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Our Practice in CEE and SEE - a success story

Our Practice in CEE and SEE - a success story . Louis Milicich DLA PIPER Weiss-Tessbach. DLA Piper CEE & SEE – Facts & Figures. DLA Piper has 3,200 lawyers located in 24 countries and 62 offices throughout Asia, Europe and the U.S.

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Our Practice in CEE and SEE - a success story

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  1. Our Practice in CEE and SEE -a success story Louis Milicich DLA PIPER Weiss-Tessbach

  2. DLA Piper CEE & SEE – Facts & Figures • DLA Piper has 3,200 lawyers located in 24 countries and 62 offices throughout Asia, Europe and the U.S. • DLA Piper is the result of global merger of prestigious law firms • In the US, its predecessors included Rudnick & Wolfe, Piper Marbury and Gray Cary; in the UK, DLA. • DLA Piper Weiss Tessbach is the regional name of DLA Piper’s practice in Central/Eastern Europe (CEE) and Southeast and Eastern Europe (SEE); it’s predecessor was an Austrian Law Firm (Weiss Tessbach) established in 1878 • DLA Piper Weiss Tessbach is one of the largest practices in CEE/SEE with 120 lawyers • Significant growth since 1990 in CEE/SEE • 1990 - 10 Lawyers and 15 staff/employees • 2006 – 120 Lawyers, 140 staff/employees

  3. DLA Piper in CEE/SEE-Facts and Figures • DLA Piper Weiss-Tessbach has been active in CEE/SEE since 1989 • The firm presently has official offices in: • Sarajevo • Vienna • Zagreb • Sofia • Bratislava • Budapest • Prague • Salzburg • We intend to further extend our network in the CEE/SEE region by opening offices in Serbia, Romania and Slovenia in the mid-term future. • Our main strength: Top quality locally and internationally trained lawyers who are multi-lingual

  4. DLA Piper in CEE / SEE (I) • Austria (Vienna and Salzburg) • Vienna and Salzburg offices employ more than 130 people, over 60 of which are lawyers. • Vienna is the firm’s regional HQ. • Hungary (Budapest) • Budapest was the firm's first office outside of Austria and has been operating since 1989. • Second largest office in the region, employing 30 lawyers • Czech Republic (Prague) • Prague office was opened in 1992 and offers a team of 13 lawyers; regularly advising on financing projects and M&A transactions

  5. DLA Piper in CEE / SEE (II) • Slovak Republic (Bratislava) • Bratislava office operative since 1994 and advises with an experienced team of 5 lawyers; due to vicinity to Vienna office, regular teamwork by Slovak and Viennese lawyers in the course of projects and transactions • DLA Piper Group Poland (Lukowicz Swierzewski & Partners) • Clients with economic interests in Poland can be best served through our DLA Piper Group partners in Poland - offices in Warsaw, Krakow and Poznan; experienced team of 35 lawyers (4 Partners) • Bulgaria • Opened office in Sofia, Bulgaria in October 2006 - initial staff 5 to 7 lawyers • Regularly advising clients on Bulgarian matters, currently from out of the Vienna office with two senior lawyers (both native Bulgarians and admitted as attorneys in Bulgaria)

  6. DLA Piper in CEE / SEE (III) • Former Yugoslavia – Belgrade, Zagreb and Sarajevo • Two Official Offices: Zagreb (opened 1997, 5 lawyers) and Sarajevo (opened 2002, 3 lawyers) • Belgrade, Serbia Presence: 1 senior US attorney of Serbian background; 1 senior Serbian attorney with international experience; 2 junior associates; multi-lingual office manager • When we include lawyers who are in Vienna, we have a team of 17 locally and internationally trained lawyers who are able to work and communicate using both English and the local languages of the former YU (Serbian, Croatian, etc.) • Over 10 years of experience advising on transactions and projects in the former Yugoslavia, including privatizations, greenfield investments, real estate development, finance/banking, infrastructure, energy and waste projects

  7. Broad Range of Services • Our expertise as a full-service commercial law firm covers all areas of corporate, commercial, public and civil law which are relevant to the business activities of our clients. • All offices of DLA Piper in CEE/SEE are set up as full-service law firms and offer particular experience in the following areas:

  8. Organisation • DLA Piper Weiss-Tessbach is organised into four practice groups: • Corporate, M&A • Projects & Finance • Commercial • Real Estate • This organisational structure facilitates the transfer and development of know-how and provides clients with a clear contact point for all their legal questions

  9. PG Corporate and M&A • 35 Lawyers • Recognized as the strongest practice in CEE by current edition of European Legal 500 • Practice includes in particular M&A, corporate structuring, capital markets, private and public equity, merger control, privatisations • Has advised on landmark transactions in CEE, e.g. on: • the first dual listing of shares following the sale of a majority shareholding a Hungarian petrochemical corporation, resulting in a dual listing at the stock exchanges of Budapest and Warsaw as well as the placement of GDR’s at the London Stock Exchange • the privatisation of the two main airports in the Slovak Republic • the privatisation of the gas and electricity sectors in various CEE countries, including Czech Republic, Slovak Republic, Hungary

  10. PG Projects & Finance • 38 Lawyers • One of the strongest practices in CEE considering both experience and number of lawyers • Particular fields of expertise include infrastructure and project finance (acknowledged leadership concerning PPP projects in CEE/SEE), real estate finance, structured finance, banking, debt capital transactions, insolvency and bankruptcy • Clients include all major CEE banks, international banks, leading European and international construction groups and infrastructure developers • Represented clients in major projects and transactions, including infrastructure projects with a project value exceeding EUR 1 bn

  11. PG Commercial/Litigation • 26 Lawyers • Covers broad range of areas and guarantees full-service approach throughout the firm • Particular fields of expertise include general commercial and civil law, labor law, IP/IT, litigation and arbitration, public law and public procurement, telecoms, energy, insurance, banking regulatory and regulatory in general • Clients include big players such as Deutsche Telekom, one of the largest European telecoms providers, which was advised on several of the largest M&A deals and privatizations in the industry in CEE, including the privatization of Croatian Telekom and the acquisition of two of the top 5 Austrian mobile operators • Lawyers of PG Commercial are regularly involved in transactions and lead by our other Practice Groups and form part of tailored teams of individually specialized lawyers

  12. PG Real Estate • 16 Lawyers • Expertise comprises all aspects of property law, including purchase & sale, rent and lease, representation before courts and public authorities (land register issues, regulatory issues etc.); particular experience in real estate litigation and arbitration • Vienna real estate practice also includes a dedicated real estate administration and management department, currently managing around 50 objects and advising owners in all legal matters in connection with the properties • PG Real Estate regularly teams up with our Projects & Finance experts to advise on real estate development and finance projects • involved in transactions and lead by our other Practice Groups and form part of tailored teams of individually specialized lawyers

  13. Selected References for SERBIA Practice Group Corporate, M&A • Advising an international construction group on the tender for the development, operation and financing of a large PPP highway project in Serbia; • Advising an international company acquiring a company in Serbia; • Advising an international investor in the privatization bid for a lime stone producer in Serbia; • Advising an Austrian bank in connection with banking deposits and the succession issues concerning the break-up for the former Yugoslavia; • Advising an international construction components company on the acquisition of a competitor in Serbia; • Advising a mineral exploitation company concerning obtaining of a mining concession; • Advising a consortium of foreign banks in connection with a trade financing related to Serbia; • Advising a large Austrian bank on cross-border electricity trade financing in Serbia; • Advising European oil and gas trading companies on debt collection related matters. Litigation • Ongoing representation of a major Austrian bank in a multiple arbitration proceeding before the Vienna International Arbitral Centre with respect to a USD 100 million financing facility and including elements of Austrian and Serbian law.

  14. Selected References for CROATIA • Preparing a comprehensive report on municipal financing laws and regulations in Croatia for one of the leading Austrian banking groups; • Infrastructure: Advising a leading international water operator in connection with a concession bid for a waste water treatment project in Croatia; • Infrastructure:/Finance Representation of a leading Austrian commercial bank in connection with a project finance facility for railroad upgrading measures in Croatia; • Infrastructure:/Finance Representation of a leading Austrian commercial bank in connection with a project finance facility for highway construction projects in Croatia; • Infrastructure/Syndicated Financing (1999-2000): Local counsel advice to an international consortium of banks providing a syndicated loan to the concession company for the construction and operation of a toll motorway; • Syndicated Financing (2001 – 2002): Advising one of the leading Austrian banks on syndicated refinancing of existing loans and financing of development investments of an Italian company managing a large shopping centre in Zagreb, Croatia; • Syndicated Financing (2002-2004): Advising one of Austria’s major banks on syndicated financing of the reconstruction and refurbishment of a hotel in Dubrovnik to be managed by one of the leading global hotel operators; • Financing (2004): Advising a leading Austrian commercial bank regarding a loan financing for the acquisition of a majority stake in a leading Croatian petrochemical products manufacturer and for a working capital facility; • Municipal Financing (2003- 2004): Preparing a comprehensive report on municipal financing laws and regulations in Croatia for one of the leading Austrian banking groups; • Privatization (2001–2002): Advising a Russian/Austrian consortium in the privatization of a Croatian steel mill (bankruptcy restructuring); • Privatization (2004): Advising one of the leading Austrian publishing companies on privatization of one of the major Croatian media companies. The legal services comprised the legal due diligence, drafting agreements, advising on various issues (corporate, competition/merger control, employment, real estate and other), advising on specific aspects on transformation of companies existing under previous regime into corporations in terms of new corporate regulations.

  15. Selected References for CROATIA • Privatization: Advising on the privatization of a paper and card board manufacturer (Croatia) - Advice on structuring the transaction including issues of privatization, real property, employment, environmental and tax issues; • Privatization/Corporate/Telecommunication (1999 to 2001): Advising Deutsche Telekom on the privatization of Croatian Telecom (1999 to 2001, several steps up to 51% with a deal value of approx. Euro 1,5 billion, and the following restructuring of CT); • Corporate/Telecommunication (2004): Advising a leading Croatian telecommunication company regarding the restructuring of its capital structure; • Corporate: establishment of numerous local manufacturing, distribution and service subsidiaries for international businesses including issues of labor, immigration, real estate and permitting matters; • Real Estate (2003/2004): Advising an investment fund managed by a leading Austrian bank in the acquisition of two Croatian hotel companies and of an office building in Zagreb; • Real Estate: representation of non-Croatian private clients regarding the purchase of real estate for leisure purposes at the Croatian seaside (including consents to purchase to be obtained from the Croatian government; • Commercial/Litigation (1998 – 2004): large volume debt collection related to the charge card business of a major global oil and gas distributor, for international distributors of consumer goods and equipment and on behalf of international Export Credit Agencies. Other Activities: • Published Croatian country report in “International Banking Law and Financial Regulations, Oceana 2004; • Presentation on “Croatian Environmental Laws” to an official Austrian business mission organized by the Austrian Trade Commission, Zagreb, October 2003; • Presentation on “Current Legal developments in Croatia” to the monthly assembly of the Austrian Trade Commission, Zagreb, December 2003; • Presentation on “Investment in Croatia” at seminars organized by the Vienna office of the International Chamber of Commerce, Vienna + Graz, 2004; • Publication of practical guides regarding “Incorporation”, “Real Estate Acquisition”, “Employment Law” and “Trade Marks” for the Austrian Trade Commission Zagreb.

  16. Selected References for CROATIA Banking • Advising one of the world’s leading financial groups headquartered in the US on the establishment of an Austrian credit institution including all aspects of Austrian banking law and the extension of its activities throughout Europe via European passporting; • Advice to Austrian subsidiaries of several US companies on the compliance with Austrian data protection regulation on the transmission of employees data to the US parent; issues included employees' consent, necessary approvals, filings and discussions with the data protection commission; • Advising several European banks and their CEE subsidiaries on various regulatory finance matters in Croatia; • Privatization (2001–2002): Advising a Russian/Austrian consortium in the privatization of a Croatian steel mill (bankruptcy restructuring); • Advising a leading Austrian commercial bank regarding a loan financing for the acquisition of a majority stake in a leading Croatian petrochemical products manufacturer and for a working capital facility; • Advising the trade and commodity finance department of a major international bank regarding collateral (guarantees, pledges) to be posted by local trade borrowers in Croatia; • Preparing a comprehensive report on municipal financing laws and regulations in Croatia for one of the leading Austrian banking groups. Insolvency and Debt Collection • Advising a Russian/Austrian consortium in the privatization of a Croatian steel mill (bankruptcy restructuring); • Acting as preferred local counsel for Oesterreichische Kontrollbank AG (the ECA of the Republic of Austria) in Hungary, Czech Republic, Slovak Republic and Croatia for debt collection and insolvency matters. Practice Group Corporate, M&A • Privatization (2004): Advising one of the leading Austrian publishing companies on privatization of one of the major Croatian media companies. The legal services comprised the legal due diligence, drafting agreements, advising on various issues (corporate, competition/merger control, employment, real estate and other), advising on specific aspects on transformation of companies existing under previous regime into corporations in terms of new corporate regulations; • Privatization: Advising on the privatization of a paper and card board manufacturer (Croatia) - Advice on structuring the transaction including issues of privatization, real property, employment, environmental and tax issues; • Privatization/Corporate/Telecommunication (1999 to 2001): Advising Deutsche Telekom on the privatization of Croatian Telecom (1999 to 2001, several steps up to 51% with a deal value of approx. Euro 1,5 billion, and the following restructuring of CT); • Corporate/Telecommunication (2002): Advising a leading Croatian telecommunication company on corporate and other issues related to spin-off of its mobile communications unit into a separate corporate entity.

  17. Selected References for CROATIA Practice Group Corporate, M&A • Corporate/Telecommunication (2004): Advising a leading Croatian telecommunication company regarding the restructuring of its capital structure. • Corporate: establishment of numerous local manufacturing, distribution and service subsidiaries for international businesses including issues of labour, immigration, real estate and permitting matters; • Infrastructure: Advising a leading international water operator in connection with a concession bid for a waste water treatment project in Croatia; Infrastructure:/Finance Representation of a leading Austrian commercial bank in connection with a project finance facility for railroad upgrading measures in Croatia; • Infrastructure:/Finance Representation of a leading Austrian commercial bank in connection with a project finance facility for highway construction projects in Croatia; • Infrastructure/Syndicated Financing (1999-2000): Local counsel advice to an international consortium of banks providing a syndicated loan to the concession company for the construction and operation of a toll motorway; • Syndicated Financing (2001 – 2002): Advising one of the leading Austrian banks on syndicated refinancing of existing loans and financing of development investments of an Italian company managing a large shopping centre in Zagreb, Croatia; • Syndicated Financing (2002-2004): Advising one of Austria’s major banks on syndicated financing of the reconstruction and refurbishment of a hotel in Dubrovnik to be managed by one of the leading global hotel operators; • Syndicated Financing (2003-2004): Syndicated financing of a shopping centre (refinancing of existing obligations and investment financing) for a major Austrian bank; • Financing (2004): Advising a leading Austrian commercial bank regarding a loan financing for the acquisition of a majority stake in a leading Croatian petrochemical products manufacturer and for a working capital facility; • Municipal Financing (2003- 2004): Preparing a comprehensive report on municipal financing laws and regulations in Croatia for one of the leading Austrian banking groups; • Real Estate (2004): Advising an international investment company on several real estate development projects along the Croatian coast; • Real Estate (2003/2004): Advising an investment fund managed by a leading Austrian bank in the acquisition of two Croatian hotel companies and of an office building in Zagreb; • Real Estate: representation of non-Croatian private clients regarding the purchase of real estate for leisure purposes at the Croatian seaside (including consents to purchase to be obtained from the Croatian government; • Advising a banking consortium on the financing of transport infrastructure (rail and road) projects in Croatia; • Advising an Austrian bank/investment bank with major activities in the CEE region on the acquisition of a steel production plant in Croatia.

  18. Selected References for CROATIA Private Equity • Advising Vienna Capital Partners in a complex management buy-out of the largest Croatian tanker fleet operator, using an innovative private foundation structure. Privatization • Advising one of the leading Austrian publishing companies on privatization of one of the major Croatian media companies. The legal services comprised the legal due diligence, drafting agreements, advising on various issues (corporate, competition/merger control, employment, real estate and other), advising on specific aspects on transformation of companies existing under previous regime into corporations in terms of new corporate regulations; • Advising on the privatization of a paper and card board manufacturer (Croatia) - Advice on structuring the transaction including issues of privatization, real property, employment, environmental and tax issues; • Advising Deutsche Telekom on the privatization of Croatian Telecom (1999 to 2001, several steps up to 51% with a deal value of approx. Euro 1,5 billion, and the following reorganization of Croatian Telecom). Other Corporate Advice • Establishment of numerous local manufacturing, distribution and service subsidiaries in Croatia for international businesses including issues of labour, immigration, real estate and permitting matters. • Advising a leading Croatian telecommunication company on corporate and other issues related to spin-off of its mobile communications unit MobilTel into a separate corporate entity. Practice Group Commercial Real Estate Finance - Hotel & Leisure Industry • Since 1992 we have completed a large number of projects (with significant project values regularly exceeding EUR 25 million) in the hotel & leisure industry across Europe. We have worked with all leading operators and developers. Recently completed or ongoing projects include reputable names such as Sheraton Kiev, Rocco Forte Prague and Hilton Dubrovnik. • Advising a banking consortium on the financing of a five star hotel project in Dubrovnik/Croatia. Our work included due diligence, review and amendments to project agreements (including acquisition documents, shareholder agreements, corporate documentation, construction and hotel management agreement, insurance agreements), drafting and negotiating finance documentation and advising on establishing security and closing of transaction.

  19. Selected References for CROATIA IT & Telecoms • Advising Deutsche Telekom on the privatisation of Croatian Telecom (1999 to 2001, several steps up to 51% with a deal value of approx. Euro 1,5 billion, and the following restructuring of Croatian Telecom); Trade Finance • Legal advice to an Austrian Bank with respect to the structuring of forfaiting transactions for steel exports to the former Yugoslavia; • Legal advice to an Austrian Bank with respect to the structuring of forfaiting transactions for Oil supply to Croatia; Infrastructure Projects – Transport (Road and Rail) • Representation of a leading Austrian commercial bank in connection with a project finance facility for highway construction projects in Croatia; • Representation of a leading Austrian commercial bank in connection with a project finance facility for railroad upgrading measures in Croatia; Human Resources / Labour Law • Comprehensive ongoing labour law advice to clients of all business sectors, including employment contracts; termination notices; internal statutes; bonus schemes, termination notices and amicable dissolutions of employment contracts, advising on collective bargaining agreements and general employment law regulations; • Advising an international tobacco group on labour law questions concerning the contracts of its local management in Croatia; • Advising a leading Austrian forwarding agent on various questions of individual and collective labour law; • Advising an international pharmaceutical company on various questions of Croatian individual labour law; Infrastructure Projects – Environmental • Advising a leading international water operator in connection with a concession bid for a waste water treatment project in Croatia.

  20. Selected References for CROATIA Practice Group Real Estate Real Estate Transactions – Acquisition and Sale • Advising an Austrian bank with substantial activities in CEE on the indirect purchase of an office tower building in Zagreb/Croatia. Deal value approximately EUR 75 million. Real Estate Advice – Management and General Issues • Advising an Austrian bank with regard to a FIDIC construction contract in Croatia. • Advising the real estate subsidiary of a large Austrian Bank with respect to the establishment of closed-end real estate investment funds in Croatia and Slovenia. Real Estate Development Projects • Advising a banking consortium on the financing of a hotel/office and entertainment centre in Zagreb, Croatia. Our work included the due diligence, review and amendments to project agreements (including acquisition documents, shareholder agreements, corporate documentation, construction agreement, insurance agreements, lease agreements for hotel, offices and entertainment part), drafting and negotiating finance documentation and advising on establishing security and closing of the transaction. • Real Estate (2004): Advising an international investment company on several real estate development projects along the Croatian coast. Other Activities • Published Croatian country report in “International Banking Law and Financial Regulations, Oceana 2004; • Presentation on “Croatian Environmental Laws” to an official Austrian business mission organized by the Austrian Trade Commission, Zagreb, October 2003; • Presentation on “Current Legal developments in Croatia” to the monthly assembly of the Austrian Trade Commission, Zagreb, December 2003; • Presentation on “Investment in Croatia” at seminars organized by the Vienna office of the International Chamber of Commerce, Vienna + Graz, 2004; • Publication of practical guides regarding “Incorporation”, “Real Estate Acquisition”, “Employment Law” and “Trade Marks” for the Austrian Trade Commission Zagreb.

  21. Selected References for BOSNIA • Advising a subsidiary of an Austrian bank on the status of municipal finance regulations in Bosnia-Herzegovina. • Advising on the incorporation of a local subsidiary and related regulatory matters on behalf of a major Austrian insurance company; • Representation of a leading European gypsum supplier regarding obtaining a mining concession, including advice under the concession laws and geological research law; • Advising an Austrian industrial investor in privatization transactions, related litigation, as well as performing legal due diligence of the Seller's documents; • Advising a leading international industry player regarding the acquisition of 100% shares of a local company which has concession rights for lime stones production, including performance of legal due diligence and assistance in negotiations with Bosnia and Herzegovina authorities; • Advising an international investor in connection with a new investment in a local steel mill, including representation in negotiations with the government of Bosnia and Herzegovina regarding the transfer; • Advising an international telecommunication company regarding the restructuring of their participations in local operators, including defence against a hostile acquisition of shares by a competitor; • Representation of an Austrian investor regarding the establishment of a joint venture company with a leading BiH paper/pulp producer; • Advising an Austrian bank regarding the merger of two local bank subsidiaries; • Advising a consortium of foreign investors regarding the first wind power plant in BiH; • Analysis of BiH corporate and labor law on behalf of a US client; • Advising foreign real estate developers in residential housing projects in BiH; • Advising a US investor in connection with the planned investment into the largest soda mine and related energy capacities; • Advising an international food manufacturer company regarding privatization of a local distributor; • Representation of numerous international businesses regarding establishment of subsidiary companies in BiH, including advice on related labor and lease issues.

  22. Selected References for BOSNIA Joint Ventures • Representation of an Austrian investor regarding the establishment of a joint venture company with a leading Bosnian paper/pulp producer; • Reorganization • Advising an international telecommunication company regarding the reorganization of their participations in local operators in Bosnia-Herzegovina, including defence against a hostile acquisition of shares by a competitor; Other Corporate Advice • Advising on the incorporation of a local subsidiary in Bosnia-Herzegovina and related regulatory matters on behalf of a major Austrian insurance company; • Representation of numerous international businesses regarding establishment of subsidiary companies in Bosnia-Herzegovina, including advice on related labour and lease issues; • Selected References – PG Projects & Finance • Advising a subsidiary of an Austrian bank on the status of municipal finance regulations in Bosnia-Herzegovina. • Advising a US investor in connection with the planned investment into the largest Bosnian soda mine and related energy capacities; • Advising an Austrian bank regarding the merger of two local bank subsidiaries in Bosnia-Herzegovina; • Advising a subsidiary of an Austrian bank on the status of municipal finance regulations in Bosnia- Herzegovina; • Representing and Austrian bank in front of the Constitutional Court, Supreme courts and other authorities in Bosnia-Herzegovina in several bank relating issues; • Representing EBRD on a project finance in Bosnia; Other Activities • Contributing a country report to Richmond Law Global Directory of Financial Service Regulators; • Contributing a country report on construction laws for a global World Bank Survey; • Presentation on BiH legal framework at a conference sponsored by UK Trade Partners in London (December 2003) • Representation of Kuwait Investment Agency ("KIA") with respect to the acquisition of 51% by LLM Group in the leading Bosnian Steelmaker BH Steel, Zenica; • Representation of a world leading chemical producer on the acquisition of a production plant near Mostar including long-term exploitation rights for minerals; • Advising a leading international industry player regarding the acquisition of 100% shares of a local company which has concession rights for lime stones production, including performance of legal due diligence and assistance in negotiations with Bosnian authorities.

  23. Selected References for BOSNIA Practice Group Commercial Human Resources / Labour Law • Advising and representing a global steel company concerning work and residence permits in Bosnia & Herzegovina; • Advising a foreign chemicals group on general employment matters under Bosnian law; • Advising and representing an international group of companies on employment matters as well as debt collection and enforcement for over 40 of their debtors in Bosnia & Herzegovina; • Advising an Austrian cement producer on general employment law issues in Bosnia & Herzegovina as it concerns its subsidiary; • Advising British non-profit organisation on general employment law issues in Bosnia & Herzegovina; • Advising a leading Austrian insurance company on general employment law issues, including the preparation of employment agreements and advising on employment disputes under Bosnian law; • Advising an Italian non-governmental organisation on general employment issues, preparation of employment agreements, advising on employment disputes under Bosnian law; • Advising an international investor in connection with a new investment in a local steel mill, including representation in negotiations with the government of Bosnia-Herzegovina regarding the share transfer; • Representation of an Austrian investor regarding the establishment of a joint venture company with a leading paper/pulp producer in Bosnia-Herzegovina; • Advising an international telecommunication company regarding the restructuring of their participations in local operators, including defence against a hostile acquisition of shares by a competitor; as well as performing legal due diligence of the client regarding the documents of the majority shareholder; • Advising a leading international industry player regarding the acquisition of 100% shares of a Bosnian corporation owning concession rights for lime stones production, including performance of legal due diligence and assistance in negotiations with Bosnia-Herzegovina authorities; • Advising foreign real estate developers in residential housing projects in Bosnia-Herzegovina.

  24. Selected References for BOSNIA • Advising an Austrian industrial investor in privatization transactions in Bosnia-Herzegovina, related litigation, as well as performing legal due diligence of the Seller's documents; • Advising an international food manufacturer regarding the privatization of a local Bosnian distributor; • Advising a European food stuff distributor in relation to distribution regulations in Bosnia-Herzegovina; • Representation of numerous international businesses regarding establishment of subsidiary companies in Bosnia-Herzegovina, including advice on related labour and lease issues; • Advising a consortium of foreign investors regarding the first wind power plant in Bosnia-Herzegovina; • Analysis of corporate and labour law in Bosnia-Herzegovina on behalf of a US client; • Advising a major Austrian insurance company on the incorporation of a local subsidiary in Bosnia-Herzegovina and related regulatory matters; • Representation of leading European mineral exploitation companies in obtaining mining concessions, including advice under the concession laws and geological research law in the Republika Srpska and the Federation; • Advising a US investor in connection with the planned investment into a Bosnian soda mine and related energy operation; Infrastructure Projects – Energy • Representation of a consortium of Austrian investors regarding the formation of a local joint venture company for the construction and operation of a wind park in Mostar, Bosnia-Herzegovina; Infrastructure Projects – Other • Advising foreign real estate developers in residential housing projects in Bosnia-Herzegovina; • Establishing the Bosnian subsidiary of an international insurance company (focus: life insurance) which involved detailed legal analysis of all applicable insurance laws and regulations and which included the drafting of numerous legal documents and legal regulatory advice during all phases of the company’s establishment • Advising a subsidiary of an Austrian bank on the status of municipal finance regulations in Bosnia-Herzegovina.

  25. Selected References for SLOVENIA Banking and Finance – General • Advising one of Austria’s major banks on syndicated financing via a term loan and guarantee issuance facility agreement with respect to a leading Slovenian tele-communications group; • Advice on Slovak and Slovenian issues in connection with the acquisition of Bank Austria by Hypo-Vereinsbank. Various corporate restructurings on contractual relations with customers; • Advice on Slovak and Slovenian issues in connection with the acquisition of and Austrian bank by a German bank Austria. Various corporate restructurings and advice on contractual relations with customers. Infrastructure Projects – Environmental • Advising the Austrian members of an international consortium of contractors and investors in connection with the preparation of a tender bid for the construction and operation of a waste water treatment facility for the municipality of Maribor, Slovenia. Infrastructure Projects – Energy • Representation of one of the regional Styrian utilities with respect to the concession for establishment of a power plant in Slovenia including consortium agreements and agreements for the operation of the plant; • Advising BNP Paribas (Suisse) in connection with the structuring of an L/C financing facility for a German energy trader, acting as trader/grid capacity arranger, for energy supplies from Slovenske Elektrarne (SE), Slovak Republic, to Austria and Hungary in two parallel transactions; Real Estate Advice – Management and General Issues • Advising an Austrian bank with regard to a FIDIC construction contract in Croatia; • Advising the real estate subsidiary of a large Austrian Bank with respect to the establishment of closed-end real estate investment funds in Croatia and Slovenia.

  26. Your Key Contact for DLA Piper CEE/SEE Louis Milicich Belgrade, Serbia T: +381 11 222 3419 E: loius.milicich@dlapiper.com Louis counsels corporations, financial institutions, funds and individuals regarding real estate transactions, business transactions, mergers, acquisitions, privatisations, projects and financings, and also has litigated all phases (discovery, trial, mediation, arbitration) of corporate and commercial disputes in numerous jurisdictions. He has represented Fortune 100 companies such as General Dynamics, MCI Worldcom, American Home Products and Sun Microsystems. Louis practices throughout Central and SE Europe, but spends the majority of his time in the countries and regions of the former Yugoslavia: Serbia, Montenegro, Bosnia-Herzegovina, Croatia, Slovenia, Macedonia and Kosovo. Louis was educated at Northwestern University, Evanston/Chicago, Illinois, USA, where he completed both his undergraduate (1981 BA with Honors Political Science, BS Communications Studies) and his legal studies (1984 JD School of Law). Prior to joining DLA Piper Weiss-Tessbach, Louis was a partner in the US national law firm of Jenner & Block and was Counsel at Sonnenschein, Nath & Rosenthal, both headquartered in Chicago, Illinois, USA. Louis is fluent in English, Serbian, Montenegrin, Croatian and Bosnian and is semi-fluent in Macedonian, Russian and Ukrainian.

  27. Belgrade, Serbia Senior Lawyer Zoran Nedin Belgrade, Serbia T: +381 63 88 20 518 E: zoran.nedin@dlapiper.com Zoran is an attorney qualified to practice law in Serbia and Montenegro. His practice includes general commercial and corporate law with a special focus on privatization, real estate and M&A work on behalf of both local and international investors and organizations. His experience also includes advising on project finance matters. Prior to joining DLA Weiss-Tessbach Zoran Nedin also worked with Lovells in Frankfurt and Coopers & Lybrand Deutsche Revision in Hamburg. Zoran graduated from the University of Belgrade, Faculty of Law in 1988. In addition, he holds an LLM degree from the Central European University, Budapest, Hungary (1995) as well as a degree from the Europa Kolleg in Hamburg, Germany (Specialist of European Law, 1997). Zoran Nedin speaks Serbian, English and German.

  28. DLA Piper CEE/SEE Thank you! See You in Belgrade! Хвала!Видимо се у Београду!

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