Roadmap 09, We Contribute to These Processes – Each from His Own fi Eld of Expertise
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09 roadmap www.schoenherr.eu Roadmap_U1_U4_engl_SF.indd Abs2:132-Abs1:1 05.03.2009 13:55:47 Uhr Business law is a highly complex, internationally intertwined and rapidly developing affair. Accordingly, it is essential to recognise the latest changes in the legal environment in a timely manner, establish appropriate strategic plans and look ahead to and position oneself for anticipated developments. With this, roadmap 09, we contribute to these processes – each from his own fi eld of expertise. Roadmap_002bis007_OK.indd Abs1:3 05.03.2009 12:54:27 Uhr Banking & Finance 010 Competition 022 Corporate M&A 040 Dispute Resolution 074 IP/IT & Life Sciences 088 Real Estate 108 Regulatory 132 Roadmap_002bis007_OK.indd Abs1:5 05.03.2009 12:54:40 Uhr We encounter the inconspicuous “fl ow” at every turn: cash fl ow, fl ow chart, work fl ow. Understandably, then, when the motors of our economy falter or stall, when fl ow is blocked, the results can be fatal. The global fi nancial crisis, which started in the US, is now affecting the wider global economy. Growth forecasts for individual countries continue to slide, while unemployment fi gures continue to rise. Times are indeed turbulent. This turbulence is also manifesting itself in laws (catchword: fi nancial market stabilisation) and in flowlegal developments (e.g., de facto temporary suspension of state aid laws). With so much uncertainty, it is im- portant – and challenging – to anticipate coming legal developments. 6 Roadmap_002bis007_OK.indd Abs1:6 05.03.2009 12:54:45 Uhr “Flow” is also the central theme of roadmap 09, an annual Schoenherr publication which provides an overview of developments and upcoming changes in our core practice areas, as reported by our lawyers from the perspective of their specialisation. In modern commercial law, “fl ow” implies knowledge of current legal developments, swift adjustment to changing conditions, an optimistic view of the future and determination to take the right decisions at the right time. Using these essential ingredients correctly can quickly turn this fl ow again into a swell. The illustrations in roadmap 09 are by a Viennese artist, Josef Schwaiger, who has been working with the theme “fl ow” for many years. We would like to thank him for his contribution to the design of roadmap 09. 7 Roadmap_002bis007_OK.indd Abs1:7 05.03.2009 12:54:56 Uhr Veronica Alexeev Anton Andreev Andreas Baumann Torsten Bogen Bystrík Bugan Alexandra Chirvase Olga Cvetković Mihály Darida Martin Ebner Diana Făiniţă Peter Feyl Živa Filipič Matei Florea Ioana Florescu Walter Gapp Magdalena Grześkowiak Leopold Höher Bogdan Ioniţă Maciej Knowski Vid Kobe Yaroslav Kostyuchenko Tsvetan Krumov Alice Kubíčková Iana Kuzmina Clemens Lanschützer Luka Lopičić Kateřina Mandulová Georg Merc Nicolae Mihu Vessela Mirkova Slaven Moravčević Marta Nawłatyna Veronika Odrobinová Narcisa Oprea Arijana Petres Ursula Rath Boštjan Sedmak Victor Skopintsev Oleksander Snitsarenko Gábor Spitz Ilko Stoyanov Mariya Sukhan Denys Sytnyk Ventsislav Tomov Viktória Veszelei Matija Vojnović Adi Winter Roswitha Wutschl Ilona Zekely Bernard Zupanc Roadmap_008_019_1OK.indd Abs1:10 05.03.2009 13:01:00 Uhr PRACTICE GROUP BANKING & FINANCE National Measures to Deal with the Global Financial Crisis: Selected Jurisdictions ŽIVA FILIPICˇ / LUKA LOPICˇ IC´ / GÁBOR SPITZ / ILKO STOYANOV / MARIYA SUKHAN / MATIJA VOJNOVIC´ / BERNARD ZUPANC / KATERˇ INA MANDULOVÁ / VIKTÓRIA VESZELEI / MARTA NAWŁATYNA As the global fi nancial crisis deepens and reaches CEE markets, these states are taking action to mitigate its effects. Here we look at the approaches taken by different jurisdictions, which vary greatly and range from augmenting state guarantees for bank deposits to comprehensive rescue packages, from improving interbank lending to providing for suffi cient capitalisation of fi nancial institutions. Austria decreased the minimum amount of reserves required from banks. Finally, the state committed to providing Please see next article by Walter Gapp. extra funding to the State Development Bank (which holds a market share of only 1%) in order to support the Belgium credit market. Facing a severe fi nancial crisis in which several major Croatia banks required individual bailout packages, the Belgian government announced on 9 October 2008 that it would The fi nancial crisis has not affected Croatia as severely offer state guarantees for all new bank loans of “systemic“ as some other neighbouring countries. To a certain Belgian banks, i.e., interbank deposits, bonds and extent, this is due to the Croatian National Bank’s strict institutional investments. The terms of the guarantees reserve requirements. These requirements proved to be provide that banks will have to pay a fee for the guarantee helpful because they ensured that the banks were highly equal to the advantage they receive. The Belgian govern- capitalised. ment also announced an increase in deposit guarantees of up to EUR 100,000. Therefore, the only measure adopted following the EU agreement about the common framework for securing Bulgaria fi nancial stability was the increase of state guarantees for bank deposits from EUR 14,000 to EUR 56,000, which The Bulgarian government has so far not envisaged was approved by Parliament on 15 October 2008. particular legislation in light of the global fi nancial turmoil. Actions purporting to mitigate the effects of the fi nancial Apart from this legislative reform, the Croatian National crisis have been limited to the following isolated measures: Bank has also reduced the cash reserves required for First, the state guarantee for bank deposits was increased banks and, by doing so, ensured indirectly increased to EUR 50,000. Second, the National Bank of Bulgaria liquidity in the system. 11 Roadmap_008_019_1OK.indd Abs1:11 05.03.2009 13:01:36 Uhr PRACTICE GROUP BANKING & FINANCE Czech Republic a shortterm credit line of EUR 5 bln to Hungary. Hungary has been granted a bailout package from the International In the Czech Republic, the crisis has not signifi cantly Monetary Fund (IMF), the EU and the World Bank in the affected the fi nancial sector, but it has had an impact on amount of EUR 19.5 bln. The IMF agreed to provide a the real economy. On 8 January 2009, the National loan of EUR 12.16 bln under a 17-month standby Economic Council (NERV) was appointed as an advisory arrangement, which will signifi cantly reduce Hungary‘s body to the government in seeking solutions to the exposure to foreign market fi nancing. More-over, the EU fi nancial crisis. The mandate of this body is to analyse is prepared to provide a EUR 6.27 bln loan to Hungary. the situation and to monitor and collect data on the The World Bank will provide a loan of EUR 1 bln. development of the economy. Poland On 28 November 2008, the Czech parliament approved an amendment to the Banking Act with the aim of Due to instability on the world fi nancial markets, the increasing the guarantee on bank deposits to EUR following steps have been taken to strengthen the Polish 50,000 and to eliminate the participation of depositors. economy: As a result of this measure, 97% of all bank deposits are covered by the insurance. The Polish legislator amended the Bank Guarantee Fund Act on 23 October 2008 so that now all bank deposits Interest rates have been reduced by 0.75 percentage up to the equivalent in PLN of EUR 50,000 are covered points. It is expected that further measures will be adopted by state guarantees. in the future in order to promote exports of small and medium enterprises. In particular, the government plans to On 7 November 2008, the Act on the Financial Stability improve the availability of export credit provided by the Committee was passed, whose purpose is to take action Export Guarantee and Insurance Corporation and the to maintain the stability of the national fi nancial system. Czech Export Bank. To reduce the tax burden, an increase The committee assesses the Polish and international of the state budget for 2009 will also be discussed. fi nancial system. It has also prepared the rules for joint action in the event of risks. Hungary Since 14 October 2008, the National Bank of Poland has Hungary has been hit hard by the fi nancial crisis. This is been implementing the “package of trust” to ensure due to the state’s heavy reliance on foreign investors, greater liquidity of the banking system, comprising a heavy borrowing by households and companies in foreign series of tasks and fi nancial transactions. Moreover, on 8 denominations, and the fact that the majority of Hungarian January 2009 the National Bank of Poland stated that it banks belong to international banking groups. To restore will offer cash support to commercial banks, buying up confi dence in its fi nancial markets, the Hungarian govern- bonds it has issued three years before they mature. ment has implemented the following three measures. Because of this, banks will obtain over PLN 8 bln more quickly, which they can allocate for credit. Via an amendment to the Hungarian Act on Credit Institutions, the government increased the amount of On 30 November 2008, the Polish government presented state guaranteed deposits from HUF 6 mln (EUR 24,000) its “Plan for Stability and Development”, which includes to HUF 13 mln (EUR 49,000). steps that have already been taken and those planned to rescue Poland from the grips of the fi nancial crisis. It On 22 October 2008, the Hungarian Central Bank raised intends to inject PLN 91.3 bln (EUR 21.96 bln) into the interest rates from 8.5% to 11.5% to counter further Polish economy in 2009-2010. depreciation of the national currency and stop the outfl ow of investment. Crisis-related actions already taken in the Budget Act for 2009 have resulted in a reduction in the anticipated On 16 October 2008, the European Central Bank granted increase of GNP in 2009 from 4.8% to 3.7%.