act legal Romania promotes two colleagues to Partner Posted on 10. ianuarie 202410. ianuarie 2024 by Ana Pandelea act legal Romania kicks off the new year with good news by announcing the promotion of Andrei Croitoru and Iustina Oblu to Partner. From the outset, act legal has nurtured legal personalities with an entrepreneurial mindset, and the promotion of Andrei and Iustina reinforces this core value. Andrei is a Partner in the Compliance, Sensitive Investigations and White-Collar Crime practice of act legal Romania. Andrei advises and represents major domestic and international companies in sophisticated investigations involving corruption, tax evasion, fraud and work-related criminal offenses. Notably, he is the first practicing Romanian lawyer to earn the Certified Fraud Examiner (CFE) credential. Iustina is a Partner in the Real Estate and Regulatory practices, also deeply involved in environmental matters. Iustina has a notable track record in assets acquisitions and disposals, real estate project development, drafting and negotiation of lease agreements, concessions, regulatory and environmental topics. Iustina’s expertise spans various big real estate projects, including retail, office buildings, industrial and residential properties. “Even though it was already on the table, I remember Laura (Estrade) returning from Harvard Law School Executive Education’s Leadership in Law Firms program – she was still thinking about a question one of the lecturers asked: Who’s the next person you are going to make a Partner? I was familiar with the question, as I also took the program a while ago, and couldn’t help but smile thinking that she was just given a valuable lesson on how to build an extraordinary legal team – invest in the people you believe in. Give them responsibility. Let them shine. And so, that’s what we did. Andrei and Iustina’s go-getter attitude in complex cases and their seamless management of projects are just pluses to the tremendous confidence we have in them. Congratulations, guys, you fully deserve it and we are proud of you!” – stated Ștefan Botezatu, Managing Partner. About act Botezatu Estrade Partners (act legal Romania) act legal Romania is the local office of act legal, a European law firm with presence in 11 countries. act legal is a one-stop shop, providing a full range of cross-border legal services to companies and investors who intend to enter the continental European markets or are already present in the region. For more updates on the firm’s activity, you can follow us on our LinkedIn page.
act legal Romania is reinforcing its defense capabilities by welcoming two new lawyers in litigation and white-collar crime Posted on 4. decembrie 20234. decembrie 2023 by Ana Pandelea act legal Romania has been on a streak of new additions and this trend continues, the firm now strengthening its expertise in both litigation and white-collar crime. Ana Mihai is joining as Counsel in the Litigation department, bringing with her an excellent track record. She specializes in providing expert legal advice, assistance, and representation in administrative matters, arbitration as well as tax, civil and commercial disputes. Her skills extend beyond the courtroom, including the management of diverse client portfolios and the delivery of tailored solutions for both local and international companies. Ana has also demonstrated leadership in managing large teams of senior and junior lawyers. Cătălin Apătean is contributing to the firm’s expertise in criminal law and criminal procedural law. As an Associate in the White-Collar Crime practice, he focuses on assisting and representing parties in criminal prosecution and trial stages. Cătălin has been actively involved in cases related to fraud, abuse of office, forgery, corruption, and customs offenses. About act Botezatu Estrade Partners (act legal Romania) act legal Romania is the local office of act legal, a European law firm with presence in 11 countries. act legal is a one-stop shop, providing a full range of cross-border legal services to companies and investors who intend to enter the continental European markets or are already present in the region. For more updates on the firm’s activity, you can follow us on our LinkedIn page.
act legal Romania welcomes a team of 9 lawyers from Consortium Legal: A friendly integration and a strategic step forward Posted on 23. noiembrie 202323. noiembrie 2023 by Ana Pandelea In a legal landscape where partnerships often depend on advantage-driven motivations, act legal Romania is reshaping the narrative with a heartfelt welcome to former colleagues and friends: Consortium Legal, a Bucharest-based law firm best-known for its tech-savvy, regulatory, sports law and litigation lawyers, bringing a variety of complementary resources and skills to the already strong team of act legal Romania. This joining of forces goes beyond a mere business strategy, as several attorneys in both firms, share a professional history with act legal team, having previously worked together in other firms. This is why, aside from the obvious goal of offering clients best-in-class and comprehensive legal services in an ever-evolving legal landscape, this step forward is seen as a friendly, much-welcomed move on both sides. „Now that the weddings season is over, Stelian and I realized we need to find occasions to have chats together 😊. Joking, of course, but truth be told, our partnership just came that easy – we worked together for a long time, then became good friends. We referred work to each other and worked together on several mandates. It’s not often to find such excellent human synergy, and when the professional values and capabilities match, how could we not work together under the same roof and brand? We are very, very happy to welcome the team at Consortium, and we are sure our clients, on both sides, will notice the added value this brings” mentioned Ștefan Botezatu, Managing Partner, act legal Romania. The team joining from Consortium Legal includes Partners Stelian Mic, Barna Bolonyi and Valeriu Timuș, Senior Counsel Isabela Delia Popa, Counsels Angela Cristea and Cristina Duțescu, Senior Associate Elena Costescu, Associate Cristina Ceaușu and Junior Associate Iulia Mitrache. About act Botezatu Estrade Partners (act legal Romania) act legal Romania is the local office of act legal, a European law firm with presence in 11 countries. act legal is a one-stop shop, providing a full range of cross-border legal services to companies and investors who intend to enter the continental European markets or are already present in the region. For more updates on the firm’s activity, you can follow us on our LinkedIn page.
act legal Romania welcomes a team of 9 lawyers from Consortium Legal: A friendly integration and a strategic step forward Posted on 23. noiembrie 202323. noiembrie 2023 by Ana Pandelea In a legal landscape where partnerships often depend on advantage-driven motivations, act legal Romania is reshaping the narrative with a heartfelt welcome to former colleagues and friends: Consortium Legal, a Bucharest-based law firm best-known for its tech-savvy, regulatory, sports law and litigation lawyers, bringing a variety of complementary resources and skills to the already strong team of act legal Romania. This joining of forces goes beyond a mere business strategy, as several attorneys in both firms, share a professional history with act legal team, having previously worked together in other firms. This is why, aside from the obvious goal of offering clients best-in-class and comprehensive legal services in an ever-evolving legal landscape, this step forward is seen as a friendly, much-welcomed move on both sides. „Now that the weddings season is over, Stelian and I realized we need to find occasions to have chats together 😊. Joking, of course, but truth be told, our partnership just came that easy – we worked together for a long time, then became good friends. We referred work to each other and worked together on several mandates. It’s not often to find such excellent human synergy, and when the professional values and capabilities match, how could we not work together under the same roof and brand? We are very, very happy to welcome the team at Consortium, and we are sure our clients, on both sides, will notice the added value this brings” mentioned Ștefan Botezatu, Managing Partner, act legal Romania. The team joining from Consortium Legal includes Partners Stelian Mic, Barna Bolonyi and Valeriu Timuș, Senior Counsel Isabela Delia Popa, Counsels Angela Cristea and Cristina Duțescu, Senior Associate Elena Costescu, Associate Cristina Ceaușu and Junior Associate Iulia Mitrache. About act Botezatu Estrade Partners (act legal Romania) act legal Romania is the local office of act legal, a European law firm with presence in 11 countries. act legal is a one-stop shop, providing a full range of cross-border legal services to companies and investors who intend to enter the continental European markets or are already present in the region. For more updates on the firm’s activity, you can follow us on our LinkedIn page.
act legal Romania assisted Louis Delhaize in the sale of Cora Romania to Carrefour following Competition Council’s clearance Posted on 2. noiembrie 20232. noiembrie 2023 by Ana Pandelea act Botezatu Estrade Partners (act legal Romania) assisted Louis Delhaize in the sale of Cora Romania to Carrefour following clearance by the Competition Council. The transaction, initially subject to approval by the Competition Authorities, has now received the green light, allowing all parties involved to raise a glass of champagne in celebration of the successful completion of this deal. The act legal Romania team was led by M&A Partner Laura Estrade, Real Estate Partner Mihaela Poșircă, and Competition Partner Stefan Botezatu, with strong involvement and full dedication of Counsel Iustina Sima, Managing Associate Ruxandra Liștea, Senior Associate Andrei Petre, and Associate Lorena Samoilă. „I had full confidence that act legal Romania team would successfully drive this deal to completion. After working together for such a long time, we couldn’t have expected any other outcome. ‘Forward-thinking’ is not just a strapline for them; it’s their essence. Thank you, everyone!” stated Olivier André, General Counsel of Louis Delhaize Group. “I’ve heard a joke that said “Why did the lawyer’s computer go to therapy after closing a deal? Because it had too many attachment issues!” – while we’re not sending laptops to therapy, we have been genuinely attached to this deal, or more accurately, to our client. Our longstanding cooperation and the successful completion of this landmark transaction are things we’re extremely proud of!” shared Stefan Botezatu, Managing Partner. About the transaction Cora Romania, owned by the Louis Delhaize Group, comprises 10 hypermarkets, 9 cora Urban stores, and employs over 2,010 professionals. This sale represents a noteworthy development within the Romanian food retail landscape. Louis Delhaize’s exit from the Romanian market follows the sale and leaseback of seven Cora commercial centers in late 2021 and early 2022, transactions by which Cora sold its real estate properties and continued as tenant. act legal Romania, as the longstanding legal counsel to Louis Delhaize for Romania, provided its assistance in all these strategic transactions. About act Botezatu Estrade Partners (act legal Romania) act legal Romania is the local office of act legal, an international law firm with a presence in 11 European capitals. act legal is a one-stop shop, providing a full range of cross-border legal services to companies and investors who intend to enter the continental European markets or are already present in the region. For more updates on the firm’s activity, you can follow its LinkedIn page.
Theoretical and Practical Aspects Regarding the Cancellation of a Job Position Posted on 20. iulie 202320. iulie 2023 by Ana Pandelea What does the cancellation of a job position represent and what impact does it have on the employee that occupies such job position? The cancellation of a position represents an internal restructuring measure of the employer, determined by various circumstances (e.g., economic, technological, organizational, etc.) existing within the company at a given time. Its purpose is to streamline the employer’s activities, aiming for a more effective utilization of human and financial resources. The cancellation by the employer of a job position must be justified by objective criteria and, as explicitly stated by Article 65(1) of the Labor Code, must not be related to the employee occupying the job position being canceled. Regarding the impact that the cancellation of a job position has on the employee occupying it, the same Article 65(1) of the Labor Code stipulates that the cancellation of a job position may lead to the dismissal of the employee for reasons unrelated to its person/behavior. Of course, the employer also has the option to offer the employee whose job position is being canceled another job position within its structure, but such measure is not mandatory per to the Labor Code. What conditions must be met for the legal cancellation of a job position? The conditions to be met for the legal cancellation of a job position are briefly provided by Article 65(2) of the Labor Code. These conditions involve the effectiveness of the job position cancellation measure and the existence of a real and serious cause underlying the decision. Effectiveness of the job position cancellation As stated in both legal literature and court practice, the effectiveness of cancelling a job position implies the removal of such job position from the employer’s structure. In practical terms, this measure means removing the job position from the employer’s organizational chart and, if applicable, from the staff list. The cancellation of the job position becomes effective, according to court practice, by ceasing the particular daily activities performed by the occupant of that job position, either through the permanent cease of their performance within the overall operations carried out in the company, or by reallocating additional service duties to an employee who primarily performs another category of activities. The removal of the job position from the employer’s organizational chart is a fundamental and essential evidentiary element of the legal cancellation of the job position. Any other evidence regarding the effectiveness of cancelling the job position serves only a complementary role. In practice, the court may request the submission of the organizational chart both before and after the cancellation of the job position in order for the employer to prove the effectiveness of the measure. The real and serious nature of the job position cancellation measure The Labor Code does not specify, even by way of example, what real and serious causes can lead to the cancellation of a job position. As a result, it has been left to the legal literature and court practice to determine concretely which causes are real and serious and can justify the cancellation. In this regard, the legal literature and court practice has indicated that a cause is real when it presents an objective character, meaning that it truly exists and does not disguise reality. Furthermore, a cause is considered serious when the measure taken by the employer does not disguise reality and is aimed exclusively at improving the employer’s activities. Court practice is extremely rich in terms of the real and serious nature of job position cancellations. For example, the following situations have been established by the court practice as real and serious causes that have led to the cancellation of job positions: Adoption of internal reorganization measures by the employer due to various objective causes (e.g., economic difficulties, loss of contracts, loss of authorizations, loss of suppliers, etc.). Outsourcing of services to an external provider. Consolidation of two positions. Decrease in the employer’s turnover. The same court practice has ruled that the following are not real and serious reasons for cancelling job positions: The employer’s economic difficulties are not real considering its behavior in the market (e.g., hiring campaigns for new employees). The employer based the measure on hypothetical situations (predictions) rather than concrete factual elements. The job position was terminated just two months after hiring another person for the same job position. What aspects should be considered when dismissing an employee whose job position has been cancelled? The most important aspect for the employer to consider when dismissing an employee whose job position has been cancelled is that the elimination of the job position cannot constitute a measure for dismissing the employee for personal/subjective reasons, but a necessary measure to improve efficiency that may lead to the employee’s dismissal for objective reasons, independent of its personal qualities/behavior. Additionally, in order to justify the dismissal, the employer must have previously cancelled the job position. Another extremely important aspect is for the employer to comply with all procedural stages of the dismissal resulting from cancelling the job position, as well as with the mandatory content of the dismissal decision. Lastly, the employer should also consider the number of employees being dismissed due to cancelling job positions to determine if the number of employees being dismissed risks triggering the specific procedures for collective dismissals. To prove good faith in the event of a contested dismissal decision, although not required by labor law, the employer could also offer the employee an alternative job position. Additionally, it is recommended that in cases where the employer decides to individually dismiss a certain employee even though there are several employees occupying similar job positions according to the organizational chart, the employer should provide a minimum justification regarding its decision in order to eliminate the appearance of subjectivity when choosing the employee that will be dismissed. What happens to the responsibilities of the person who has been dismissed due to the cancellation of the job position? To the extent that these responsibilities need to be continued, they can be taken over by other employees or outsourced. Establishing a new job position in order to hire someone who will assume the responsibilities of the person who was dismissed due to the employer cancelling the job position is excluded. What does the court analyze or should analyze in resolving a case involving job position cancellation? As emphasized in legal literature on various occasions, the measure of cancelling a job position followed by employee dismissal is a decision entirely within the employer’s discretion. However, the court responsible for resolving a case regarding the dismissal of an employee due to such a cancellation should strictly analyze the validity aspects of the measure. Nevertheless, the employer’s discretion should be objective and not subjective, and the elements that objectify this decision (e.g., various documents underlying the decision) will play an important role in the court when administering proof. For more details on labor law matters, we invite you to contact the author, Andrei Mureșan, Counsel, act legal Romania, at the following email address: andrei.muresan@actlegal-bep.com.
act Botezatu Estrade Partners assisted Louis Delhaize in the sale of Cora Romania operations to Carrefour Posted on 2. mai 20232. mai 2023 by Ana Pandelea act Botezatu Estrade Partners assists Franco-Belgian Group Louis Delhaize, owner of Cora retailer, in signing an agreement for the sale of its Romanian operations to Carrefour Group. With 10 hypermarkets, 8 cora Urban and 2,400 employees, this is the most notable transaction in the Romanian food retail market over the last years. The transaction is notably subject to approval by the competent competition authorities. Cora’s exit from the Romanian market comes after the sale & lease back of 7 Cora commercial centers located in Romania at the end of 2021 and early 2022, transactions by which Cora sold its real estate properties and continued its operations as tenant. act Botezatu Estrade Partners, as traditional legal counsel to Louis Delhaize for Romania, also advised in those deals. act Botezatu Estrade Partners team on this transaction is led by M&A Partner Laura Estrade, Real Estate Partner Mihaela Poșircă and Competition Partner Stefan Botezatu and includes Counsels Andrei Mureșan and Iustina Sima, Managing Associate Ruxandra Liștea, Senior Associate Andrei Petre and Associate Lorena Samoilă. About act Botezatu Estrade Partners act Botezatu Estrade Partners is the Romanian office of act legal, a strong alliance with over 300 attorneys in 9 offices located in the most important markets in continental Europe. act legal acts as a one-stop shop, offering cross-border regional full-service legal support to companies and investors that intend to do business in or already have a footprint in continental Europe. For more updates on the firm’s activity, you can follow its LinkedIn page.
Corporate Investigations in Romania Posted on 20. martie 202320. martie 2023 by Ana Pandelea Corporate Investigations: Understanding the Concept Corporate investigations, though a relatively new concept in Romania, are increasingly becoming common among large companies operating in the country. The purpose of corporate investigations is to enable management to identify any irregularities that have occurred within the company or in relation to the company’s business. These investigations are different from formal investigations conducted by national or EU authorities, as the two types of investigations have different functions and purposes. Reasons for Conducting Corporate Investigations Corporate investigations are usually conducted as a result of management’s need to understand and react appropriately to situations such as suspected breaches of the law (corruption, money laundering, fraud, among others), or issues related to certain official procedures carried out by the authorities. In some cases, the lack of an investigation may itself constitute an irregularity or may worsen the liability of the legal person or management, especially where the law obliges legal entities to conduct such investigations. The Specifics of Corporate Investigations in Romania In Romania, there are many legal and technical difficulties specific to the process of understanding what actually happened in relation to an irregularity, in order to find out who is responsible, how the deeds were committed, what the consequences are, and what the legal path to follow so as to limit the consequences and recover any damages. Each jurisdiction has specific limitations and rules that guide corporate investigations. In Romania, for instance, there are rules and limitations concerning evidence and how it can be obtained within corporate investigations. These limitations include obtaining and handling electronic records or documents, gaining access to employees’ laptops and office emails, or interviewing employees. Expert legal assistance is, therefore, needed to avoid interference with active legal obligations that could affect the viability of the investigation and whose violation may entail negative consequences. Choosing the Investigation Team The success of a corporate investigation depends on putting together the right team. Corporate investigations usually require a joint effort of several specialists with knowledge in different fields, depending on the industry in which the targeted company operates. The appropriate internal and external team needs to be set up, which may include a legal department and/or lawyers, IT and/or HR staff, forensic specialists, and people who have the necessary industry and organizational knowledge to facilitate an understanding of how fraud was committed within the company. The involvement of Legal Counsel in internal investigations is crucial, at least for compliance with the legal requirements of the investigation. Additionally, choosing a lawyer for leading or supervising an investigation can also be beneficial from the perspective of confidentiality that the law offers to such an investigation, since in Romania and at European level, professional secrecy between lawyer and client is protected by law. Key Takeaways Corporate investigations are necessary and particularly useful tools that allow management to react appropriately to suspected breaches of the law or related issues. Conducting corporate investigations require a joint effort of several specialists with knowledge in different fields, and the right team must be put together to ensure the effectiveness of the investigation. Expert legal assistance is also required to avoid interference with active legal obligations that could affect the viability of the investigation and whose violation may entail negative consequences. Personal note of the author: Benefits of being a Criminal Defense Lawyer and the first practicing lawyer to earn the Certified Fraud Examiner credential. As someone who is both a criminal defense lawyer and a Certified Fraud Examiner, I have been able to consolidate the knowledge I have gained over the years in criminal law with a specialization in White-Collar Crimes, particularly in preventing, identifying, and understanding economic crimes. At the same time, my CFE accreditation has also contributed to diversifying my caseload by increasing my involvement in cases of corporate criminal liability. Having a CFE accreditation confirms my expertise in the field of corporate investigations, from the beginning of an investigation to its conclusion. This certification complements my skills as a criminal lawyer who helps multinational companies investigate complex internal fraud cases. I also work with multidisciplinary teams of lawyers at act Botezatu Estrade Partners to manage corporate investigations that cover several practice areas. While we engage in various criminal prevention activities, such as reviewing AML/anti-fraud/anti-corruption compliance policies and conducting necessary training with employees and management, corporate investigations play a critical role. These investigations have a deterrent effect and even contribute to criminal prevention by creating certainty within companies that any suspicions of irregularities will be investigated, and those found responsible will be reported to the judicial authorities and sanctioned accordingly. Corporate investigations conducted by a specialized lawyer with experience in criminal defense and fraud examination can be an invaluable tool for companies to detect and prevent financial crimes.
Andrei Croitoru, primul avocat român practicant care a obținut acreditarea de Certified Fraud Examiner (CFE) Posted on 10. ianuarie 202310. ianuarie 2023 by Ana Pandelea Deja un nume de remarcat în sectorul juridic din România care acoperă infracțiunile de white collar crime, Andrei Croitoru tocmai a devenit primul avocat român practicant complet instruit și certificat în prevenirea, detectarea și investigarea fraudelor. După mulți ani în care a fost implicat în diverse investigații corporative de mare amploare și a asistat companiile în implementarea programelor de conformitate, Andrei Croitoru și-a consolidat practica, dezvoltând un set unic de abilități în white collar crime, incluzând: cunoaștere excelentă a tranzacțiilor financiare complexe și a modului în care este comisă, detectată și prevenită frauda, precum și o capacitate puternică de a rezolva acuzațiile de fraudă; tehnici investigative solide, care îi permit să urmărească tranzacțiile frauduloase, să intervieveze persoane pentru a obține informații și mărturisiri, să redacteze rapoarte de investigație și să consilieze clienții cu privire la constatările investigațiilor interne, precum și cu privire la problemele legale relevante; cunoștințe amănunțite a factorilor de bază care îi motivează pe oameni să comită fraude, a modului de identificare a semnalelor care indică acte de fraudă și riscul de producere a fraudei, precum și în ceea ce privește dezvoltarea unor programe antifraudă eficiente. Andrei este Counsel la act Botezatu Estrade Partners, cu o bogată experiență în asistarea și reprezentarea marilor companii locale și internaționale în mandate cu privire la criminalitate organizată, spălare de bani, evaziune fiscală, corupție, fraude complexe și infracțiuni ocupaționale, accidente industriale și de muncă. Practica sa include reprezentarea juridică în fața instanțelor naționale și europene, precum și în fața organelor de urmărire penală, inclusiv în cauzele care presupunprivarea de libertate sau cereri de executare a mandatelor europene de arestare. Un Certified Fraud Examiner (CFE) este un lider în comunitatea antifraudă, remarcat ca un specialist în prevenirea, detectarea și descurajarea fraudei. CFE reprezintă cele mai înalte standarde deținute de Association of Certified Fraud Examiners (ACFE), cea mai mare organizație antifraudă din lume.
act legal Romania assisted Louis Delhaize in the sale and lease-back of Cluj commercial centre to Studium Green, a leading Romanian real estate developer Posted on 28. iunie 202228. iunie 2022 by Ana Pandelea act Botezatu Estrade Partners assisted the Belgian group Louis Delhaize in yet another high-profile M&A real estate transaction – the sale and lease-back of the Cluj commercial centre anchored by Cora to the leading Romanian real estate developer Studium Green. The team of real estate and M&A lawyers was led by M&A Partner Laura Estrade and Real Estate Partner Mihaela Poșircă together with Counsels Iustina Sima and Andrei Mureșan. act Botezatu Estrade Partners assisted in all phases of the transaction, including setting up the Data Room, structuring the transaction, drafting and negotiating the contractual documentation consisting mainly of the share transfer agreement and the long-term lease agreement for existing hypermarket premises. “Thanks again to Mihaela, Laura and act team, special mentions to Iustina and Andrei of course. It is always great to have them onboard, knowing that the transactions are definitely well handled and smooth. We are glad to close the real estate chapter after having sold 6 hypermarket properties to Supernova last December and now Cluj to this best in class real estate developer Studium Green. This transaction will provide a significant retail and mixed use redevelopment potential for the near future, and will definitely benefit Cora as a tenant.” – Josselin Granier, Group Real Estate Director at Louis Delhaize. Studium Green was assisted by Reff & Associates, the Deloitte legal practice in Romania. About act Botezatu Estrade Partners act Botezatu Estrade Partners is the Romanian office of act legal, a strong alliance with 300 attorneys in 9 offices located in important markets in continental Europe. act legal operates as a one-stop shop, offering cross-border regional full-service legal support to companies and investors that intend to do business in or already have a footprint in continental Europe. For more updates on the firm’s activity, you can follow its LinkedIn page.
