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Mēdiji

This page contains articles written by lawyers of Kronbergs & Čukste as well as comments on various relevant business and law issues published in Latvian and foreign media.

Deemed Transfer or Not Deemed Transfer? Tina Luse The Baltic Times, 26 October 2006. In the course of doing business in Latvia, companies sooner or later may face the necessity to carry out some type of reorganization or so called "transfer of an undertaking" processes provided in the Commercial law of Latvia. Besides share acquisition, one of the alternatives often used in business acquisiton transactions is merger. Reorganization is sometimes used in cases when it is necessary to legally separate one companies' business type from another. It is possible to make an acquisition by way of "transfer of an undertaking", i.e., alienation or acquisition of the assets and liabilities belonging to the business, without carrying out the reorganization as defined under the Commercial law. In English

How Much can You Rely on Your Customs Broker? Gints Pucens The Baltic Times, 5 October 2006. When there is a need to deliver goods accross the border it is a common practice in Latvia that import/export formalities are carried out by customs brokers. Besides filling in customs declarations and acquiring insurance policies, the services provided by a customs broker may also include the payment of applicable taxes and customs duties on the behalf of a client. According to the agreement between the holder of goods and the customs broker, the customs broker may be authorized to receive money for the state budget on the behalf of their client and is obliged to pay the State Revenue Service. One might think that the holder of goods has performed its obligation to pay taxes or customs duties at the moment when the money is transferred to the broker. Such an assumption can be a mistake. In English

Registration: Is It What You Want? Valters Kronbergs The Baltic Times, 14 September 2006. Almost everybody knows that registration of title to real estate in the landbook is the best way to evidence ownership of real estate. Mere signing of documents at a notary's office is a little like being halfway across the ocean on a transatlantic flight. It's a good start, but ultimately you want to reach the final destination. And that is usually best confirmed by a landbook title certificate in the hands of the acquirer, as contemplated under sections 993 and 994 of the Civil Law. Similarly, it is obvious to most people that mortages need to be registered. In English

Rights of the First Refusal in Real Estate Transfers: Just an Illusion? Martins Mezinskis The Baltic Times, 24 August 2006. Most people active in real estate market know of the concept of the right of the first refusal, usually meaning that before a commonly held ownership share can be transferred to a third party, the other co-owner or owners have the (at least theoretical) right to purchase the proposed stake for sale on the same terms as contemplated for the proposed third party acquirer. In English

Mandatory M&A Notification Zane Veidemane The Baltic Times, 1 June 2006. To secure successful outcome of an intended merger/acquisition, it is of particular importance to comply mith the mandatory M&A notification requirements set forth by Latvia's competition laws. In English

Redefining the Concept of Dominance in Latvia Zane Veidemane The Baltic Times, 1 June 2006. For decades dominant companies have been burdened with a special responsibility no to allow their conduct to impair genuine competition on the market. If distortion of competition of such dominant companies is identified, a significant fine (in Latvia and on the EU level — corresponding to up to 10 percent of a company’s worldwide yearly turnover) can be imposed by national or EU competition authorities. Thus defining dominant position is of paramount importance. In English

Proceed With Caution On Non-Competition Clauses Valters Kronbergs The Baltic Times, 11 May 2006. Many companies like to implement universal employee agreements, regardless of the jurisdiction in which their employees are working, as it is generally more efficient to administer one set of employment agreements than a mixed bag of tailor-made agreements unique to each jurisdiction. Employment matters, however, tend to be very jurisdiction specific, not only across the world but within the EU itself. This can become a tricky problem for companies wishing to implement non-competition clauses. What is reasonable in one jurisdiction may not cut it in another as an enforceable contract. In English

Trouble in the Attic Martins Mezinskis The Baltic Times, 27 April 2006. In your zeal to join the ever increasing community of real estate investors you buy a built-out, fully renovated attic in one of the many central privatized apartment buildings in Riga. Conveyancing seems straightforward, as the seller has produced what you have already determined to be a bona fide landbook registration document, showing that it has good title to transfer to you. And landbook registrations in Latvia are sacrosanct, or so you have been led to believe. Now you have a great view of Riga rooftops, and even a deck for barbeques or that romantic evening beneath the stars on a hot summer’s night. A perfect scenario, right? In English

A New Improved Role for Notaries in Latvian Real Estate Transactions? Valters Kronbergs The Baltic Times, 30 March 2006. Up to the present time in Latvia, the end user has had a choice on which of three potential notary services to select in a real estate transaction, whether that be 1) signature certification, 2) document preparation with signature certification, or 3) the preparation of a “notarial act”, or a full blown notarial review of the transaction documents and verification of intent of the parties. In English

Possibility of Cross-border Mergers in Latvia Zane Veidemane The Baltic Times, 16 February 2006. One of the ways of reorganizing a company is by cross-border merger (merging of companies established in different countries). In Latvia mergers are governed by the Commercial Law, which distinguishes two different types of mergers: merger by acquisition and merger by consolidation. In the case of merger by acquisition, the acquired company transfers all its property to the acquiring company and ceases to exist without a liquidation. When merger by consolidation takes place, two or more companies transfer all of their property to a newly created company and cease to exist — again, without a liquidation. In English

My Stripe or Yours? Valters Kronbergs The Baltic Times, 26 January 2006. Most of the aspects of buying, owning and selling Latvian real estate have advanced to the stage that there is almost nothing of controversy left in the process. Conveyancing is mostly trouble-free these days, provided the parties have the sense to exercise caution when faced with powers of attorney and use sensible escrow closing procedures. But what about co-management of a building once an apartment within the building is acquired? Is law reform still necessary in this area? In English

Lawyers Prefer to Advise on M&A Rather Than Engage in It The Baltic Times, 5 October 2005. Though the merger and acquisition fever has continued in the Baltics for the second straight year now, the legal services industry has largely remained on the sidelines, preferring cooperation over consolidation. Many in the industry, however, believe that the time is ripe for a wave of mergers, and a few even predict that the market will soon see the arrival of several major international players. Many outside investors, after all, look upon the Baltics as one market. The most notable has been Baltic Legal Solutions, which was chartered in Lithuania and combines three well-established firms — Jurevičius, Balčiūnas & Bartkus in Lithuania, Kronbergs & Čukste in Latvia and Teder, Glikman & Partners in Estonia. “We have an integrated IT network that allows us to work seamlessly on a pan-Baltic basis,” says Valters Kronbergs. In English