Corporate and M&A

Corporate Law

Ever since its establishment DOBREV & LYUTSKANOV Law Firm has focused on corporate law as a major sphere in which it offers thorough and diverse legal consultancy to its Bulgarian and foreign clients. Our firm has rich experience in investment structuring and the planning and business development of our clients.

DOBREV & LYUTSKANOV Law Firm provides legal advice in connection with the structuring of clients’ investment intentions, offering the optimal legal form and structure from the perspective of management efficiency and tax planning. We have been involved in the incorporation and maintenance of all forms of business activity envisaged by existing laws: small and medium-sized enterprises, big companies, holding companies and consortia, public-private partnerships, etc. We have substantial experience with branches and representations of foreign companies. Our lawyers aim to strike the right balance between foreign investors’ interests and the specific features of local government.

Some of the legal services offered by DOBREV & LYUTSKANOV Law Firm the field of corporate law include:

Analysis of clients’ investment intentions and choice of optimal legal form for business development (we look at governance structure and tax effects);
Structuring/restructuring of company shareholder/ partner relations (including subsequent transfers of shares) and relations between shareholders and company (including cases where the state or municipalities act as shareholders/ partners);
Drafting of all sorts of corporate documentation (articles and memorandum of association, organisational and internal rules, management contracts, shareholders’ books, etc), holding of general meetings and registration of companies in all relevant registers;
Making arrangements for business start up/ development: purchase, leasing or renting of premises, industrial sites and vehicles; recruitment of staff, obtaining of permits, licenses and tax registrations required by law, etc;
Adjustments to the capital structure and re-organization of investments (increase or decrease of capital, capitalisation of cash contributions, non-cash contributions in the form of real estate, movables or accounts receivable, transfer of enterprises as a going concern or parts thereof);
The activities of DOBREV & LYUTSKANOV Law Firm in the field of corporate law also cover legal consultancy concerning the establishment and operation of not-for-profit legal entities for private or public benefit.

Re-organization and Acquizition

DOBREV & LYUTSKANOV Law Firm has thorough experience in the re-organisation and acquisition of companies. In the past, we focused primarily on legal consultancy on privatisation deals and the acquisition of shares from privatised enterprises. Our lawyers have established privatisation experience in major sectors of the Bulgarian economy.

Today the business environment has much evolved and we provide legal advice mainly in connection with changes in the structure of clients’ business operations.

The practice of DOBREV & LYUTSKANOV Law Firm includes mergers and acquisitions, demergers, spin-offs, changes in companies’ legal form and the distribution of assets in accordance with the investment intentions of owners.

Business transactions

DOBREV & LYUTSKANOV Law Firm specialises in providing legal assistance and legal representation of its corporate clients in the execution of all types of business transactions and contracts. Our legal assistance encompasses the phase of negotiations (including the proposals on the structuring and regulation of the relations on the basis of our years-long experience), as well as the drafting of all relevant documents, the legal advice and assistance in connection with the provision of safeguards and collaterals, the implementation of contractual relations or non-performance and damages resulting from the non-performance, termination, cancellation or annulment of transactions and contracts.

We offer consultancy to our clients in the settlement of non-contractual relations occurring as a result of delicts (the equivalent of the common law concept of tort), agency without specific authorization (negotiorum gestio) or unjustified enrichment