Cristofor, Vladu & Asociatii has been involved in major and various corporate projects at domestic and international level, providing legal assistance and representation services to foreign investors, local & international companies and individuals in relation to a wide of range of corporate matters with different degrees of complexity. We have developed a reputation for handling complex innovative transactions, such as the establishment of dual headed companies, spin-offs, business transfer and mergers. Acting for various foreign corporate and investment banking clients, we specialize in the provision of a seamless service across complementary practice areas.
- Company formation & restructuring
- Setting-up new companies (limited liability companies, share companies etc.);
- Drafting complex articles of incorporation and legal documentation for all types of corporate structures;
- Legal assistance during registration with the Trade Register for all-steps procedures;
- Increase of share capital using share premium and debt conversion;
- Legal assistance for business transfer, winding off, spin-off, dissolution, liquidation and bankruptcy.
- Mergers & Acquisition:
- Performing due diligence analysis on the key aspects related to the M&A deal, including negotiation, drafting and implementation of the Share Sale Agreements;
- Executing domestic and cross-borders transactions, including the transfer of assets and business units;
- Developing and implementing efficient and cost-effective business models by aligning the legal/corporate structures.
- Corporate Governance:
- Assisting with voting rights and shareholders’ agreements;
- Drafting documents related to corporate governance and proceedings;
- Advising and applying for required authorizations, licenses and permits;
- Assisting Clients during the day-to-day business operations and management.
- Capital markets:
- Legal advice on defending shareholders’ rights;
- Assistance and representation in all types of capital market operations including public offers, listing and de-listing operations, swaps, options and derivatives, transaction with securities;
- Ensuring legal assistance during general meetings of shareholders;
- Legal assistance in capital market acquisition related to takeover proceedings for listed companies.
Representative projects:
- One of the biggest Real Estate companies in Romania in connection with its joint venture (by a combination of sale of shares and capital injection of EUR 5.000.000) with another Real Estate Company. The mandate included participation in the negotiation, drafting the transaction documentation, participation in the negotiation process and supervision of the successful completion of the transaction, including in obtaining the relevant approvals and permits from the Romanian authorities;
- One of the biggest Real Estate players in Europe – Assistance and drafting of the bilingual transaction documentation for changing the ownership and capital injection of EUR 82.000.000, supervision of the successful completion of the transaction;
- One of the biggest tourism company in Romania – acquisition of businesses, due diligence, day to day business;
- One of the most well-known fine dining restaurants – M&A project, entry/exit shareholders, due diligence on its business;
- Most well-known coffee shops in Bucharest – due diligence business, entry/exit shareholders, contracts shareholder, authorizations;
- Top Romanian company in Food & Drinks in connection with four different joint ventures with private equity investors and other important Food & Drinks companies;
- Top Romanian company acting the oil & gas industry, in connection with a detailed due diligence, as a first step for a propose sale of its shares;
- A non-financial institution – A thorough due diligence for business opportunity and legal options;
- One of the biggest tyres company in relation with the acquisition of a majority interest in several Romanian companies active in the tyre manufacturing business;
- A foreign Bank – Assistance in connection with its Romanian Branch sale and day to day assistance in the process of its sale;
- Leading Romanian beer and soft drinks producers – Assistance with major M&A projects, including entry/exit strategies and complex shareholders agreements;
- Car services company – provided end-to-end legal consultancy related to the corporate matters of the company, including corporate governance;
- Renowned car services company – assisted with a major acquisition of businesses, including the due diligence processes;
- Well-known kindergartens in Bucharest – assisted in important acquisition of business, including due-diligence regarding authorizations and various kind of agreements;
- Important Chinese food producer & distributor – share assignment to new investors, due diligence on the business;
- Important medical services company – major acquisition, due diligence on the business.