Expertise
Commercial & Corporate Law
Commercial law is a broad field covering merchants, companies, commercial enterprises, partnership relationships, contracts, negotiable instruments, unfair competition, commercial receivables, corporate governance, general assemblies and mergers and acquisitions. Given the pace of commercial life, companies benefit from regular, quality legal support not only after disputes arise but while carrying out their activities. Our firm provides companies with both preventive counsel and representation in litigation.
Corporate Law
Every stage of corporate life, from formation to dissolution, is subject to legal regulation. In joint-stock and limited companies, formation, articles of association, general assembly and board processes, capital increases and reductions, share transfers, conversions and liquidation must be handled carefully.
- Company formation and articles of association
- Preparation and review of general assembly and board resolutions
- Capital increase/reduction and share transfer transactions
- Shareholders’ agreements and internal regulations
- Conversion, liquidation and dissolution processes
Shareholder Disputes
Conflicts in partnership relationships may arise as withdrawal and exclusion, dissolution for just cause, exercise of minority rights and disputes arising from share ownership. If shareholders’ rights to information and inspection are obstructed, court relief is available.
Annulment of general assembly resolutions, the liability of board members and liability actions against the company are also carefully assessed in this context.
Commercial Contracts
The contract defines the framework of a commercial relationship. Clearly regulating rights and obligations, delivery and payment terms, penalty clauses and dispute resolution is the most effective protection against future disagreements.
We draft, review and negotiate commercial agreements including sale, service, supply, dealership, distribution, franchise, lease, confidentiality and non-competition agreements.
Commercial Receivables and Negotiable Instruments
Collection of commercial receivables is pursued through current-account disputes, cheque and promissory-note proceedings, negotiable-instrument enforcement and annulment-of-objection actions. Pre-action mediation is mandatory for commercial claims concerning payment of a sum of money.
Validity requirements of negotiable instruments, endorsement and transfer, proceedings based on bounced cheques and notes, and analysis of commercial books and records are important here.
Unfair Competition and Commercial Reputation
Commercial practices contrary to good faith — misleading advertising, breach of trade secrets, imitation and conduct causing confusion — may constitute unfair competition. In such cases, determination, prevention, removal of consequences and compensation may be claimed.
Mergers, Acquisitions and Restructuring
In mergers, acquisitions, demergers and conversions, legal due diligence, structuring the agreements and conducting the process in line with legislation are critical. These processes must be handled together with their commercial, financial and legal aspects.
Our Commercial Law Services
Our main services for companies and commercial enterprises:
- Company formation, articles of association and internal documents
- Management of general assembly and board processes; resolution-annulment actions
- Share transfers, capital transactions and shareholders’ agreements
- Drafting, reviewing and negotiating commercial contracts
- Collection of commercial receivables, cheque/note proceedings and objection-annulment actions
- Unfair competition actions and protection of commercial reputation
- Merger, acquisition and restructuring processes
- Ongoing commercial advisory and contract management
This content is provided for general legal information only and does not constitute legal advice on any specific matter.
Frequently Asked Questions
Commercial & Corporate Law
Yes — for commercial claims concerning the payment of a sum of money, mediation is a procedural precondition. A lawsuit filed without applying to a mediator is dismissed on procedural grounds.
As a rule, yes; however, different standards of review apply between merchants and in consumer relationships. Courts may be asked to reduce excessive penalties.
Shareholders’ rights to information and inspection are protected by law. If these rights are obstructed, court relief is available; the appropriate remedy depends on the specific situation.
Do you need legal support in this area?
We can schedule a preliminary consultation to assess your situation.
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