foreign currency or precious metals to banks and financial institutions located in Turkey as collateral for such loans, by either:

    • Group companies of the borrower that are resident in Turkey, or
    • Individuals or legal entities that are direct shareholders of the

    In order to benefit from this regulation, the following conditions must be met collectively:

    1. Loan: Must be denominated in foreign currency or precious
    2. Guarantor or Surety Provider: Must be either a group company of the borrower or a direct shareholder (individual or legal entity).
    3. Recipient of the Guarantee/Surety: Must be a bank or financial institution resident in Turkey.
    4. Form of Guarantee/Surety: Must be in foreign currency or precious

    Unless these conditions are met, persons resident in Turkey are not permitted to provide guarantees or sureties in foreign currency or precious metals on behalf of another resident in Turkey. This regulation introduces an exception only under the specified conditions; otherwise, providing guarantees or sureties in foreign currency remains prohibited.

    New Regulations on Precious Metal and Deposit Accounts [Article 19/(3)]: It has been explicitly regulated that trading transactions conducted in precious metal deposit accounts without physical delivery shall be considered as foreign exchange transactions.

    Conclusion

    The Decision allows group companies or direct shareholders to provide guarantees and sureties for foreign currency or precious metal loans obtained domestically by persons resident in Turkey. Authorization and transfer rules concerning derivative instruments and leveraged transactions have been further clarified, and mechanisms for preventing unauthorized intermediation have been strengthened. Additionally, the upper limit for the amount of Turkish lira that may be taken abroad has been increased to TRY 185,000. These amendments aim to enhance clarity in financial regulations while also introducing new obligations and limitations for market participants.

    1 Pursuant to Article 25/A, paragraph 3 of the Communiqué on Investment Services No. III-37.1, over-the-counter (OTC) derivative instruments such as Contracts for Difference (CFDs) are subject to the provisions applicable to leveraged transactions.

    By Murat Develioglu, Senior Counsel, and Nesli Turker, Lawyer, Guleryuz Partners

  • CMS and Schoenherr Advise on Synlab International’s Sale of Eastern European Business Activities to Medicover Group

    CMS has advised Synlab International on the sale of its business activities in Eastern Europe – including its entities in Croatia, North Macedonia, Romania, Slovenia, Turkiye, and Cyprus – to Medicover Group. Schoenherr advised Medicover.

    Synlab International is a provider of medical diagnostics in Europe.

    Medicover Group is a European healthcare and diagnostic services company operating numerous outpatient clinics, hospitals, laboratories, and blood collection points. According to CMS, this transaction is part of Synlab’s overarching strategy to densify its network and focus on markets offering attractive strategic perspectives for its future development.

    The CMS team included Croatia-based Managing Partner Gregor Famira, Partner Marija Zrno Prosic, and Lawyers Manuel Kralj and Dina Celikovic, North Macedonia-based Partner Marija Filipovska Jelcic, Senior Lawyer Aleksandar Josimovski, and Lawyer Aleksandar Kralevski, Romania-based Partner Rodica Manea, Senior Counsel Claudia Nagy, Counsel Raluca Ionescu, Senior Associate Alexandru Dumitrescu, and Associates Simona Strava-Stoica, Rares Crismaru, and Aura Georgiana Marina, Turkiye-based Partner Done Yalcin, Senior Associate Merve Akkus, and Associate Arda Ozkan, as well as Slovenia-based Partner Sasa Sodja, Senior Associate Martina Mahnic Smole, and Lawyer Gasper Hajdu as well as further team members in Germany.

    The Schoenherr team included Austria-based Partner Markus Piuk, Counsel Stephan Roedler, and Associate Alexandra Jelinek, Romania-based Partners Monica Cojocaru and Georgiana Badescu, Managing Attorneys at Law Cristiana Manea and Mihaela Popescu, Senior Attorney at Law Simona Lehniuc, and Attorney at Law Sabina Aionesei, Zagreb-based Partner Vice Mandaric and Associate Dino Rakic, Skopje-based Attorney at Law Andrea Lazarevska, Slovenia-based Co-Managing Partner Bojan Brezan, Partner Peter Gorse, and Associate Zana Zabnikar, and Turkiye-based Partner Murat Kutlug and Associate Emir Kuris.

  • KG Advises on Student Accommodation PPP Project in Greece

    Kyriakides Georgopoulos has advised the European Investment Bank and Piraeus Bank as the lenders on structuring and financing the University of Crete Student Accommodation Public-Private Partnership project, awarded to Aktor Group.

    According to KG, this is a first-of-its-kind student accommodation PPP in Greece, which is expected to serve as a pilot for future projects.

    The Kyriakides Georgopoulos team included Senior Partner Konstantinos Vouterakos, Partners Ioanna Antonopoulou, Elisabeth Eleftheriades, and Vasileios Douzenis, Counsel Angeliki Chalikia, Senior Associate Tryfonia Angelidou, Associates Eva Makri, Konstantinos – Antonios Grivas, and Despina Korovesi, and Trainee Lawyer Anastasia Karabesini.

    Kyriakides Georgopoulos did not respond to our inquiry on the matter.

  • Pontes Budapest Advises Emeren Group on Project Financing for Solar Portfolio

    Pontes Budapest has advised Emeren Group on project financing in Hungary for its 52.4 megawatt-peak solar portfolio, secured in collaboration with Raiffeisen Bank Hungary. 

    According to Emeren Group, this financing package supports five operational solar farms and underscores the company’s commitment to renewable energy, contributing to its regional growth and development initiatives.

    Pontes did not respond to our inquiry on the matter.