Practice Areas

Overview of our services… And in detail…

DTT advises and represents public companies, brokerage houses, asset management companies, tender offerors, investors, venture capital providers and private companies in a wide range of transactional, compliance and regulatory matters related to their businesses. Although focused on capital market and corporate, we provide to our clients complex legal advice considering all important legal aspects of the specific case: administrative, taxation, accountancy and others; moreover, we tailor our advice to the concrete commercial, marketing and reputation matters involved.

DTT staff understands the rationale behind the securities and corporate legal rules, know the technicalities and the practice of the Bulgarian Financial Supervision Commission and are dedicated to implement the international best capital market practice in Bulgaria.

Securities Offerings

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In detail…

DTT serves as general or special counsel to companies seeking public financing in either IPOs or subsequent offerings, including equities, debt instruments and hybrid securities. Our engagements include corporate planning and restructuring advice; preparation of prospectuses and registration documents, assistance in negotiating underwriting and placement arrangements, and related transactional aspects of the offerings.

We are highly regarded for being pioneers in implementing new legal opportunities and innovations in Bulgaria and for our participation in a number of high profile and complicated deals,

(see Track Record):

Also, on the financing side, DTT has the expertise to counsel companies about bank loans and other private financing transactions and venture capital financing rounds, including minority and control investments, restructurings and recapitalizations. In this regard, we draft the respective documents, including facilities agreements, private placement memoranda, security agreements and take care for perfection of security.

In detail…

DTT counsels listed (public) companies and their boards and management on a wide range of corporate governance issues. Our advice addresses the following issues, among others: general meeting of shareholders, major transactions and related parties transactions, director qualification standards, including independent directors; composition and scope of board committees; disclosure controls and procedures, duties of directors, minority rights.

We assist listedcompanies and their investor relations’ directors about their ongoing disclosure obligations and other compliance issues, including the preparation of periodic reports under the applicable laws and regulations as well as price-sensitive information fillings We are ready to advise listedcompanies about newly required corporate governance programs, as well as about code of business conducts and ethics for directors and employees and various corporate governance policies and procedures.

Also, providing full range of legal services to listed companies DTT has assisted clients in many going private transactions, which follow a general meeting of shareholders that resolves on delisting or squeeze-out tender offers filed by the major shareholders

(see Related Experience).

The firm also counsels minority shareholders on protection of their rights at general meetings, on derivative lawsuits and complaints before the Financial Supervision Commission and the Bulgarian Stock Exchange. We provide advice about shareholders agreements and securities transactions, including in the course of negotiations.

Public Companies

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Tender Offers

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In detail…

DTT provides to tender offerors and companies tailored advice about various aspects of the mandatory and voluntary tender offers, squeeze-outs and delistings regulation and related transactional aspects of the offers.

A small portion of our lawyers’ experience in tender offers include:

  • Sviloza AD – advising a 175,000,000 BGN going-private transaction (tender offer and delisting of the company);
  • The mandatory tender offers and delisting of two Bulgarian energy companies with the EVN group;
  • The mandatory tender offers and delisting of three subsidiaries of the Bulgarian national tobacco company;
  • The squeeze-out and delisting of the Bulgarian Telecommunications Company;
  • Eurobank EFG Holding (Luxembourg) S.A. on its €18.6 million tender offer made to the minority shareholders in DZI Bank and the delisting of DZI Bank;
  • KBC Insurance S.A., Belgium, on its €69.8 million tender offer made to the minority shareholders in Insurance and Reinsurance JSC DZI, the leader in the Bulgarian insurance market.

In detail…

DTT assists clients in connection with the full range of securities industry products and activities and all aspects of the securities and investment company business: from the organization and establishment of investment firms (broker/dealers), mutual (contractual) funds, investment companies and asset management companies, as well as to alternative investment funds (AIFs) and AIF managers, to providing ongoing advice to the activities and operations of such entities.

More specifically, we counsel investment firms and funds about general corporate issues and, especially, about the applicability of the securities laws and the rules of the self-regulatory organizations related to their activity, including internal rules drafting, sales and trading practices, best execution and suitability issues, net capital requirements, margin issues, insider trading, “Chinese Walls”, anti-money laundering. The scope of our services includes also advice and support in creation of new financial products and structuring new services, marketing, advertising and distribution of investment products, corporate governance matters for financial institutions.

Investment Industry

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Asset Securitization

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In detail…

DTT is a pioneer in offering advice on assets securitization, real estate investment trusts and sophisticated off-balance sheet financing techniques. The partners have consulted the Members of the Parliament and the drafters of the 2003 Law on the Special Purpose Investment Companies, which is the law that provides for securitization of real estate and receivables.

DTT lawyers record includes advising on the establishment and licensing of the first Bulgarian REIT TBI-BAC Real Estate Investment Trust ADSIC (later renamed to Prime Property ADSIC), as well as advising on the establishment of various other REITs and SPVs for securitization of receivables and providing ongoing advice on the activity and operations of such entities, including increase of capital, authorizations for major and related parties transactions and others.

In detail…

DTT counsel mergers & acquisition, in particular acquisition and disposition with shares of publicly traded and private companies, financial or strategic mergers between different enterprises, and provide corporate and tax assistance in establishing joint ventures.

We also provide a broad range of corporate services, including incorporation and licensing of a local companies or branch offices, capital increase and decrease, shares buy-backs, shareholders and board meetings and other amendments in corporate documentation, transformations, restructuring and liquidations.

We draft the documentation required by the court or supervision institutions regarding corporate registration proceedings, draft and review contracts or other legal documentation related to the client’s business activity, participate and conduct negotiations, as well as represent our clients before courts and other institutions

(see Experience).

M&A/Corporate

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Dispute Resolution

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In detail…

Our practice is closely related to the administrative and penal provisions of the laws regulating the capital market, insurance companies and pension funds, banks and non-banking financial institutions. We protect our clients’ interests in administrative proceedings however without crossing the border of the criminal activity since we are not sustaining a Criminal Law practice

We could handle lawsuits and arbitrations, as well as internal investigations, Financial Supervision Commission enforcement proceedings and other administrative proceedings. We have broad experience in advising and representing public companies, financial and non-financial institutions, which are investigated before the Financial Supervision Commission and the Bulgarian Stock Exchange. Because the mere initiation of an enforcement action can severely damage a person’s reputation and business prospects, we advise on the necessary measures to be undertaken so that to avoid the imposition of enforcement actions by the regulator. However, if it cannot be avoided, our lawyers are well prepared to litigate, when the law permits, on a client’s behalf in court.

Also, and often in a team with other lawyers we are used to cooperate, DTT offers litigation and arbitration services in other areas like commercial disputes, contractual obligations default, insurance claims and others.

Crypto Trading and Coin Offerings

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Payment and Financial Institutions

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