The Company Law
The Law Firm Župić & Partners provides clients with legal services and advice and advocacy in the field of company law. Our legal services are based on long experience and integrated approach to the knowledge of national and international law, acquired in the work on the most complicated transactions of domestic and foreign businesses both in the local and international environment.
Corporate legal affairs and composition of contract
The legal team Župić & Partners advises and represents clients in a number of corporate legal affairs and helps in drawing up the contract of commercial law. Our legal services include assistance in the conduct of negotiations in the design of the transaction agreements on franchising, distribution agreements, licensing, IT contracts and legal review due to the regulations in the field of trade and the rights of companies.
The law firm of Župić & Partners provide legal assistance to clients regarding the establishment of all kinds of companies, representative offices and affiliated companies (holding) domestic and foreign legal persons and regulation of legal issues related to work and labor relations in them.
Established companies continue to provide legal assistance and advice in their daily business and legal issues and issues before government bodies and other public authorities.
Our lawyers have participated in numerous transactions in the domain of company law and have rich knowledge and experience in the application of the Companies Act. We offer our clients high-quality legal advice and support and the strategy and design of all types of corporate transactions.
The Law Firm Župić & Partners provides legal services and advises clients in the field of commercial and industrial lawin interaction with the issues of intellectual property as well as of regulatory questions that appear in the proceedings before the state bodies and agencies, and in particular include:
– Drafting of contracts and documents required by the commercial relations, distribution businesses, franchising, R & D, the transfer of know-how, as well as contracts of the intellectual property rights protection pertaining to the same,
– Legal advice and preparation of legal and financial framework of the structure of the transaction, including regulatory issues and proceedings before the competent agencies, and representation before the courts or commercial arbitration agreements,
– Legal issues related to the protection of data, customer relations, information technology and informatisation, and continuous work of consultation and cooperation with the clients in the field of compliance of their corporate management and course of business due to the regulatory framework,
– Legal advice and drafting contracts and general acts of the client due to the specific issues and industry sectors where individual client operates, as well as advice on the compatibility of business and contracting process in carrying out activities in order to comply with the sector-specific laws and regulations.
We participate in the development and preparation of a wide range of commercial contracts, including distribution agreements, franchising, know-how, R & D (research and development), and advise the client from the start of negotiations with the aim of concluding a commercial agreement as well concerning of all aspects of implementation and duration of the of business that is carried out on the basis of the concluded trade agreements.
Our integrated and comprehensive approach in advising the client includes additional questions that appear in relation to financing, obtaining bank guarantees, tax aspects of the legal relationship in which the Client intends to enter, and concerning the further development of operations including counseling and legal assistance in public procurement procedures, which include procedures before the Commission for public procurement.
We are aware of the increasing importance that companies require in the field of establishing relations with consumers and the need for detailed and modern approach to the regulation of general business conditions governing the relations with consumers and users of services of our clients.
A further dimension of legal aid refers to cooperation and consultation in the preparation of documents relating to the field of personal data protection and information technology, legal assessment of promotional and advertising activities while appearing on the market in the segment related to the legislation and procedures before the competent courts and regulatory bodies.
Our team of attorneys on a daily basis advises clients in all types of commercial activities including pharmaceutical, health care, hospital services, distribution and sale of medicinal products, with a particular emphasis on the issues of obtaining permits for the placing medicines on the market, the registration of a medicine or a drug or a pharmaceutical composition as well as procedures before the Croatian Agency for Medications and Croatian Institute for Health Insurance.
Our team represents and advises clients in other industries such as media, energy, telecommunications, tourism and services, sports, sporting events and other types of promotional activities.
Supplementary to the said legal issues, our attorneys provide specialized legal advice and legal assistance in the field of competition due to the additional sector-specific issues and regulations when making business transactions, mergers and acquisitions, and other types of acquisition and agreements among entrepreneurs, as well as other matters governed by special regulations.
This is for instance reflected in the the transactions in relation to the establishing of medical institutions, clinics, other medical practice facilities, pharmacies, along with the other types of corporate transactions in medical sector.
We are at service to clients from the very beginning of the negotiations and devising the transaction to its completion and preparation of the final version of transactional documents, including proceedings before the banks for the purpose of obtaining the bank guarantee, the formation of an escrow account, and defining the procedures of obtaining other types of warranties and guarantees by applying a multidisciplinary approach to default issues.
The attorneys from the Law firm of Župić & Partners have extensive experience in litigation before the courts and arbitration and in proceedings before the administrative authorities. Commercial disputes include the complex matter of disputes and proceedings involving intellectual property rights. Our lawyers provide legal assistance to clients in all matters of intellectual property rights, including procedures pursuant to the Act on Misdemeanours and of the Criminal Code. Our attorneys are preparing warnings about the violation of intellectual property rights, and conduct negotiations with individuals and legal entities that have violated the same as to find a more efficient and rapid resolution of the dispute before bringing it to judicial proceedings.
In disputes concerning competition, our lawyers represent the Clients in procedures before the Agency for Protection of Competition, and provide for competent advices in connection with legal proceedings and issues that are of importance for the actions of competition and relating to proceedings before regulatory authorities, the Agency for electronic Media, HAKOM (Telecom Regulator), HERA (Energy Sector Regulator), and the Securities Commission.
In tax disputes and proceedings before the competent authorities: Tax Administration of the Ministry of Finance, and in the process of court protection before the Administrative Court and the High Administrative Court of the Republic of Croatia, our lawyers represent clients in all stages of legal issues, including the preparation of complaints, appeals and extraordinary legal remedies, and provide defense and advice in civil and criminal procedures concerning tax issues.
In labor disputes, the attorneys of the Law Firm of Župić & Partners help clients through counseling and representation in the most complicated legal issues of termination or creation of employment, with the coming to the fore of our many years of knowledge and experience in the issues and procedures termination of employment in legal entities of private law – companies and in legal entities of public law (public companies or other legal entities owned by the state or state or local authorities), and the issue of labor relations officials and the acting at the level of counties, cities and municipalities, and local and regional (regional ) governments.
The attorneys from the Law Firm of Župić & Partners represent clients in other aspects of the procedures for the settlement of disputes:
– Arbitration or mediation proceedings
– ADR – (Alternative Dispute Resolution) in alternative dispute resolution methods in accordance with best practices (Best Code of Practice) International specialized ADR institutions
– Disputes related to competition law, fair trade, protection of consumer rights
– Commercial disputes after completion of the concentration (M & A)
– Compensation for damages, including legal advice, preparation of the application, drafting claims and representation in the proceedings
– Probate proceedings, composition of wills, inheritance statement of successor agreements, representation in probate proceedings, mediation procedures as part of the inheritance proceedings
– Development of premarital and marriage contracts, and contracts seated joint property of spouses
– Creation of a lifelong support
– Making contracts more lifetimes maintenance
– Preparation of the deed of gift
– Representation in civil proceedings concerning the annulment of the said agreements
– Representation of international companies in complex labor and employment law and commercial disputes
The Law Firm Župić & Partners represents clients in non-contentious and enforcement procedures, and the procedures for insurance of claims and collection of debts.
– representation in proceedings of insurance of the claims and the interim proceedings
– representtation in procedures for eviction
Drafting of contracts and agreements
The license for representation persons with mental disorders
Representation of persons with mental disabilities under the Act on the Protection of Persons with Mental Disorders
An extrajudicial (Non-contentious) procedural law
The attorneys from the Law firm Župić & partners represent clients in extrajudicial proceedings (jurisdictio non contentiosa) and assist them in resolving the statutory legal issues, as well those that address the real estate and other assets (eg. the inheritance proceedings).
– Procedures under the Family Law Act – the statute and non-contentious proceedings
– Procedures for deprivation and restitution of abilities
– Property relations in matrimonial and family matters
– Procedures and advises relating to the management the marital estate
– The division of marital property
– Special procedures of enforcement and security
– Proceedings under the Law on declaring the missing persons dead and proving the death
Non-contentious proceedings in inheritance matters
(according to the Law on Inheritance)
Non-contentious proceedings in co-owned and neighborly relations
(according to the Law on Ownership and Other Property Rights)
-arrangement of relationships between co-owners
-arrangement of relationships between the owners and subdivision, condominium owners (determining an appropriate and useful co-owned part of the property)
The Representations in the proceedings relating to the protecting of patients rights in medical procedures (medical error)
An essential step of pre-investment activities is a legal assessment of its suitability for the planned investment project. The process involves the collection and analysis of relevant information from publicly available sources, access to appropriate land register and the relevant registers. After which it carried out a detailed legal examination of related legal issues for the realization of the investment project which involves an examination of registered real estate rights, burden of this historical overview to get complete information about the test property. Additional information and may include aspects related to spatial planning and construction areas, and the expected taxes and other types of municipal dues and liabilities related to a specific area or purpose, activities relating to the investment project in a given area.
Our Team of Attorneys provides legal services of the highest quality in the legal area connected to the real estate rights, and competently assists the Clients in resolving the most complex and demanding transactions in all business sectors where the implementation of projects co-relates to the prior resolution of issues related to the real estate rights, as well as resolution of land registry issues and registration of real estate in the land registry books. Our Attorneys follow constantly the frequent changes in real estate and construction sector legislation, and successfully provide all range of legal services to the Clients depending of a special and unique nature of their investment projects, which range from the need for obtaining location permits, alignment with the development of certain areas of urban planning, real estate management and resolution of issues related to the inclusion to the infrastructure grids. The Law Firm Zupic & Partners helps in resolving the legal problems outstanding from the business relationships among investors, financial institutions and public authorities in the construction sector, and offers to its Clients complete solutions regarding the regarding the planning and structuring of projects, from its earliest stages, including predictable fiscal, financial and administrative aspects. With specific reference to the regulatory framework, our Attorneys provide legal assistance to Clients throughout the project cycle in the procedures for obtaining all necessary permits, consents and approvals and other prescribed documents required for the successful implementation of the project, especially given the specificities of urban solutions provided for each location. Our services include legal assistance related to the project financing of real estate, which includes the development of appropriate financial contracts and other documents and legal advice during negotiations with financial institutions, to the preparation of supporting documents Insurance for financial instruments.
During the construction phase our legal team assists clients in the negotiations and conclusion of contracts with contractors, subcontractors, agents for brokerage and other participants in the project, based on FIDIC postulates or other agreed rules, and in accordance with the specifics of public private partnerships.
Our Law Firm provides advices to the Clients concerning the financial aspects of intended Real Estate Projects, along with the solutions which include taxation and financial structuring of the projects, applicable to each specific situation. The Law Firm Zupic & Partners on the basis of its excellent knowledge and long term experience both in relation to aspects of property rights as well as with regards to the tax regulations serves its local and international Clients from EU, USA, South Africa, Australia, as well as from the neighboring countries in the Region.
The Law on Competition – Antitrust Defenses
The Law Firm Zupic & Partners provides a full range of legal services in the field of the competition for Croatian territory, and in cooperation with partner law firms for jurisdictions of other countries from the region: Serbia, Bosnia and Herzegovina, Slovenia, Macedonia, Montenegro, as well as for the jurisdictions of EU Member States.
Our legal team – The Law Firm Zupic & Partners possesses specialized knowledge and experience accumulated through a multiyear period since the beginning of regulation of this legal field in Croatia, and by participating in practical training courses, seminars, expert workshops and the conferences in the USA, DG Competition in Brussels, Italy, Germany, United Kingdom, WTO, UNCTAD, OECD, Switzerland, Bulgaria, Romania, Slovenia and others.
We, the Law Firm Zupic & Pasrtners are fully acquainted with all the practical aspects and issues related to conclusion of agreements that fall within the domain of Market Competition between undertakings and implications related to competition law in the key sector industries, trade, electricity, energy, oil companies, the media, electronic media, sports, pharmaceuticals, health, hospitals, local government, automotive, telecommunications, Internet, air transportation, aviation, airport, and regulated industries in the state-owned enterprises, such as – railways, road transport, marine transport, and others.
Our legal team – The Law Firm Zupic & PArtners advises clients and represents them in proceedings before the Agency for Protection of Competition, other competent authorities of the judiciary in Croatia, the Arbitration courts, advises the clients in proceedings of notification of concentrations (M&A), as well as considering the transaction acquisitions – Mergers & Acquisitions of undertakings that do not fall in domain crossing the threshold of the transaction (threshold), and exclude the same from the examination based on competition statutes.
The service that the Law Firm Zupic & Partners provide to our clients includes preventive approach, analysis of the business practices, review of documents and concluded contracts and the agreements between undertakings considering on Vertical and horizontal dimensions, and risk assessment in the field of protection of market competition.
Antitrust – abuse of monopolistic and dominant position, the restrictions in agreements of entrepreneurs
Our legal team – The Law Firm Zupic & Partners based on extensive experience and years-long legal practice in the representation of clients provides a complete range of services in the field of protection of market competition – Antitrust, considering the abuse of monopolistic and dominant position, and considering the restrictions based on the agreement of entrepreneurs: franchising, trade agreements, exclusive representation , exclusive distribution, selective distribution, the agreements on servicing of motor vehicles and spare parts, an agreement on the transfer of know-how, the agreements on research and development – R & D, joint venture agreements and others.
Our attorneys from the Law Firm Zupic & Partners are fully acquainted with all the characteristics unique to specific industrial sectors, and capable to provide to Clients legal and economic analysis of the existing business practices, offering the optimal business advices and solutions as well as preventive consultations and training related to risk avoidance from the possible violations of the Competition Act and competition law and policy implementing regulations.
Cartels and severe restrictions – restrictions of competition in entrepreneurial agreements – Legal representation and defense
Our attorneys from the Law Firm Zupic & Partners, from the beginning of business in the Croatian market monitor and advise clients operating in the sensitive industries sector where there is an increased possibility of the risk of cartel agreements, severe restrictions of competition. For this reason we provide our clients a customized specialized training on everyday operations and communication with business partners – downstream and upstream, as well as advice for situations of horizontal interaction with other entrepreneurs who operate in the relevant market, as well as the protocols for avoiding risk situations in daily business interactions.
In the procedural aspect, we, the Law Firm Zupic & Partners represent Clients in proceedings before the Agency for Protection of Competition, at their invitation participate and protect their interests during the actions of dawn raid (sudden search of the apartment, car and business premises of undertakings), as well as assist in other procedural aspects concerning the hearings before the Agency for Protection of Market Competition, lodge a request for reduction of the sentence, and represent the Clients in the proceedings concerning of extraordinary legal remedies before the High Administrative Court of the Republic of Croatia.
The Concentrations of Entrepreneurs – Mergers and Acquisitions (M & A)
The Law Firm Zupic & Partners represents clients in proceedings of Notification on intended concentration (M & A) before the Agency for Protection of Competition, including cross-border transactions exceeding to the territories of other countries, and thus make the so-called “affected market”. The Law Firm Zupic & Partners represents clients in registering the concentration (M & A) where the transaction has a Community dimension (EU), in front of the EU Commission – DG Competition.
Our attorneys from the Law Firm Zupic & Partners represent the Clients in proceedings of notifying of concentration, and provide our Clients with an assessment of whether the individual situations of acquisitions fail within a scope of a concentration, namely if they would not reach a so called “Threshold”, they would not need to be notified to the competition authorities.
During the procedure for evaluation the concentration (M & A) we, the Law Firm Zupic & Partners advise the Clients on the modality, the type and manner of taking of structural and behavioral measures – remedies, to defend the concentration in case and prevent its prohibition or declaring it incompatible with the Common Market of the EU.
Fair trade and Consumer Protection
Closely related to the application of Competition Law and compliance with the Law on Protection of Competition, in the proceedings of Defenses relating to Antitrust matters, as well as to the evaluation procedures of concentrations (M & A) are adjacent the rules of fair trade and consumer protection, which might be used for indicating the mitigating circumstances when assessing the effects of a merger transaction or agreements among the entrepreneurs.
Our attorneys from the Law Firm Zupic & Partners are specialized in creation of documents regulating the issues of everyday business of the Client – General Terms and Conditions, and which might include topics of fair trade and consumer protection, as well as the stipulating the provisions on competent court or arbitration.
The State Aid Law
Legal team Zupic & Partners advises Clients in the proceedings concerning the assessment of legality of State Aid given the applicable Croatian law, the laws of EU Member States and the EU acquis communautaire, as well as represents the clients before the relevant regulatory authorities in Croatia, the EU Commission and the European Court of Justice (ECJ).
Legal team Župić & Partners represents and advises clients in the public procurement and the award of concessions and tenders for the award of licenses and permits by specialized public bodies. Our multidisciplinary approach includes knowledge of legal rules and practices of the body of the EU – the EU Commission and ECJ – European Court of Justice, as well as the necessary interaction with the sector-specific regulations.
The Law Firm Zupic & Partners provide IPR services in relation to patent, trademark, copy right, utility model, domain – registration and protection for the territory of the Republic of Croatia and the EU. Our attorneys have been working in this area of practice for several years, and our field of expertise covers every area of the technical field including physics, electronic, IT technology, telecommunications, microelectronics and chemistry, as well as industry sectors: trade, retail, marketing, media, energy and tourism. Our attorneys represent the Clients in the prosecution, defence and enforcement of patents, designs, trademark, copy right, utility model rights, as well as undertake the necessary instructions and training of the Clients, providing them with the feasible and practical advices on how to ensure the maximum security in safeguarding their industry and trade confidential information. Our lawyers would help with advises on how to conclude license and franchising agreements in particular cases. We provide counseling and represent clients before courts and authorities in the Republic of Croatia and at the EU level (EC Commission, ECJ, WIPO), and in the legal matters of infringement our legal team provides legal representaion based on its extensive litigation practice of more then 25 years of experience.
General legal services
We offer general legal services aimed to establish an entire system of protection of the IPR through our attorneys with special competence in civil law in relation to negotiating and drafting contracts and other documents, countersigning thereof (if prescribed by the statutory law), office routine, representation before the authorities, courts and towards third persons, legal advice and representation in the fields of business and commercial law, financial matters, damage claims and other litigation matters, as well as preparing and vetting other civil law contracts such as commission agreements, contracts for professional services etc., and other documents, legal advice in all fields of civil law, guidance and help regarding interpretation of the law, legal research.
The works of authorship are protected automatically upon creation. Works being created in a member of the Bern Union enjoy protection in the Republic of Croatia as well.
We offer legal representation in cases in connection with copyright infringements.
Domain registration and disputes
Domain name registration under `.hr` top level domain is possible for EU citizens and companies without any special formalities.
Domain name registration under `.hr` top level domain is also possible for foreign clients who are not domiciled in the EU if they have a valid trademark in the Republic of Croatia. The domain may be used without any limitation before the granting of the trademark as well. Our office is ready to assist foreign entities all through the registration process.
The process and the terms are similar in case our client wishes to buy an existing domain. We can help the new holder by drafting the assignment agreement and registering the changes. We also negotiate domain transfer transactions in contentious and non-contentious matters.
We usually suggest our clients to register the appropriate trademark if they have not done so yet.
We represent our clients in contentious domain matters and any eventual proceedings too if necessary.
In case the use of a domain violates the rights of our client we usually start by sending a notice letter to the other party, asking to surrender the domain voluntarily. If the holder of the domain agrees to cooperate, we can monitor and supervise the transfer of the domain to the new holder.
The Law Firm Župić & Partners offers its clients services of representation in the mediation procedure before the courts or mediation centers.
The Law Firm Župić & Partners provides mediation services in the areas of disputes in civil law, commercial law, labor law and other disputes about rights which parties may freely dispose of – family law, inheritance law, financial arrangements, relationships suppliers of services or merchants and consumers.
The Amicable resolution of dispute, or mediation as a method of alternative dispute resolution (ADR – Alternative Dispute Resolution) will apply accordingly in other disputes, if it corresponds to the nature of the legal relationship from which the dispute arises and a special statute for those disputes are not prescribed by different rules.
The Law Firm Župić & Partners provide mediation services in disputes in which parties have permanent or temporary residence or registered office in the Croatian territory, and in cases in which one of the parties has a domicile or residence, or seat outside the Croatia.