|Corporate & Commercial|
Ţuca Zbârcea & Asociaţii provides a broad range of corporate services to either publicly held corporations as well as private companies. We assist local and international corporations in all phases of a firm’s cycle.
Our lawyers have extensive experience in large domestic and international joint-ventures, documentary sales, negotiating, drafting and reviewing international contracts, developing expertise in every major industry, including financial institutions, large heavy industry units, consumer goods, telecommunications, as well as in cross-border transactions and investments, offering expert advice in developing sophisticated and optimal structures.
We are active in domestic and cross-border corporate transactions – major mergers, acquisitions, and joint ventures, as well as equity investments and change of control transactions. We also counsel businesses in connection with their ongoing contractual relationships with domestic and international customers, suppliers, and distributors.
Our corporate practice covers a multitude of areas concerning local or international corporations, including banking and finance; mergers and acquisitions; de-mergers, acquisition of assets and divestitures, real estate transactions and many others.
|Scope of Practice|
|Corporate Establishment and Restructuring|
|assessing legal requirements for acquisitions, mergers, de-mergers, setting-up new companies ; drafting by-laws for all types of corporate structures; assisting during registration and obtaining required authorizations and licensing for operations; assistance upon the increase or decrease of share capital using various methods (contribution in kind or in cash, debt- equity swap and so on); assessing legal requirements for winding off, spin-off, dissolution, liquidation and bankruptcy. |
|advice and assistance in governance and compliance issues, including management contracts, codes of conduct; a wide range of corporate governance matters such as voting rights and shareholders’ agreements, providing secretarial services for general meetings of shareholders. |
|assistance and representation in shareholding, management and other corporate disputes, litigation, settlements and arbitration. |
|drafting, negotiating and amending all types of commercial contracts (sale-purchase, rent, leasing, distribution, sponsorship, partnership, joint-venture, franchise, loan, credit, mandate, agency, assignment, construction, reparation, maintenance, security, mortgage, any type of collaterals, insurance, advertising etc.). |
|advising on all material aspects of the day-to-day operations of the client: assisting and advising on legal compliance in corporate bodies’ meetings and in any decision making process; ensuring legal and secretarial assistance during general meetings of shareholders; drafting documents related to corporate governance and proceedings to their duly registration and publication; audit the material commercial contracts of the client; assess their legal and regulatory compliance; provide advise for enhancing contractual performance and coverage in the case of non-performance; periodically assess threatening commercial litigation and courses of action in the case of breach by the contractual partners and assist in conciliations procedures; advise and applying for required authorizations, licenses, permits and clearances. |