Category: Austria

Graf & Pitkowitz is representing Facebook in a class action-style lawsuit brought in Vienna by Max Schrems, an Austrian law school graduate claiming EUR 500 for each of the 25,000 users in the class who have transferred their claims. G&P is seeking to have the case dismissed as outside the Vienna regional court’s jurisdiction. It has not yet commented on the merits of the case itself.

Schrems is one of 8 co-complainants claiming damages for alleged data violations by Facebook, alleging that Facebook’s data policy is invalid under EU law, that there is insufficient effective consent to many types of its use of data, that Facebook tracks its users on external websites through it’s “Like” buttons, and that Facebook passes on user data to external applications without authorization.

Schrems has established himself as a thorn in Facebook’s side. He operates an organization called “Europe vs. Facebook,” and as a law student he filed 23 complaints against Facebook with the Irish Data Protection Commissioner. (Facebook’s European operations are based in Dublin). Schrems ultimately withdrew 22 of those complaints, and the 23rd – involving Facebook’s alleged cooperation with the United States’s National Security Agency’s PRISM program – was rejected. His appeal of that decision remains in the Irish courts.

The potential for conflicting decisions is one of several reasons Graf & Pitkowiz claims Schrems’s claims case should not be considered by the Austrian court. On behalf of Facebook, Nikolaus Pitkowitz reportedly argued to the court that the “lawsuit is inadmissible from a procedural viewpoint and that the [Vienna] court has no jurisdiction and that [the lawsuit’s] content is unjustified.” 

The judge has promised a written decision on the jurisdictional question before summer.

 

Katja Tautscher is the Chief Legal and Procurement Officer at Borealis, where she has been for almost six years. Prior to joining Borealis she worked with Scientific Games as its European Legal Counsel for two years, preceded by 7 years at Wolf Theiss. Before leaving that firm, she had attained the position of a non-equity Partner.

CEELM: Please describe for our readers you career leading up to your current role.

Katja: I studied law in Vienna and started to work immediately after my Masters’ degree in a then small law firm particularly focusing on day-to-day matters. I soon found out that I was actually more interested in international matters but that I lacked the foundation for that. So I went back to university to do an LLM at the London School of Economics, focusing on international business law and European law. I got a job offer to work in Dusseldorf for Clifford Chance and really enjoyed working on really big matters.

I had to come back to Austria because I did not have the bar exam and I returned to Wolf Theiss where I worked for almost 7 years, first as an associate and then as a junior partner in Austria and Slovenia. During that time I had a one-year secondment to Allen & Overy in London.

At the end of the seven years I realized that I really enjoy working very closely with clients and getting involved in matters beyond the purely legal questions. So I decided to move in-house and started this career as a European Legal Counsel for a US company. After two years I got a job offer from Borealis to act as its General Counsel and here I am. Last year I did an Executive MBA at INSEAD to broaden my skills more into the commercial area. 

CEELM: Your role within the company recently changed from that of “Vice President – General Counsel” to that of “Chief Legal and Procurement Officer.” What does that change entail in terms of responsibilities?

Katja: The change is quite massive. Besides heading the legal department, I am now also responsible for all raw material, technical, and business related purchasing matters, which translates to a budget of EUR 1.2 billion per year.

CEELM: The recurring myth is that a GCs job is a 9 to 5 one. Do you find it to be accurate?

Katja: I think that there is a difference between an in-house role and a role in private practice and yes, the working hours are more “civil” now. However, in my entire working life I have rarely left the office at 5 and I rarely only show up at 9. The big difference is that – unless there is a real emergency – you are more of a master of your time than you are in a law firm (where the clients call on emergency matters).

CEELM: Prior to joining Scientific Games as its European Counsel, you were a Partner in a law firm. What drew you to the in-house world? Would you consider returning to private practice?

Katja: I wanted to understand the bigger topics that companies have to deal with and got a bit bored by only looking strictly at legal matters. I also wanted to participate in projects when they are a pure idea and develop them from the beginning rather than being only called in at the very last moment. I also enjoy getting a really good picture of the industry and being able to move away from the legal department into a broader role.

Never say never but at the moment I would not see myself in private practice again. 

CEELM: You have been with Borealis for almost 6 years now. What still gets you excited about going to work in the morning?

Katja: I think Borealis is a truly fascinating company with an open company culture and strong values. The business we are in is very exciting and I love the fact that we are very international. In the Viennese headquarters, two-thirds of my colleagues come from other countries than Austria and you hear many different languages in the corridor. My team, from both the legal and the procurement departments, is extremely professional, very motivated, and just fun to work with.

We are also not very hierarchical and you can talk to everyone freely irrespective of rank and age.

CEELM: How large is your in-house team and how do you structure it?

Katja: The in-house legal department consists of 17 team members. We have 13 lawyers, a company secretary, a contract manager, an Ethics and Legal Compliance officer, and an assistant.

We have structured it along the business. This means that we have dedicated business lawyers which are unofficial parts of the respective businesses and specialists for areas such as IP, M&A, corporate law, and finance and funding law.

CEELM: On the lighter side of things, what is your favorite thing to do after you leave a stressful day at the office to decompress?

Katja: I have a little son, age 2, and playing with him really makes my day worthwhile.

Ingo Steinwender is the Group Head of Legal Affairs at CA Immobilien Anlagen, a company that he has been with since August 2013. Before that he worked for IES Immobilien-Projektentwicklung in a similar role in Vienna for over 4 years, preceded by a little over 2 years with EYEMAXX Real Estate as its Head of Legal Affairs and Division Manager Ukraine. Steinwender’s experience also includes working for CHSH Cerha Hempel Spiegelfeld Hlawati, Schoenherr, and Deloitte.

I.S.: After graduating from law school at the University of Salzburg and passing a postgraduate program on European Studies at University Krems in 2001, I started my first job as a tax assistant at Deloitte in Vienna. 

In 2002 I joined Vienna-based leading law firm Schoenherr and worked in Vienna and as an expatriate in the Bucharest office. In 2005 I joined the law firm CHSH Cerha Hempel Spiegelfeld and worked in the Vienna office and again as an expat in the newly established Bratislava office. In 2006 I passed the Austrian bar exam and completed my doctoral studies at the University of Vienna.

After 6 years as a tax and legal adviser in two of Austria’s leading law firms and a big four tax firm I decided to change my professional environment by focusing on one permanent “client” and started to work as an in-house lawyer joining the developer EYEMAXX Real Estate as its Head of Legal in 2007. In 2009 one owner of EYEMAXX Real Estate left the company and I joined him to become Head of Legal in the newly established Austrian developer IES Immobilien Projektentwicklung, a family business. In August 2013 I took my career to the next level by becoming the Group Head of Legal at CA Immo, in my view one of the most attractive positions for real estate in-house lawyers in Austria, Germany, or CEE. 

I.S.: Austria is a predictable jurisdiction with an – on the whole – very good functioning court and administrative system. When I worked in Romania in 2004 and 2005 during the pre-accession phase to the European Union there were continuously material amendments of laws resulting from the implementation of the acquis communitaire. It was pure lawyering as there was almost no published case law and very little literature, one had to rely on his own interpretation of the law.

In Ukraine from 2007 onwards we were regularly confronted with an incredibly time- and resource-consuming bureaucracy and situations where even Supreme Court decisions were made without any legal basis or where corruption hindered further investments. 

I cannot say that one jurisdiction was or is the most challenging. All were different and very exciting and I am happy to have had the opportunity to work in all these jurisdictions.

I.S.: Any in-house counsel requires not only very good legal skills, but also managerial and communication skills. He/She is an interface between different interests or departments. As a legal manager the in-house counsel has to proactively give shape to an efficient and as-simple-as-possible legal framework enabling his/her company to successfully conduct its business, and has to make decisions.

A lawyer in a private practice is an advisor of a company upon request and executor of decisions taken by the company. And  this is the biggest difference: a lawyer advises upon request on specific issues, whereas the in-house lawyer has to actively decide and actively look after all legal needs of his company, as the key is to understand the bigger picture.

I.S.: The real estate business covers almost all areas of law and each phase in the life cycle of a property, from the first ideas for a green-or-brownfield investment to the sale of the developed property. It has its specific and always different legal issues. Since I have worked in the real estate business I have never had “boring” projects or routine work. This is what real estate business makes incomparably attractive and exciting to me. 

I.S.: My days always start in the same way – with a cup of coffee and a short chat with colleagues. Other than that – fortunately, there is no such thing as a “regular day in the office” with CA Immo, as there are many different Austrian and international projects, and transactions of every size and complexity come and go all the time.

As I have a very experienced, skilled, and independently-working team of 8 colleagues for whom I am very grateful, most of my time is taken up with legal management of CA Immo, and my own projects and transactions.

I.S.: In general we outsource specific legal issues requiring a high degree of specialization, litigation, due to work overload or due to a lack of in-house lawyers in our CEE markets.

In the selection process I do not rely on legal rankings (like Legal 500 or Chambers Guide) but on our company´s previous experience or recommendations from friends or colleagues. I do not select law firms, but lawyers in a law firm.

The three most important criteria in selecting lawyers are: (1) Experience and industry knowledge; (2) Quality of work; and (3) Response time. The fees of course count as well, but are regularly negotiable to our satisfaction and very similar across the market.

I.S.: As pointed out before, Austria has a very predictable and stable jurisdiction with competent courts and authorities. In general the Austrian business laws are flexible enough allowing each company to create a tailor-made legal environment for doing business.

The main difficulty however, apart from some strange mandatory legal provisions, which I would rather not go into further detail on, is the duration of court and administrative proceedings, which, to a certain extent, can be explained by an overload of cases and budget cuts. Compared to other CEE jurisdictions the problem, however, is a small one.

I.S.: After several team-building events in different companies I am a master in building rafts and floating down torrential rivers. But the most important and most efficient team building happens every day and must not be planned. I think of spontaneous cups of coffee with colleagues, common lunches talking about private stuff, or an after work beer. This kind of team building I enjoy most, as this really works.

This Article was originally published in Issue 5 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

On October 23, BAWAG and Amundi announced the signature of a definitive agreement to enter into a long-term strategic partnership in asset management. bpv Huegel advised BAWAG and Baker & McKenzie advised Amundi in the deal.

As part of the transaction, Amundi acquires BAWAG Invest. The transaction has been approved by the Supervisory Boards of BAWAG and Amundi and remains subject to customary closing conditions and regulatory approvals. BAWAG Invest is BAWAG’s wholly owned asset management subsidiary. BAWAG Invest has a total of EUR 4.6 billion of assets under management as of 30th June 2014, encompassing 78 retail and institutional funds for BAWAG customers. Amundi will continue to operate BAWAG Invest out of Austria and build on its existing strong franchise. BAWAG will distribute Amundi Asset Management’s fund products throughout Austria via its physical and digital multi-channel distribution capacities, including 500 branches across the country. 

Byron Haynes, CEO of BAWAG, stated: “BAWAG Invest is a great business and we are proud of the role it has played in BAWAG’s history. Amundi is the right global business to carry on growing the franchise for the benefit of our customers and employees. This transaction is consistent with our strategy and enables us to partner with a world-class asset manager, continue offering the products that our customers want, and at the same time focus on what we know best – our core retail franchise.”

According to Yves Perrier, Chief Executive Officer of Amundi, “this acquisition is perfectly in line with our objective to accelerate our international development. And the long term strategic distribution partnership agreement with BAWAG, one of the major banking players in Austria with 1.6 million customers, highlights our recognized expertise as a partner of choice to provide savings solutions to the customers of banking networks.”

Deutsche Bank acted as financial advisor to BAWAG while Morgan Stanley acted as financial advisor to Amundi. 

The bpv Huegel team working on the deal was led by Partner Thomas Lettau, who advised on corporate/M&A matters, assisted by Partners Christoph Nauer and Kornelia Wittmann, advising on regulatory and corporate/M&A and regulatory and tax matters respectively. Associates Roland Juill and Valentina Schaumburger were also part of the team. 

Amundi was advised by Baker & McKenzie Banking & Finance Partner Dieter Buchberger, Corporate Partner Gerhard Hermann, and Corporate Senior Associate Wendelin Ettmayer. 

Fellner Wratzfeld & Partners had advised UniCredit Bank Austria on its acquisition of Immobilien Holding, which until now was wholly owned by Immobilien Privatstiftung.

The purchase agreement was signed on July 25, 2014, subject to consent by the Bank Austria supervisory board and subject to approval by the Austrian competition authorities. The participation rights in Immobilien Holding which Bank Austria has held so far will be extinguished as part of the transaction.

Immobilien Holding holds interests in about 80 real estate companies throughout Austria, including Donauturm Aussichts- und Restaurantbetriebs and Wien Mitte Immobilien. It also holds equity interests in various project management and shopping center management companies. In addition to advising Bank Austria on the transaction, fwp also drafted and negotiated a share purchase agreement and registered the merger.

The firm’s team was led by Partner Markus Fellner, working with Partner Paul Luiki and Attorneys-at-law Maria Thierrichter and Christoph Hilkesberger. Antitrust law expert and fwp Partner Lukas Flener handled the merger registration process.

 

Herbst Kinsky has advised the Raiffeisen Holding Group and the UNIQA Group on the sale of 25 percent and one share shares in STRABAG SE to Rasperia Trading Ltd.

According to Herbst Kinsky, “based on a shareholder agreement between Rasperia, the Haselsteiner family and the Raiffeisen Holding/UNIQA Group in 2010, Rasperia exercised a call option to purchase 6,377,144 STRABAG shares from the other shareholders at a price of EUR 19.25 per share.”

STRABAG is a Vienna-based technology group for construction services across Europe. Rasperia, an industrial holding of the Russian Basic Element group controlled by Oleg Deripaska, previously held 19.4 percent in STRABAG.

Herbst Kinsky’s team was led by Philipp Kinsky.

 

Schoenherr has advised Laakman Holding on the increase of its participation in the C-QUADRAT Investment fund company from 9.4% to 18.4%.

By means of the transaction, Laakman became core shareholder of C-QUADRAT. The increase of participation was effected through the acquisition of a shareholdings from Alexander Svoboda Privatstiftung, Christian Mayer Privatstiftung, Michael Neubauer Privatstiftung, and from other individuals, as well as the treasury shares of C-QUADRAT.

The transaction was completed on August 7 following the approval of the Austrian financial market authority.

The Schoenherr team consisted of Partner Christian Herbst and Attorney Maximilian Lang.

The sellers were represented by Hausmaninger Kletter Rechtsanwalte-Gesellschaft.

 

DLA Piper has confirmed its role in the acquisition by Pfizer of the commercial division of vaccines from Baxter.

Pfizer acquired a portfolio of two vaccines and the corresponding Austrian production facilities in Orth an der Donau. The two vaccines can protect against certain forms of meningitis, partially transmitted through tick bites. Following the completion of the transaction Pfizer will have its own production site in Austria.

The DLA Piper team advising Pfizer in Austria consisted of Partner Christoph Mager, the Head of Corporate for DLA Piper in Austria, and Senior Lead Lawyer Elisabeth Stichmann. 

Internationally Pfizer was represented by the US law firm Kirkland & Ellis, while Baxter was advised by Shiva Austin internationally, and by Wolf Theiss in Austria. Tax advice was provided by Deloitte for Pfizer and PwC for Baxter.

Schoenherr has advised Ashland on the Austrian aspects of its sale of its global water technologies business to the Clayton, Dubilier & Rice private equity fund.

The transaction is valued at approximately USD 1.8 billion. Schoenherr reports that the sale was made so that Ashland can focus on its core specialty chemicals business. Ashland provides specialty chemical solutions to customers in a wide range of consumer and industrial markets in more than 100 countries. The company is listed on the New York Stock Exchange.

The Schoenherr team was led by Partner Florian Kusznier, assisted by Associates Tamara Gaggl and Manuel Ritt-Huemer and Attorney Georg Adler.

On non-Austrian matters, Ashland was advised by Cravath, Swaine & Moore and Squire Patton Boggs. Debevoise & Plimpton acted as lead counsel to CD&R.

Earlier in the year, the same fund acquired the Mauser Group, reported on by CEE Legal Matters on May 13, 2014. 

 

Wolf Theiss has advised Aurea Software on the acquisition of a majority stake in the Viennese update Software AG. 

It was first reported a few weeks ago that Aurea Software was offering the shareholders of update Software EUR 3.44 per share. In the signed “Irrevocable Undertaking”, update Software’s major shareholders, including Qino Flagship, Pioneer Investments, and Axxion, committed themselves to accepting any public offer of Aurea Software within three days of the offer being made.

The public offer ended yesterday, on July 31st 2014, on the condition that Aurea reached a minimum threshold of 50.1 percent of the shares. Wolf Theiss reported that the minimum threshold was indeed met, so that Aurea – a part of the Triology group – will take over the majority of update Software. 

Wolf Theiss advised on the transaction as lead counsel; questions regarding German law were dealt with by the Munich-based m law group.

In a firm press release, Wolf Theiss Partner Christian Mikosch stated that: “This was a precisely planned and very challenging transaction as the target company was headquartered in Austria and listed on the Frankfurt stock exchange.”