IN SPOTLIGHT
Absence of the set-aside action under Latvian law: a comparative and historical perspective
NEWS
The Lawyer recognizes COBALT as a highly commended law firm in the Baltics
CASES
COBALT successfully represented client of the Hospital of Tallinn project procurement dispute
WHAT WE DO BEST TO
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INTERNATIONAL DESKS
M&A and Corporate Transactions

As the Baltic market leader in this field, COBALT is pleased to be the first choice for local and international clients in the largest and most complex public and private M&A transactions. The size of our Corporate Transactions practice group has enabled us to develop unique in-depth knowledge across various sectors which, with tailored teams set up for the most demanding transactions, provides a competitive edge for our clients. We cover not only straightforward M&A cases and private equity transactions but also spin-offs, joint ventures, management buyouts, and corporate restructuring processes. Working closely with other practice groups enables us to respond to the individual requirements of each transaction and develop tailored solutions for each client.

Our private M&A practice is renowned in the market for the depth of its capabilities and resources to seamlessly run the most demanding cross-border and domestic transactions. As a result of the high number of successful deals we have been involved in, we can offer our clients broad insight into numerous industries and in-depth advice on deal-making in the Baltic market. Our team has been involved in nearly all major deals in the region during the past few years, and we have maintained our leading market position in the Baltics for a number of years.

We have a clear understanding of the markets in which our clients operate, allowing us to maintain a business-savvy approach that optimizes efficiency, reduces costs, and enhances the effective implementation of transactions.

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We have a strong track record in the area of public mergers and acquisitions and all other types of transactions with listed companies. We have represented minority and majority shareholders, target companies, investment banks, and other clients on various complex matters involving domestic and cross-border acquisitions, IPOs, SPOs, public takeovers, mandatory and voluntary buyouts, de-listings, capital raising, mergers, and spin-offs.

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We understand that the amount of time needed to structure a private equity transaction can make or break a deal. When the stakes are high and time is short, private equity houses, investors, funds, banks, and financial institutions turn to us to rapidly deploy a focused and effective strategy and rely on our expertise, as we can advise them on all aspects of private equity. Our private equity team has handled innovative transactions with precision and care for established institutions and entrepreneurs. 

Our clients have chosen our services because of the unique understanding we have developed of their business and because of an unparalleled track record in the field of private equity transactions. We add value to every step of each transaction. Our lawyers will advise you on how to structure and present bids, negotiate and draft acquisition and financing agreements, and then complete the transaction. We have acquired the trust of our clients by providing them with good results and successful resolutions. 

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We help you with all aspects of restructuring corporate groups and standalone businesses across the Baltic states, including the largest cross-border mergers of financial institutions as well as corporate restructurings of other types across a variety of sectors. We have advised numerous projects involving business expansions, consolidation as well as distressed assets, assisting with solutions suitable for each case, ranging from divestments and spin-offs to acquisitions by investors. We can meet all your needs for in-depth expertise and experience.

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We have been assisting clients on all aspects of domestic and cross-border joint ventures in a variety of sectors, including energy, manufacturing, and large international tenders. We advise on JV projects by consolidating the input from the relevant experts, starting with structuring the most suitable form of the joint venture and assessing the complex matters of governance, competition law, taxation, and regulatory concerns, through to completion and ensuring a successful exit by all parties in the future.

 

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Along with successful business and wealth comes a multitude of responsibilities and challenges, including important and often sensitive topics like evolving family investment strategies, regularly changing tax regimes, sophisticated governance of family affairs, succession planning, and many others.

Our clients include high net-worth individuals and families, as well as family offices, whom we support with all legal and tax aspects of the structuring, planning, management, and transfer of their businesses and private wealth – from day-to-day matters and investment transactions to succession planning and philanthropic activities.

 

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Corporate Advisory & Employment

Our corporate and employment team offers legal advice to the management and shareholders of local and international companies on both routine and complex corporate and employment matters. We help clients just launching their business as well as provide support in relation to corporate governance, risk management, board liability, employment law, regulatory matters and maintaining good relations with authorities, as well as restructuring and liquidation.

Our dedicated employment law team works on behalf of a wide range of clients in numerous sectors. We have extensive experience in advising our clients on issues involving all aspects of domestic and international employment law. We provide expertise in all of the following: planning and setting up local and pan-Baltic employment and management structures, conducting negotiations when a client is looking to appoint or dismiss an employee or member of management, preparing agreements for management and employees, advising on non-competition and other restrictive covenants, advising on incentive schemes, drafting standard policy documents for employers, advising on dismissals, handling collective issues, conducting employment law due diligence, assisting in disputes and litigation, handling employment issues related to corporate transactions and reorganisations, assisting in processing and transfers of employee data, and advising on employment taxes.

COBALT is an affiliated member of Ius Laboris (www.iuslaboris.com), an exclusive international network of leading law firms providing specialist services in employment and labour law, pensions and employee benefits, covering all legal services related to HR. Membership enables us to help our clients find the best employment law assistance from among the members of this organisation and offer combined solutions.

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An evolving regulatory environment, shareholder expectations, and investor scrutiny require companies to achieve the highest standards of corporate governance. We advise management and shareholders in connection with a broad array of corporate governance and related matters.

We help to design best practice governance structures and board and committee structures, advise on liability and insurance issues for directors and officers, prepare board regulations and other internal policies, plan and conduct annual and extraordinary general meetings, advise on the legal, regulatory, and tax aspects of corporate social responsibility and sustainability projects, and counsel on sensitive corporate matters, strategic transactions, and internal investigations.

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Some say that big things often have small beginnings. Our corporate team provides assistance in the incorporation of legal entities and branches. Our services cover the whole process from analyzing the most suitable legal form of business through to post-incorporation practicalities, such as opening bank accounts, VAT registration, and other requirements. Our clients enjoy our one-stop-shop approach to taking care of all the legal, tax, and social security matters as well as the coordination of tasks related to human resources and office leasing with the help of trusted partners.

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Commercial law is one of the centerpieces of COBALT’s activities. We provide broad and comprehensive advice to clients in all industrial sectors. Historically, our focus area has been top international and regional businesses, financial institutions, and the region’s most promising start-ups doing business in the Baltics.

Our experience in the area of commercial law ranges from drafting simple supply agreements to negotiating and structuring complex multi-million euro projects across jurisdictions and involving multiple substantive areas of law.

We provide seamless commercial law services in a wide range of areas, including international sales transactions, supply, distribution, agency, dealer and franchise agreements, and consultancy and outsourcing arrangements.

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We provide compliance-related advice to corporate clients, understand the legal requirements applicable to their activities, obtain the licenses and registrations required in their fields of activity, devise internal policies, conduct training sessions, perform internal investigations, represent clients in relations with supervisory authorities, support clients in minimizing the adverse consequences of violations, as well as assist in devising corrective action plans.

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Trends related to more extensive consumer protection and increasingly active supervisory authorities mean that consumer protection and liability issues are an increasing priority. Vigilance in this area is essential to maintain the reputation of products and businesses and to counteract any unfair or aggressive tactics on the part of competitors. Virtually every manufacturer, distributor, or trader of consumer products and services will eventually encounter ambiguous or deficient legal regulations, consumer claims, or aggressive interpretations of legal provisions by the authorities. Professional and timely legal counsel is critical in such situations.

Our team offers a wealth of experience in advising and representing clients in various industries such as food, cosmetics, tobacco, lottery and gambling, health care, pharmaceutical, electronic communications, media, motor vehicle, and transportation sectors.

We are prepared to help our clients with any consumer law-related matters, including:

  • Direct marketing
  • Unfair commercial practices
  • Consumer lotteries
  • E-commerce and distance selling
  • Customer and loyalty programs
  • General terms and conditions for the sale of products or services, standardized client or consumer agreements
  • Internal procedures and policies
  • Launching of products and services on the market, including notifications and registrations
  • Product liability claims and product recalls
  • Product labeling and packaging
  • Health, nutritional and related claims
  • Handling consumer complaints
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We handle all types of business immigration matters for our business clients. Our experts advise across all elements of a global mobility project, including mapping the most appropriate legal basis for work, drafting appropriate agreements, handling tax issues, and assisting in obtaining work permits and visas. We advise companies on how local regulations are enforced in practice and identify potential immigration issues due to corporate restructuring.

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We advise our clients on how to define the limits of permissible marketing practices and assist on regulatory issues and challenging misleading or unfair competitor advertising. We have experience in developing and documenting new business models for media companies and drafting and negotiating commercial agreements across the full range of media and advertising activities. We provide legal guidance on advertising campaigns, social media, sponsorship, product placement, and branded content, while also rendering advice on reputation management.

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Banking, Finance & Capital Markets

Our top-ranked international team of lawyers advises on a large range of financing and capital market transactions, complex financing techniques, and financial regulatory and compliance matters. 

We are equally proud of our long-term relationships with established financial institutions and new market participants leveraging technology to disrupt the financial services industry. Our clients include local and international financial institutions, government agencies, international organisations, investment funds, private and listed companies raising equity and debt financing, and the most promising FinTech players in the region. 

We have provided services for lenders and borrowers, and issuers and underwriters in domestic and cross-border financing, as well as DCM and ECM transactions across all industries. Our experience includes debt and equity offerings, listings on regulated markets, derivatives, and structured finance. Our lawyers combine long-term experience in advising on transactions in a wide range of industrial and financial sectors with a deep knowledge of financial sector specifics and the applicable financial regulatory frameworks. We have also advised on the most significant financial sector M&A transactions in the Baltic region and have assisted in takeover offers in respect of shares in local listed companies.  

In addition, we consult banking industry representatives on policy issues to help develop a better regulatory landscape. 

Our asset and project financing team provides a full range of legal advice to financiers, financial arrangers, owners, lessors, specialized insurers, developers, manufacturers, and operators in relation to medium and big-ticket asset and project financing transactions. Our lawyers have extensive experience in financial techniques, including secured and unsecured lending, capital markets, equity finance, mezzanine finance, leasing, structured finance, project finance, export credits, and receivables financing, crowdfunding, crowdlending, other innovative financial techniques, and structuring and implementation of different project-related financial vehicles and arrangements.

Our legal team bases its advice on the understanding of various tax, administration, supervision, regulatory, enforcement, insolvency, moral hazard, and other potential risks in the relevant transactions. Our extensive experience in structuring investment instruments enables us to take into account the needs of the client and their investment program, providing the critical guidance that is necessary for clients to successfully negotiate the fundraising process. Our pan-Baltic presence allows us to provide an international perspective to any fundraising, as well as local legal advice on the full range of tax and regulatory issues that arise in connection with private funds in the region.

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COBALT is a leading player in providing legal support to a variety of capital market transactions in the Baltic States. Our Capital Markets team offers a wide range of legal services in the field of DCM and ECM, including those related to initial public offerings and private placements, listings of debt and equity instruments on regulated Baltic markets, issuance of ADRs and GDRs of local financial instruments in international markets, regulated markets, and central depositories, structuring and implementation of mandatory and voluntary takeover offers, compliance with legal, regulatory and stock exchange requirements established by issuers and investors, legal representation of issuers and investors, advice on market abuses and insider trading, as well as OTC transactions involving listed instruments.

In co-operation with our partner firms abroad, we have also advised and assisted Baltic issuers in issuing, offering, and listing their debt and equity instruments in a number of other European jurisdictions. We work in close partnership with Nasdaq and the central depositories of Estonia, Latvia, and Lithuania, also providing advice to the depositories on legal issues that relate to capital markets.

On behalf of the banking industry, we did extensive research and drafted legislation to incorporate the Covered Bond Directive into national legal acts and to facilitate the creation of cross-border cover pools.

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We are recognized for our strong financial services regulatory practice. We are the legal service provider of choice for many local and international banks and other financial service providers for regulatory advice related to the introduction of new services or reorganization of activities. We also advise major financial institutions on regulatory aspects of M&A transactions.

We offer a full range of regulatory services, including assistance with:

  • Licencing and registration of regulated financial institutions
  • Regulatory compliance
  • Regulatory due diligence
  • Anti-money laundering and targeted financial sanctions compliance
  • PSD2 compliance
  • Representation of clients before financial service regulators
  • Handling of regulatory formalities in the acquisition of holdings in regulated financial institutions
  • Drafting of the financial institution and service policies and procedures
  • Representation of clients’ interests in legislative drafting
  • Advice on impact of directly applicable EU financial institutions and financial services legislation

Over the course of many years, we have developed a strong network with key institutions in the field, including local stock exchanges, financial supervision authorities, and other regulatory bodies. Our regulatory team regularly advises global and multinational financial institutions about the legal aspects of legal, regulatory, and AML matters in relation to the cross-border provision of financial services in the Baltic States.

With the recent boom in non-banking consumer lending in the Baltics, our legal team has developed the first-hand experience in relevant regulation and compliance issues, including crowdfunding, crowdlending, and other innovative financing techniques.

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Our fund's practice group has years of experience in advising clients about the formation, management, and trading of UCITS, alternative investment funds, pension plan products, and unregistered fund products. We also perform due diligence reviews of existing products. Our legal team will draft all necessary fund information and management and operational documents, represent the client in the registration of the fund in each relevant Baltic jurisdiction, advise and assist the client with compliance, regulatory, and investor issues, assist the client in cross-border trading of fund products and provide all other legal services that are necessary for the day-to-day management of the fund.

Our extensive experience in structuring fund and investment products allows us to satisfy client needs in the most efficient, cost-effective, and tax-effective way, offering each client a bespoke solution based on the client’s specific needs and requirements.

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While our clients are occupied with building new technologies and business models for reshaping the financial services industry, our FinTech experts are there to support them on their mission.  

We provide a wide range of legal services to support entrepreneurs developing platforms for marketplace lending, crowdfunding, digital payment solutions, cryptocurrencies and other innovative services.  

We are recognised for our strong track record in financial services regulatory and compliance matters and close working relationships with the regulators. Our team has assisted numerous clients on obtaining e-money institution, payment institution and other financial services licences.  

Our multidisciplinary team also advises FinTech clients on data and IP protection, commercial contracts, capital raising, consumer protection, and employment matters. 

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COBALT is one of the leading legal advisors for venture capital funds, corporate venture capital arms and other venture capital investors. Due to the ongoing importance of startups and various state initiatives directed at the establishment of funds in the Baltic states, Europe and elsewhere, venture capital continues to be a significant funding source for early-stage companies.

Our team is dedicated to providing full range of services in all types and at every stage of venture capital transactions. We are proud of our broad-based experience in fund (both licensed and unregulated) and company formation, investment structuring, venture capital specific advice and due diligence in areas such as corporate, employment, tax and intellectual property law, preparing full package of investment, shareholder and technology agreements, as well as exit related advice and execution. We provide tailored teams fully familiarised in each client’s portfolio and preferred transaction terms and structures for ongoing and efficient cooperation. We have helped to close more venture capital transactions than any other law firm in the Baltic region, and therefore possess and develop the most up to date transaction and market knowledge.

We take an active role in developing the ecosystem of venture capital. COBALT Estonia, Latvia and Lithuania are longstanding members of the Baltic Private Equity and Venture Capital Associations, and we are present at the most prominent events as well as involved in the development of the legislative initiatives forming legal framework for the sector. By working closely with the venture capital community, we have developed a significant network of business relationships with venture capital investors, company executives and entrepreneurs.

We are praised by our clients for speed, excellence and entrepreneurial approach to all legal advice we are providing. Our team is composed of highly ranked professionals with deep experience in general as well as niche law specialisations combined with a broad understanding of the client’s needs and ecosystem in which they are operating. This combination allows us to take the lead in all steps of corporate lifespan, from foundation to raising funding through IPOs and beyond.

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EU & Competition

Competition, procurement, and state aid are among COBALT’s core business areas. Our experts are deeply involved as litigators and non-governmental advisors in the emerging fields of competitive neutrality and the regulation of superior bargaining power. The multilingual team draws on decisional practice from across Europe. Our business law practitioners and public law thought-leaders rely on each other’s strengths to help clients deal with the multitude of level-playing-field rules and supervisory authorities. 

Our various practices have a wealth of experience representing clients before EU administrative bodies and courts. Our experts feel comfortable in mixed language contexts to function as powerful intermediaries between clients and EU institutions. Notable assignments include merger control before the European Commission, state aid litigation before the EU General Court, and numerous Grand Chamber cases before the EU Court of Justice and trademark opposition proceedings before EUIPO.

Competition law is one of COBALT’s core business areas. Our team of competition law experts assists local and international clients with all aspects of national and EU competition laws. We understand the economics of competition law and are familiar with sector–specific regulations. Our multilingual team draws on decisional practice across Europe. Our services in this area cover:

  • Horizontal practices, including cartels
  • Vertical agreements
  • Dominant position
  • Merger control
  • Self-assessment and individual exemptions
  • Relevant market analysis with the purpose of determining the market shares of businesses
  • Compliance (compliance programs, audits, trainings, review of standard agreements)
  • Public enforcement
  • Private enforcement
  • Competitive neutrality
  • Superior bargaining power
  • Unfair competition
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State aid regulations mark out boundaries for state and municipal support for businesses. These rules aim to prevent the misuse of public funds and the distortion of competition. Illegal state aid must be repaid; therefore, businesses that receive support and public authorities must recognise state aid and ensure its compatibility with the EU internal market.

Our team of experienced experts successfully guides clients through the various stages of state aid control procedures, starting with the planning of a potential state aid measure or programme or applying for state aid, and ending with the representation of clients in formal and informal investigations by the European Commission as well as in private enforcement state aid cases before national courts.

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Our various practices have a wealth of experience representing clients before EU administrative bodies and courts. Our experts feel comfortable in mixed language contexts, and therefore can function as powerful intermediaries between clients and EU institutions. Notable assignments include merger control before the European Commission, state aid litigation before the EU General Court, and numerous Grand Chamber cases before the EU Court of Justice and trademark opposition proceedings before EUIPO.

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Public contracts represent a significant share of the national economies in the Baltic States. Our Public Procurement team has extensive experience with assisting contracting authorities and bidders at various stages of the procurement process in all sectors, including construction, IT, pharmaceuticals, energy and infrastructure. We have a wealth of experience and a successful track record in representing parties before national review bodies and the courts.

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IP, IT & Data Protection

Intellectual property, information technologies and data protection are among core areas at COBALT. We provide advice and represent clients in respect to trademarks and design registration, including protection and transactions, the IT and communications sector, data protection regulations, pharmaceuticals, healthcare and life sciences, product liability and consumer protection, media law and beyond.

Our skilled and sizable team of IP/IT lawyers has the required industry business understanding and years of experience for advising clients in the respective areas and representing clients before supervisory authorities and government bodies. We focus on attaining our clients’ goals.

Increasingly, businesses and organisations rely on information. Personal data processing takes place whenever data about customers, employees or contractual partners are handled. New technologies and services are data-centred. In-depth knowledge about data processing regulations is essential to ensure compliance with rules, protect user privacy and achieve business goals. Cloud computing, social networking and cross-border sales trigger new data processing concerns. Our experienced team is prepared to guide you through this complex area of the law.

We advise local and international companies on all aspects of data protection and privacy matters. We have experience in data protection issues in all sectors, including in the financial, insurance, healthcare, pharmaceutical, telecoms, online and retail industries. We are also experts in protecting employee data (video and internet surveillance, e-mail and phone usage).

We offer advice about:

  • GDPR application
  • The general right to privacy and relevant data protection laws
  • Data processing agreements, privacy policies and consent forms
  • Internal procedures and policies relating to data processing
  • Sensitive data processing rules
  • Implementation of whistleblowing schemes
  • Implementation of complex cross-border data transfers
  • Registration of data processing with the national authorities
  • Safe data transfers outside of the EU/EEA
  • E-privacy and e-marketing (email, SMS, call campaigns; cookies, public directories)
  • Document and information retention rules
  • Resolution of disputes with data subjects and authorities
  • Data protection compliance audits
  • Personal data in the context of M&A transactions, including secure transfers
  • Drafting and implementing online privacy policies, terms and conditions
  • Specific advice for industries such as the life sciences
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Information technologies and communications are an integral part of any business or industry. They make business and production processes easier, help to collect and process vast amounts of data, and link businesses with customers whilst also increasing efficiency and productivity. Meanwhile, the set of rules applicable to the IT and communications sector is becoming increasingly complex.

Our team of experts can advise you on all aspects related to IT and communications law, including:

  • Cybersecurity
  • Software development, licencing, distribution, and maintenance arrangements
  • Operating and hosting agreements
  • Cloud services and outsourcing
  • Software and hardware procurement
  • Information technology transactions
  • Electronic communications frameworks, including notifications and licencing
  • Data breach and liability issues
  • Copyright issues
  • Online terms, conditions, and privacy policies
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COBALT’s deep specialization and profound practice in intellectual property matters is highly praised by clients and peers as a unique feature for a full-service business law firm in the region. Our team provides a full range of services to identify, protect and monetise IP assets in the Baltic countries, European Union and throughout the world. Our licenced trademark and design attorneys will register your rights in national offices, EUIPO and in cooperation with our partners in the US, China and other markets. Our highly skilled litigation team will enforce your IP rights before national courts, patent offices and EUIPO. We offer IP protection and transfer strategy consultations and advise on the IP assets treatment in transactions, business transfers as well as licencing, franchising and similar contractual arrangements.

We are prepared to assist you with IP-related matters such as:

  • IP protection strategy and pre-launch brand analysis
  • Due diligence and IP valuation in transactions
  • Securing IP protection and transfer during business transactions
  • IP litigation
  • Managing trademark portfolios, registration, renewal of trademarks and design rights
  • Monitoring of the infringement or registration by third parties
  • Drafting, negotiation and enforcement of licence, franchise and assignments contracts
  • Representation before patent and trademark offices and EUIPO
  • Worldwide registration and enforcement of IP rights through our network
  • Representation of IP rights in customs and state supervisory authorities
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Copyright goes above and beyond traditional examples of musical and artistic works. Copyright is here to stay to protect all genuinely creative work from symphonies to podcasts, and from movies to sculptures. 

We represent authors, producers, copyright owners and companies where the copyright is produced, and copyright collective management organisations. Our team is ready to dive in copyright or related rights cases and provide clients with various services, including the following: 

  • Application of copyright and related rights 

  • Reproduction, public performance, broadcast and retransmission aspects of copyrighted works 

  • Copyright-related transactions and the transfer of copyright 

  • Licencing arrangements for copyrighted works 

  • Tax application to copyright and related rights objects and related income 

  • Copyright and related rights infringements and disputes 

  • Monitoring IP rights 

  • Advising on copyrights and IP in general in employment relations as well as outsourcing and contracting relations 

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Our Life Sciences practice provides ongoing services to healthcare, pharmaceuticals and the medical device sectors. We have years of experience in providing a full range of counselling, litigation and compliance services related to life sciences to top players in the industry. Our deep knowledge in this specific industrial sector and local markets allows us to add practical value by providing industry-focused advice and representation to clients in courts and public authorities.

Our Life Sciences practice includes expertise in the following areas:

  • Medical products
  • Advertising and marketing
  • Distribution channels and bringing products to the market (licencing, marketing authorisations, registrations and notifications)
  • Clinical trials
  • Pharmacovigilance rules and product liability
  • Intellectual property protection and the enforcement of relevant rights, including patent protection
  • Pricing, reimbursement and public procurement
  • Commercial contracts and support (distribution structures, marketing, donations)
  • Data privacy
  • SOP compliance
  • Competition law (analysis of marketing and sales campaigns, distribution, dominance matters, sectoral inquiries, training)
  • Customs and taxation matters
  • Cannabis product manufacture and distribution
  • Representation of industry before state authorities
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We have a long-standing practice in the field of media and privacy rights. Our team of experts consults clients on rights and limits to freedom of speech, private life, the inviolability of human dignity, protection of journalists’ information sources and on many other media and privacy issues. We provide consultations and opinions on the legal regulation of electronic, printed and social media activities. In addition, we help in contracts pertaining to routine media activities, such as author's agreements, contracts with producers, advertising agencies and mass media content distributors. We represent client interests before national regulators and other authorities as well as representing clients in court proceedings related to freedom of speech, reputation and invasion of privacy. 

Reach out to us if you need help with any media or privacy law-related matters, including: 

  • The general regulatory framework of the media 

  • Representation in court proceedings related to the retraction of false information, defamation, invasion of privacy, claims for non-material damage 

  • Pre-publication advice 

  • Application of mass media regulations, including for video on demand and similar services 

  • Relations with media regulators 

  • Copyright advice 

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Gaming is one of the most regulated industries and the legal framework in this field is constantly changing. Therefore, it is important to have a legal adviser who can not only help you obtain the required licence, but also understands the gaming business and is ready to step in when necessary. We have the necessary resources and expertise to advise and represent clients in all legal aspects related to the gaming business. 

We provide ongoing advice to online and onsite gaming operators, casinos, and manufacturers of gaming equipment and technology. In addition to other COBALT services, the following are available: 

  • Negotiating with gaming regulatory and supervisory authorities 

  • Compliance, privacy matters and AML 

  • Online gaming regulation and licencing 

  • Licencing across a number of jurisdictions 

  • Gaming marketing and advertising matters 

  • Dispute resolution affecting gaming licencing and operations 

  • Corporate, structuring and gaming tax advice 

  • Intellectual property protection for gaming operators and technology developers 

  • Advising on gaming industry-related business transactions 

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Real Estate, Energy & Environment

Our seasoned team caters for the diverse needs of various real estate and energy sector clients, including real estate transactions, tenancy relationships, property and infrastructure development, energy sector transactions, regulatory aspects and environmental matters, to name but a few. We also focus on processes related to climate change, including transfer to renewables, curbing carbon emissions, navigating subsidy schemes and complying with ever-increasing regulation.

During years of practice, our dedicated specialists have gained invaluable experience from advising clients on some of the most significant real estate transactions, complex property, energy and infrastructure development projects, and demanding regulatory issues. This puts us in a perfect position to provide clients with efficient and practical advice, no matter how complicated and specific the issues may be from real estate, energy and the environmental field.

Real estate issues are immensely diverse, ranging from property registration arrangements to advice on complex real estate development projects. Such matters require a profound understanding of limits that are imposed by local laws and regulations, as well as considerable know-how in dealing with state authorities and municipalities.

Our highly experienced and effective real estate team achieves time and cost efficiency in relation to routine matters such as real estate purchase or lease deals, registration arrangements, and obtaining of permits. Our deep expertise and extensive resources ensure solutions for large-scale cross-border transactions that involve due diligence, ownership and tax planning, as well as financing for asset and share deals.

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Over years, we have developed an enviable reputation in offering advice about complex and novel infrastructure projects. The geographic location naturally positions our jurisdictions as a major logistics hub for transportation flows between East and West. We assist businesses involved in seaports, airports, rail and road logistics, as well as water and waste management, advising them on a full range of matters, including regulations, joint ventures, financing, trading, competition, insurance and taxes.

Whether the issue relates to financing for a bridge, a major PPP road reconstruction project, introduction of E-ticketing in public transport services, operation of public airports, or port facility development, our team offers a profound understanding of all relevant legal issues to ensure practical solutions. Our dedicated team works across jurisdictions to ensure that our clients’ objectives are efficiently attained under intricate local legal and political frameworks.

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Our lawyers are recognised experts in the fields of conventional power, nuclear power and renewables. We provide advice through every stage of the lifecycle of energy projects, from development to operation and maintenance. Our clients include generation, transmission and distribution companies. 

We are leading specialists in the fields of natural gas and LNG, and we have been involved in the drafting of regulatory frameworks and in advisory services for numerous high-profile projects across the Baltic States.

Energy projects are cross-cutting and often require a combination of expertise from very different competencies - for example, the involvement of property law and state aid specialists or transaction lawyers and climate law specialists may be required. That is why we form cross-sectoral teams in counselling who can see all the necessary connections and offer solutions.

We participate in shaping the field and bring together specialists from the entire energy sector every year for the annual Energy Conference, where the impact of regulations on companies in the sector is discussed and future trends are introduced.

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Environmental issues are at the top of the list of compliance matters for various businesses. These affect project development, production, trade and supply chains, and they must be considered in the context of many corporate and financing transactions.

Our experienced experts assist in dealing with environmental permits, reporting and daily compliance issues as well as emissions trading and other climate change related aspects. We also have extensive experience in handling issues related to environmental laws, due diligence and liability.

We have locally unmatched experience in advising clients who work in the natural resources industry. Along with hands-on experience in dealing with legal matters on behalf of our clients related to mining concessions and permits, we have been at the forefront of developing mining and hydrocarbons regulatory frameworks. We have drafted proposals on regulatory and tax solutions on behalf of clients who are pioneers in offshore hydrocarbon exploration in the Baltic sea, and we have acted on the basis of a governmental mandate to develop a regulatory framework for mining.

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Our construction, zoning and planning team has extensive experience in advising clients on all aspects of real estate development for commercial, residential, industrial and infrastructure projects. We assist and guide our clients in investigating and securing building sites as well as verifying zoning, environmental and other requirements, along with building permits. Our team includes experts in the field of public procurement, and we have extensive experience in representing employers and contractors.

Our experts draft and negotiate bid documents, construction contracts, performance securities, design agreements, consultancy agreements, project management agreements, technology supply and licensing agreements, and operational management agreements. We work with various standardised construction contracts, including FIDIC.

We assist clients in different spatial planning processes and in obtaining official design criteria and building permits. We also address complex legal issues related to strategic environmental impact assessments, Natura assessments, and the environmental impact assessments of various infrastructure and other projects.

Our team has extensive experience in handling claims and resolving construction, zoning and permitting disputes.

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The areas of transport and transport infrastructure are complex: they are governed by national and international public and private law, subject to environmental requirements, and often involve trade sanctions and serious security issues. They also encompass many diverse players, such as rail operators and railway infrastructure companies, airport operators, airlines and aircraft financiers, logistics companies, and even ride sharing companies. Such regulatory restrictions in a diverse marketplace, and the growing demand for integrated solutions, make transport law one of the most demanding areas of legal practice.

Our Transport and Transport Infrastructure practice group boasts extensive experience in rendering comprehensive legal advice in the transport sector to carriers, freight forwarders and companies engaged in the transport of goods by road, sea, air and rail, storage of goods, customs procedures, and passenger transport services. More recently, our expertise has expanded to complex legal issues raised by the digitalisation of the whole industry and the implementation of new business models and technologies, such as ride sharing and autonomous driving.

We also deliver legal services related to transport infrastructure, such as airports, ports, railways and highways, including PPP projects. We advise on sale and purchase, lease, pledging and the legal registration of aircraft, rail locomotives and wagons, vessels and vehicles.

In the maritime sector, we cater for a wide range of clients from port operators, ship owners and charter companies to financiers and insurers, covering advice relating to port operations, ship sales and acquisitions, charter transactions, financing, as well as regulatory aspects, such as environmental advice on new emissions regulations.

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Tax

Our Tax practice group houses more than fifteen full-time tax professionals across our four offices with diverse specialist and professional backgrounds, which, paired with years of experience and a proven track record, allow us to offer our clients the best support in day-to-day tax matters, managing tax risks, structuring M&A transactions and representing clients in the most complex taxation disputes.

Our tax experts are recognised as top-tier advisors by leading independent legal directories, and COBALT has been nominated as Baltic States Tax Firm of the Year by the prestigious ITR European Tax Awards.

Proper tax planning is of key importance in successful M&A transactions, investment projects and cross-border business operations. Our team of tax experts offers comprehensive advice and assistance on a full range of tax issues.

Our tax team is particularly well-equipped to focus on cross-border tax structuring for local clients, inbound tax structuring for multinational clients, as well as advice and structuring of taxation aspects in M&A transactions, group restructuring, VAT structuring, and all aspects of employee and executive remuneration, incentives and benefits.

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Navigating the complex aspects of taxation requires in-depth knowledge and dedication.

Our tax experts have diverse specialist and professional backgrounds, which, paired with years of experience, allow us to offer our clients full support in all areas of day-to-day tax matters, managing tax risks and assistance with tax compliance, covering corporate income tax, personal income tax and social taxes, VAT, customs duties and excise taxes, as well as transfer pricing. 

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Tax regulations are complex and intricate, and their application often involves differences of opinion between business and state revenue authorities. Our tax team has a record of successfully representing local and international clients before tax authorities, as well as local and European Union courts.

COBALT was nominated as the CJEU (Court of Justice of the European Union) Firm of the Year in 2020 by the prestigious ITR European Tax Awards for its outstanding work in tax litigation in the CJEU.

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Dispute Resolution

Our Dispute Resolution team assists clients whenever a legal conflict is anticipated or needs to be avoided, managed or solved. Focusing on our clients’ needs, we have specialist and highly experienced lawyers for complex litigation, restructuring and insolvency, white-collar cases, internal investigations, public administrative and constitutional law questions, public procurement disputes, arbitration and mediation, as well as private wealth matters. Dispute Resolution covers all industries and legal areas, and our clients are also able to benefit from the in-depth knowledge COBALT’s other practice groups can bring to the table.

Litigation is one of  the cornerstones of COBALT’s legal practice. We actively develop dispute management and litigation strategies, advise and represent clients in out-of-court settlement negotiations, represent clients in civil and arbitration courts, administrative and criminal proceedings, as well as before constitutional courts.

While understanding the commercial context, we help clients to ensure the optimal resolution of disputes. Our experienced dispute resolution teams cooperate with COBALT’s other practice groups to also help clients prevent conflicts from arising in the first place.

We assist clients in all business-related legal conflicts, including complex commercial, corporate and M&A disputes, real estate, construction, public procurement, trademark, copyright, patent, pharmaceutical, data protection, media and technology disputes, restructuring and insolvency, competition, employment, insurance, tax, financial services disputes, specific private wealth related disputes, including matrimonial and inheritance disputes, as well as assisting clients in white-collar cases and internal investigations.

Our international contacts with leading law firms, membership in Lex Mundi and the World Services Group, and COBALT’s own pan-Baltic cooperation enables us to effectively handle cross-border disputes.

We have accumulated unique experience in representing clients in the supreme court institutions in Europe: the European Court of Human Rights and the Court of Justice of the European Union. Cases handled by our lawyers have become a part of the jurisprudence of these courts. Our litigators have regularly been involved in novel and precedent-setting cases in front of national supreme courts.

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We have helped a range of companies turn their businesses around and overcome solvency issues to successfully continue their operations. We are known for innovative solutions and for being one step ahead of the game. Our large team of specialists from other areas helps us tackle any issue that may be standing in the way of building your company up again.

We are also highly experienced in different debt collection proceedings. Our hands-on approach helps clients recover their money to the highest extent possible. Our experienced cross-disciplinary team is particularly well-placed to handle various financial institutions and other secured creditors to enforce and recover claims in insolvency proceedings. We seek real business and asset recovery during distressed situations.

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Complex business relations, the ever-changing regulatory environment, as well as volatile competition conditions have created a demand for a highly competent white-collar legal practice. The latter in conjunction with our team of leading lawyers with industry-specific knowledge and experience creates a strong force.

We understand that when defending or counselling our clients in such matters, the clients prefer the case to be handled and terminated quickly, preferably achieving the needed result without unnecessary public attention. We believe that success in achieving these goals comes from well-considered pro-active strategies. Broad industry-specific knowledge helps us in understanding the client’s business in each sector and in communicating with the State Prosecutors Office, Internal Security Service, FSA, FIU, Competition Authority and other authorities, local courts or the European Court of Human Rights. Our white-collar specialists have dealt with a wide range of investigations starting with financial crimes, such as fraud, embezzlement, breach of trust, and ending with crimes against the state, such as money laundering and bribery.

Regardless of whether it is defending and representing clients in criminal investigations, regulatory (administrative) misdemeanour investigations, or pursuing a case as counsel for the victim, our white-collar specialists have extensive experience and track record. Moreover, we are well aware that the best criminal or regulatory case for our client is a non-existent case. Therefore, we seek to educate and advise our clients in everyday business aspects to prevent your organisation from committing crimes and different offences, including preventing crimes being committed inside or against your organisation. We assess and minimise the different risks facing our clients’ businesses and organisations by drafting or evaluating different internal policies, guidelines and procedures, and also by providing training in different fields for companies and their employees.

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As organisations are getting bigger, and legal relations and regulatory demands more complex, it is becoming even more complicated to obtain a detailed overview of the actual situation within the company. It may therefore be necessary to execute or develop a business plan or to determine whether there is a risk of non-compliance that may lead to fines of up to millions of euros or even in closure of the business in the worst-case scenario.

We have experience with matters ranging from a simple reviewing and revising of the internal regulations of a company to in-depth internal audits involving on-site visits, interviews with the management and key employees, and document analysis (bank accounts, e-mails, asset tracing etc.).

We involve top specialist lawyers to ensure that no stone is left unturned and that all the important questions are asked. Along with this personal touch, we have the ability to use cutting-edge software solutions to determine schemes that may otherwise be difficult to spot. We also train employees and carry out mock visits to prepare the company and its employees for any future dealings with the authorities.

The best internal investigation is done quickly and discreetly, is attorney-client privileged, and either enables the client to get confirmation that they are compliant or gives them enough time to become compliant. Such internal investigations have also led to unearthing intra-company breaches, enabling the company to rectify the deficiencies in their policies going forward, and if necessary, providing the basis for seeking rectification from the perpetrator by way of a civil or criminal action. 

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Our administrative and constitutional law attorneys provide services to public authorities and individual and corporate clients in the Baltic States who require counsel in dealing with complex government laws, rules, regulations, procedures, permits, or enforcement matters. Our clients trust our in-depth knowledge and long-standing experience in this field. We handle a wide range of legal matters from assisting real estate developers in planning or obtaining a building permit from a local government agency to representing a multinational company in enforcement proceedings by a state authority. Administrative disputes are often complex and need specialist regulatory knowledge. Therefore, our public administrative and constitutional attorneys work side by side with advisory attorneys in the relevant field, thus delivering the best possible outcome for the client.

Our renowned attorneys are sought out for representation in high-profile constitutional court proceedings, either to declare a legal act unconstitutional or to defend its constitutionality. Constitutional rights and obligations form a social agreement that regulates our life, work and businesses at every level. In some cases, laws and regulations do not adhere to that social agreement and thus need to be challenged in the relevant court. Constitutional matters demand outside-the-box thinking, something COBALT attorneys can definitely deliver.

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Public contracts represent a significant share of the national economies in the Baltic States. Our public procurement dispute resolution team is a preferred choice for the biggest market players. We have extensive experience and a successful track record in representing parties before national review bodies and the courts. Procurement cases are usually fast-tracked in the courts; therefore, it is advisable to trust your procurement disputes to COBALT’s national and EU law experts.

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Mediation and conciliation are our preferred methods for alternative dispute resolution, but when these approaches are not feasible, we successfully represent our clients before arbitration tribunals. We excel in resolving complex commercial and multi-jurisdictional disputes. Our portfolio relates to both local and international issues, as well as to a wide variety of legal areas.

Our team represents corporate and governmental clients in local and international arbitration proceedings. We have gained extensive experience under the rules of ICC, UNCITRAL, ICSID, SCC, LCIA, and the chambers of commerce of Finland, Estonia, Latvia and Lithuania.

The key to our success has been our unique team approach, offering our clients a combination of high-level arbitration skills and expertise in the relevant area of the law. Our membership in Lex Mundi and the World Services Group, and our own pan-Baltic cooperation enables us to effectively handle arbitration disputes involving many jurisdictions.

Our work includes assistance and representation at the contract drafting stage right through to the actual resolution of disputes, including advice on formulating arbitration clauses and the choice of arbitral institutions, seat and governing law, the provision of legal opinions about procedures and the subject matter of the dispute anticipated or under review, the representation of clients in arbitration court proceedings, and disputing or obtaining of recognition and enforcement of international arbitration awards. Our team members also act as arbitrators.

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Business relationships are challenging and can become even more complicated when family relationships become entangled. Understanding the link between family and business, and with the occurrence of significant events in life, such as death, marriage or divorce, we can help protect both the property and non-property interests of our clients. Moreover, in cooperation with our Private Clients practice group, we also offer personalised legal services to high-net-worth individuals in the field of private wealth management, estate planning and inheritance, having competence in large-scale cross-border inheritance cases and developing business succession and continuation schemes.

We offer full support to clients in a wide range of family law contexts, including inheritance and matrimonial matters. Our team of experts has a remarkable track record in representing clients in negotiations that have ended in amicable out-of-court solutions or court disputes ending in fundamental judgements from the national supreme courts. Matrimonial matters where we provide assistance do not only cover joint property disputes but also property disputes deriving from the long-term cohabitation, which triggers legal consequences on property relations. Drafting of prenuptial and postnuptial agreements also falls into the scope of our expertise, as it is the best way to manage assets in the context of marriage.

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