Debts and insolvency
In relation with debts, we advise and represent both debtors and creditors as clients. In advising our clients, we consider it important to assess the legal situation relating to debts as well as the resulting economic effects, and choose the most appropriate means based on that and come up with an action plan. We advise and protect debtors from the attacks of creditors, including in court, bankruptcy and reorganisation proceedings.
We advise and represent creditors to ensure their claims are recovered quickly and to as large an extent as possible in court, bankruptcy or reorganisation, or enforcement proceedings. We also assist in reversing harmful transactions made by debtors in bad faith and in returning the debtor’s assets to cover the creditors’ claims. If necessary, we help to gather and represent claims to allow creditors engage in their main activity instead of collecting debts.
Contracts
We advise and represent clients in negotiations and the signing of any business-related contracts as well as in relation to the performance and assessment of contracts that have already been entered into. We have extensive experience in providing advice on sales contracts, contracts for the development or use of real estate, contracts for the provision of services, construction contracts, and loan and financing contracts.
When preparing and interpreting contracts, we consider it important, in addition to explicit wording that established business practices and case law, which can often have a radical effect on the meaning of a contract, is taken into account. In addition to the legal aspects of a contract, we also draw a client’s attention to the potential resulting economic and tax-related effects. We also assist our clients in determining the contents of oral contracts and their enforcement.
We deem it important to protect clients from bad faith negotiations aimed at acquiring confidential information with no actual intent on signing a contract.
Relations between owners and management
We have thorough knowledge and extensive experience in providing advice on matters relating to relations between the owners of companies and managing bodies. We draw up necessary contracts for our clients, hold meetings for owners and managing bodies, advise clients on requesting and conducting special audits. We also conduct special audits, analyse current relations and legal issues, and advise and represent minority and majority shareholders and members of managing bodies in any dispute, including those in relation to the filing of claims.
Selling, expanding, financing and dissolving of a business
We advise clients on starting and expanding a business, including on acquiring and selling holdings and companies, on mergers and divisions, on increasing share capital, attracting additional funding or restructuring a funding, establishing subsidiaries or branches, establishing and restructuring a group. We also advise clients on terminating their business activities, exiting investments and reducing share capital. We draft necessary contracts and other documents, organise meetings and the adoption of resolutions, and represent clients in dispute resolution. As our attorneys have remarkable experience in settling such disputes in courts and in bankruptcy and reorganisation proceedings, we can predict and help our clients avoid potential disputes.
Competition law
We advise clients on competition law issues, including analysing issues pertaining to agreements, mergers and dominant market position, and on organising the business activities in a compliant manner. We also represent clients in relation to competition law matters in communicating with competent authorities, in applying for required permits and approvals, and in disputes with competitors and administrative authorities.
Foreign investors
We have extensive experience in advising foreign companies in relation to starting a business in Estonia, handling everyday business and dissolving a business. We provide foreign companies with overviews and advice on relevant regulations in Estonia and the possibilities of conducting the desired business in Estonia. We draft and help prepare necessary documents, represent in communicating with the tax authority and other authorities, assist in organising management from abroad of a company based in Estonia and in maintaining holdings. We advise on attaining e-residency and applying for different entrepreneurship and business support mechanisms.
Real estate and construction
We advise clients on matters related to real estate and construction law, including the acquisition, division, transfer and encumbrance of immovables. We represent our clients and provide them with legal advice on real estate development, including planning and construction processes and in relation to applying for licenses and approvals. We organise real estate risk assessments in the interests of our clients, such as determining the fair value of real estate. We advise and represent our clients in leasing real estate and ensuring the performance of lease contracts.
Copyright, trademarks and trade secrets
We advise clients on issues related to intellectual property, including copyright, patents, trademarks, trade secrets and other legal relationships involving the obligation to maintain confidentiality. We draw up contracts (transfer deeds, license and franchise agreements, agreements for the creation of copyrighted works, etc.) and other documents for our clients, and we represent them in relations with other persons and authorities, and in dispute resolution.
Tax affairs
Our attorneys have extensive experience and knowledge on tax issues and tax risk management. In advising our clients, we will come up with the most efficient tax model that corresponds to our client’s needs. In advising clients in terms of transactions and activities, we always give them our own opinion and suggestions relating to taxation. We represent and advise clients on disputes and communicating with the tax authority. In order to reduce tax risks and predict and prevent legal issues, we suggest that our clients involve an attorney in communications with the tax authority at the earliest stage possible because a competent attorney can help save a client’s time and money.
Procurements and auctions
We advise and represent clients who are contracting authorities or tenderers in all matters relating to procurements, including preparing procurement documents and carrying out procurements, participating in procurement procedures, entering into public contracts, and in disputes arising out of the performance of public contracts before relevant authorities or courts. We also assist clients in finding the best solutions and asserting their rights (this includes filing claims for damages) in a situation where a party’s rights have been violated during a procurement procedure or performance of a public contract or if the contract has become unbalanced and the performance of the contract has become unreasonably burdensome.
We advise clients on organising auctions.
White-collar crime
We advise and protect clients with respect to crimes relating to economic activity. We believe it is very important to assess the risks of the activities of our clients and draw their attention to the fact that conducting of everyday business can often have unexpected consequences, which might arise under criminal law (e.g. submission of incorrect data by managing bodies regarding their financial situation, causing insolvency, unequal treatment of creditors, abuse of trust, incorrect payment of taxes, competition offences, etc.). Our attorneys have extensive experience in protecting clients in such proceedings as well as in claiming damages from the parties at fault.
State and local government
We advise and represent our clients in communications with the state and local government authorities, including applying for permits and approvals, assessing environmental impacts, etc. Our attorneys have practical experience and knowledge about each stage of administrative proceedings; therefore, we are able to provide the most effective plans for action.
Due diligence and business audit
We conduct due diligence to assess the business activities of our clients or their partners. Due diligence is especially vital in the case of mergers and acquisitions as well as for solving management related problems and assessing risks. We also conduct special audits (incl. in cooperation with auditors) if requested by a client or ordered by a court, and advise and represent in requesting special audits.
Dispute resolution
Our attorneys are well known and highly regarded with long and considerable experience in dispute resolution in court proceedings and extra-judicial proceedings (e.g. bankruptcy, reorganisation and enforcement proceedings). Extensive experience in dispute resolution brings out the capability of our attorneys to predict and prevent problems when advising on matters of any practice area of the firm.