M&A Corporate

One of the most important field of our legal practice has always been M&A. We have advised both buyers and sellers in nearly all major deals in the Baltic region and abroad.
Long-term experience and excellent professional skills of our M&A experts will provide you with practical solutions to the most complex questions. In all projects we are working closely together with our attorneys in competition, banking, tax, real estate and other areas .
We have extensive experience advising transactions in various industries, such as retail & wholesale, real estate, aviation, manufacturing, banking, finance, insurance, telecommunication, hi-tech and innovation, energy.


  • mergers, de-mergers, reorganisations
  • joint ventures
  • strategic alliances
  • shareholder agreements
  • purchase/sale of shares and assets
  • share-swap schemes
  • cross-border acquisitions
  • privatisation
  • deal structuring
  • legal and tax due diligence
  • negotiations

Private equity & venture capital

Our experts have been pioneers in the creation of Estonian private equity structures in line with the best international standards.
We advise our clients on all aspects of private equity and venture capital transactions, whether a private equity investor negotiating the investment or a business seeking to secure private equity capital for buy and build opportunities. We also assist partners/sponsors, investors and fund managers on all aspects of planning, creating, operating, participating in and exiting investment vehicles.
The practice benefits from the firm’s broader expertise in M&A, capital markets and company law as well as diverse industries.


  • fund formation and governance
  • asset/investment management
  • acquisitions and divestitures
  • buyouts and growth capital transactions
  • recapitalisations
  • funds of funds
  • fund portfolio transfers
  • leveraged buyouts
  • fund manager transfers
  • portfolio company mandates
  • private funds
  • other PE/VC matters

Corporate law

In corporate matters we advise our clients in their daily business and as well as in complex corporate restructuring projects and shareholder conflicts.
We provide full service support for numerous local and multinational clients to establish and support their business in the Baltics. We advise clients through starting of the operations, incorporating of the company, obtaining licenses, hiring employees and negotiations of all contracts for the operations. We also assist clients with the exceptional and unusual projects, such as large-scale national and cross-border group restructurings, business turnarounds and similar matters.
We have unique strengths in shareholder conflicts and litigation, hostile takeovers and defence strategies, management representation and corporate governance, where we blend our corporate law expertise with strong litigation skills.
Our clients include a wide range of companies, institutional, private equity and other investors, as well as senior management.


  • choice of legal form
  • creation of entities
  • corporate secretary services
  • restructurings
  • liquidation
  • cross-border mergers
  • shareholder conflicts
  • hostile takeover and defence strategies
  • management liability
  • corporate governance
  • corporate litigation

Restructuring & insolvency

We assists clients in reorganisation, defence of companys against creditors and bankruptcy proceedings. We help insolvent or bankrupt company’s creditors protect their rights and defend rights of other persons concerned in relations with insolvent and bankrupt companies.
We cooperate with company management and financial consultants, bankruptcy trustees, creditors and shareholders. While participating in the process of legislation and having an extensive knowledge of the legal regulation as well as practical aspects of handling the critical situations, we can offer our clients innovative solutions.


  • Handling bankruptcy procedures, consulting bankruptcy trustees and creditors of insolvent companies on national and cross-border bankruptcy issues
  • Protecting creditor claims in bankruptcy or restructuring, consulting on possible solutions in relations with an insolvent company
  • Consulting company‘s shareholders and management on liability issues
  • Consulting lenders on liability issues
  • Drafting all necessary documents for bankruptcy and restructuring procedures
  • Acquiring assets of entities in restructuring and bankruptcy
  • Due diligence and contesting the company‘s contracts
  • Moratoriums
  • Representation at the creditor committees and meetings
  • Asset freeze
  • Peaceful settlement agreements in bankruptcy
  • Consulting debtors on handling the actual insolvency, complex loan restructurings, business turnarounds
  • Sale/purchase of distressed assets, debt and portfolios
  • Purchase/sale of bankruptcy claims
  • Municipal bankruptcy/insolvency
  • Bankruptcy/insolvency of a natural person

Commercial law

Commercial law issues are those a business encounters in its daily operations. Thus in many cases, it is the client who oversees them. We believe in systematic and project-based approaches to commercial issues. First of all, we help clients to ensure that their daily routines and standard documents meet the legal requirements and market standards. We help them learn about and implement best practices and ensure an acceptable risk balance. Secondly, we step in to contribute our expertise in complex projects that are outside a client’s ordinary businesses, such as international franchise, distribution, transport and other major contracts, as well as in specific regulatory matters and investigations by regulatory institutions.
We can help you to negotiate any business contract, starting from ordinary supply or sales agreement to complex distribution and franchise arrangements to resolving complex regulatory issues and negotiations with state institutions.
Our clients include major international and local businesses.


  • Contracts
  • Licenses
  • Permits
  • regulatory and compliance mattes
  • customs
  • transport and trade law
  • distribution and agency
  • product-liability and consumer protection
  • data privacy

Shareholders disputes

Even small-scale shareholder disputes, if not managed properly, often disrupt a business’s operations and threaten its well-being. So, while we favour and work to craft creative solutions for problems, and to resolve disputes through negotiations, we are ready to shift to aggressive litigation when that is the client’s best option.
Our experience in shareholder matters is broad. We advise on the initiation of shareholder agreements, and handle disputes from the initial stages through trial up to the courts of highest instances. Our record includes both high-profile shareholder litigation at the largest corporations in the Baltics and private matters resolved through various forms of out-of-court settlements.


  • drafting shareholder agreements
  • breaches of fiduciary duties
  • breaches of shareholder agreements
  • conflicts of interest
  • access to information
  • removal of management bodies
  • fraud
  • minority/majority shareholder conflicts
  • management deadlocks
  • formal investigations of company activities
  • negotiating and litigating shareholder disputes