We now hear from Anisa Rrumbullaku, Partner at CR Partners, who discusses Albania’s M&A climate: “To improve the business climate and FDI attractiveness, significant reforms have been implemented already, such as those concerning one stop shop business registration and licensing, e-governance such as e-procurement and tax reporting, etc.

“However, investors continue to lack trust in the Albanian judiciary, hence I think that the successful completion of justice system reform that is currently under way, will be an enormous step towards improvement of the business climate and that obviously goes hand to hand with addressing other issues raised by investors such as transparency of public procurement and PPP processes, frequency of changes to legislation etc.”.

Lawyer Monthly decided to ask Anisa more about investment development in her respective jurisdiction.

How has the M&A scope changed over the years in Albania?

There has been less M&A activity in the last three years as compared to the previous decade partly due to completion of most privatisation of strategic sector industries. Plans to privatise remaining assets in the future, for example, Albpetrol, the state-owned oil production company can generate new M&A activity in the future.

Due to a non-functioning capital market (i.e. the first privately owned stock exchange was only licensed in June 2017), the deal-making activity is based on direct private transactions where private equity funds show less interest for this market as compared to other SEE jurisdictions. There has been increasing interest from Asian buyers in the last two years. For example, two highlight deals in 2016 included the Chinese Geo-Jade Petroleum purchase of Bankers Petroleum, a Canadian based company with oil state contracts and, the sale of the stake of the only airport company in Albania from Deutsche Investitions- und Entwicklungsgesellschaft (DEG), AviAlliance and the Albanian American Enterprise Funds (AAEF) to China Everbright Limited and Friedmann Pacific Asset Management.

The hydroelectricity sector’s M&A activity may have lost its peak but the energy sector in general continues to be the busiest one along the banking and finance sector and to some extent also the telecoms. The tourism sector can develop some M&A potential (with a decreased 6% VAT rate and the new government promises to enact tax incentives for 5 stars luxury structures). Completion of construction for TransAdriatic Pipeline, on the other hand in 2018, may open the door to new so-called ‘gasification’ projects.

M&A legal experts in the meantime have gained increased confidence to handle complex share purchase agreements or other transaction instruments similar to that of other SEE jurisdictions as the legal framework for M&As is up-to-date and not so different to that of other countries in this region (e.g. merger filing legislation for example is fully harmonized with EU law).

What are the common misconceptions international clients have about doing business in Albania?

In few occasions, some investors think that Albania lacks up-to-date legislation, expertise for complex deals or enforcement and thus one can do away without the law and/or monitoring and enforcement authorities. For example, as typical in M&A deals, in the rush to complete the transaction as soon as possible, parties think that regulatory approvals or merger control clearance can be ignored without any major consequences.  Well, this is not the case. Failing to obtain advice and observe required approvals, may indeed result in significant fines or the deal being set aside by the authorities in Albania. 

Recent reports claim that the National Association of Judges and the Union of Albanian Judges have filed a lawsuit with the Albanian Constitutional Court; what has been the effect of this and what do you predict will be the outcome?

The constitutional amendments and the legislation package for the so-called “justice reform” passed by the Albanian parliament during 2016 have found opposition mainly from allegedly corrupted judges who see the reform as devastating for their future carrier. Therefore, the National Association of Judges and the Union of Albanian Judges filed a lawsuit with the Albanian Constitutional Court, challenging the legality of several pieces of legislation that are part of the reform. They mainly claim unconstitutionality of provisions regarding scrutiny over ties between the judges, prosecutors and organised crime in the period before January 2012. The Constitutional Court will hear the arguments of the parties and decide by the end of September 2017. It may be that also this time the court will rely on an amicus curia opinion of the Venice Commission which in an earlier case decided that the Vetting Law (part of the reform package) was not unconstitutional.

What challenges do you face as lead adviser in complex transactions? How do you ensure they remain successful for your client?

Deals timeline and completion targets are always challenging. The multidisciplinary team of the firm, pragmatic approach of our lawyers, careful risk assessment and industry knowledge are all very important for the success of a deal.  Staying up to date with international legal developments helps in cross-border transactions where client demand for more sophisticated advice and drafting. In foreign to domestic transactions, we always recommend arbitration before foreign arbitration tribunals for the resolution of disputes given lack of trust in Albanian courts. Albania is party to many arbitration conventions (New York Convention, European Convention on International Commercial Arbitration, ICSID, UNCITRAL) and Albanian courts are generally in their track record of recognizing foreign arbitral awards.

Anisa Rrumbullaku

Partner

www.crpartners.al

Anisa Rrumbullaku is an experienced lawyer of over 12 years. Her areas of expertise are corporate, commercial and competition law with her focus being on M&As, drafting and review of commercial contracts, representing clients before the competition authority in merger transactions and abuse of dominance cases, intellectual property, consumer protection, healthcare & pharmaceuticals, etc.

 

We are an independent law firm in Albania that draws on the extensive experience and professionalism of its lawyers who are leading professionals in their areas of expertise and have been assisting clients on Albanian law matters for many years. 

We now hear from Sally-Ann Dickinson, who has discussed her role as a nursing consultant in personal injury and negligent cases.

With years of experience behind her, she points out ways in which the nursing sector could improve, in order to avoid litigation, and why she is often instructed as an expert witness during tough legal battles.

I work as a Nursing Consultant in Personal Injury and Medical Negligence Case work, Immediate Needs assessor and Rehabilitation Case Manager.
Previously, I have worked in the acute, community areas via the NHS, Charitable organisations, internationally and Private organisations. Currently, I work as an independent nursing and rehabilitation consultant within the legal field and as a CQC Specialist Adviser concerning acute ward needs, which are mainly surgical and community placements for rehabilitation and long stay clients.

Nursing Standards have not changed in the 20 years I have worked in the above roles and, in fact, the basic nursing care required for individuals in any setting is the same as it ever was.
What I have found working in the legal arena with clinical nursing issues is that it is the basic nursing care and communication approaches (or lack of them) that have become the elements that are often missed, causing people to then seek litigation assistance.

It is all well and good to have clinical and specialist skills but basic nursing skills seem to be disappearing, which then leads to a poor patient experience and unsafe practices. A return to basic nursing skills via courses for specialist nurses, returning nurses and newly qualified nurses would greatly help in this arena.

As a CQC Assessor, I would also advise all placements to ensure that their care planning is robust and completion of records show that care was given and very importantly reviewed and evaluated as to the effectiveness of the intervention. Time and time again this important and set standard is not complied with in the cases that I review, causing individuals to experience below standard care.

It is a challenge working in the legal arena for personal injury case work when your background is in nursing, first where your client is the patient and not a legal individual. I have found ensuring that the Claimant remains central to all proceedings, keeping open communication, advising on bespoke care, and treating people how you would wish to be treated yourself and /or as a member of your family, ensures high standards of assessment and evaluation at all times.

Following this philosophy, I have found I am equally instructed by Claimant and Defendant representatives year on year and have followed cases through to post litigation as a Case Manager where individuals have undertaken independent activities of daily living, returned to work and run their own homes.

Personally, having a rehabilitation background has allowed me to be able to look at a client’s needs from all angles and not just care for them, but enabling them to care for themselves with the correct support, housing and equipment provision which is vital in personal injury work not only for the individuals but for all the legal teams involved.

Looking forward, I plan to set up a help line for individuals which will offer advice and information on any aspects I and a team of specialist advisers could help with, such as disability or trauma and accident needs. The help line will also help people find a solicitor to represent their specific needs.

Contact Details
Company: Sally-Ann Dickinson RGN -Independent Nursing and Rehabilitation Consultant
Contact: Sally-Ann Dickinson
Contact Email: sallyann.dickinson@briarhouse.co.uk
Address: 5 St Giles Close, Holme, Peterborough, PE7 3 QZ, UK
Phone: 01487 830014

Sally- Ann Dickinson is an Independent Nursing & Rehabilitation Consultant, specialising in: Orthopaedics, fractures and surgery.

Spine and neck injury and surgery.
Head, brain and spinal cord disease and injury.
Neurological problems.
General surgery.
Accident and trauma surgery.
Nursing management and competence.
Nursing home registration and inspection.
Nursing home standards of care.
Disability rights and discrimination.
Physically disabled people.
Personal injury rehabilitation.
Requirements and costs of care, housing, equipment.
Analysis and quantification of personal care needs.
Medical, nursing care and housekeeping requirements.
Rehabilitation assessment and costing.
Case management (disability).

We now speak with Ester Santana, an expert in tax consulting and in domestic and international tax and estate planning. She discusses the ways in which she uses her years of expertise to overcome challenges her role presents, and the Brazilian fiscal deficit target.

What different requirements do international clients have, in comparison to domestic clients?  International clients tend to be more practical and they want you to go straight to the point, allowing them to be faster decision makers. It is not unusual to see domestic clients going around the same issue over and over and taking more time to make a decision, notably regarding to business restructuring and estate planning.

How do you use your expertise to meet their demands?

The time I spent abroad allowed me to build a strong network with lawyers from around the world, and my contacts frequently assist on the firm’s projects abroad. Additionally, to fulfil my client´s expectations and needs, I normally use my expertise to ask the right questions and understand the client´s purpose, before providing the legal advice.

The Brazilian government announced a rise in the country's fiscal deficit target for this year and 2018; what do you think could be done to improve this situation?

The clients should review their corporate and tax structures, anticipating any impact that the changes in our economic environment may have in their business and operations. It is always important to work with a backup plan. For instance, clients should consider benefiting from tax amnesty programmes or evaluating alternatives to use tax credits to offset any potential increase in the tax liability. Moreover, clients may want to consider diversifying their portfolio risks by investing parts of their savings abroad. In those circumstances, we have to be well prepared to assist them internationally.

Moreover, how will this affect your role with your clients?

In times of economic recession, I have to be more sensitive to financial problems and cash flow difficulties that the client may face. Thus, in order to represent the clients to solve their legal and tax issues, I need to be more flexible and creative in terms of fee arrangements.

As Thought Leader, can you share the most challenging aspect of your job and how you overcome this challenge?

The most challenging aspect of my job is to say “no”, when all what your client wants to hear is a “yes”; but even so, I have to be able to retain the client in these situations, so that they will not seek another law firm to do what they intend.

I truly believe it is also part of my job to educate my clients and guide them the right way. I have to be very cautious in not misreading the facts and the client´s case. I try to overcome this challenge by building trust and gaining the client's confidence in a long-lasting relationship.

 

My name is Ester Santana and I am partner at Chamon Santana Law Firm (CSA Law). I have a law degree from PUC in São Paulo and over 10 years of experience in tax consulting and litigation, having also worked for KPMG’s Tax Advisors – Legal Services area.

My specialty is in tax consulting and in domestic and international tax and estate planning. I hold a Degree in Master of Laws in Taxation from Northwestern University in Chicago (USA) and graduated with honors. I was also awarded with the first place in the 15th Competition of LL.M Students held by the American Bar Association in the US.

At CSA, I primarily focus on interlocution with professional investors and with multinational groups and companies. I am also a member of STEP (the Society of Trust and Estate Practitioners) and the ABA (American Bar Association).

CSA is a highly qualified law firm specialized in cases and operations involving tax consulting and litigation, corporate law, succession planning, M&A, and business structuring. We operate in a far more effective manner than other firms. We add value to our clients and their organisations by providing innovative, tailor-made solutions that deliver high rates of return and that are aligned with each company’s business strategy.

Our more than 20 years of experience and long-term partnership with our founding partners Ricardo Chamon and Ester Santana guarantee that we apply a systemic view to each case. This approach allows us to anticipate the impacts and benefits legal decisions have on businesses.

Oludare Senbore advises on matters such as local and foreign currency syndicated lending, sale and lease back financing, structured finance, project finance, mergers and acquisitions, structured trade finance, foreign investment advisory services, privatisation, private equity and the regulatory framework relating to utilities. As one of our many thought leaders this month, he speaks on how his jurisdiction, Nigeria, is progressing post-recession.

With the unstable nature of the financial world, what would you say is the best advice to give a client who is enquiring about foreign currency or syndicated lending?

Though Nigeria has technically come out of a recession, the macroeconomic environment in Nigeria still continues to remain challenging with no certainty as to how long oil prices will remain above $50.00 per barrel, continued reliance of the country on the oil export sector for foreign currency earnings and the early hints of political (election) discourse within the polity.

As noted by the Monetary Policy Committee (the “Committee”) at its meeting in March 2017, the banking sector is becoming less resilient as a result of the macroeconomic environment. This led the Committee to direct the management of the Central Bank of Nigeria (the “CBN”) to work with Nigerian Banks to promptly address rising non-performing loans, declining asset quality, credit concentration and high foreign exchange exposures.

Foreign currency liquidity issues have exacerbated the refinancing risk within the banking sector, leading to a deterioration in loan assets, especially oil-related loan assets. In addition, a number of Nigerian financial institutions have refused to renew their Eurobond issues as they do not intend to expand their US Dollar loan assets. It is no wonder that Nigerian banks are shying away from dollar syndicated loans, particularly in light of the CBN’s requirement for additional capital requirements where a bank has significant exposure to the oil and gas sector.

Therefore, my advice to any client that is wishing to raise debt financing in US Dollars from the syndicated markets at this time, is only to enter the fray if you have a dollar earning asset and are able to afford a natural or financial hedge. In addition, it appears that the Export Credit Agencies and Multilateral Agencies currently still have an appetite for good quality Nigerian loan assets. The actions of the CBN over the last 9 – 12 months to wit, improving the foreign currency liquidity in the market, establishment of various windows within the Nigerian foreign exchange market and ensure timely execution and settlement for eligible transactions etc., has eased the concerns of such institutions and encouraged them to continue lending to Nigerian companies. This has created assurance as to the stability and availability of foreign currency to individuals and businesses with a legitimate need within this period.

As Thought Leader, can you share ways in which Nigeria has developed over the past decade, in relation to their Energy and Natural Resources, Power & Infrastructure and Project Finance?

Energy plays a vital role in development, progress and economic growth of any country. Uninterrupted energy supply is pertinent and necessary for consistency in the growth and development of any nation. Sadly, Nigeria has yet to attain this goal and the effect of this is still being felt in lack of access to basic needs, poverty and deprivation that is still felt by a large portion of Nigeria’s population. The Federal Minister of Power, Works and Housing confirmed in a speech last year that since 1950 when the Electricity Corporation of Nigeria (ECN), the predecessor of National Electric Power Authority (NEPA) and Power Holding Company of Nigeria (PHCN), was created, the maximum energy Nigeria has generated stands at 5,074 MW, which was achieved in February 2016, nowhere near enough to power a country with a population of over 170 million. The Nigerian government has been particularly focused on seeking to use electricity to boost economic development and as such has taken steps towards achieving this goal.

Notably, the Roadmap released by the federal government focuses on the use of a mix of energy sources including solar, wind, hydro and coal to increase generation capacity. Amidst the constraints which include, human and administrative challenges, damaged, unmaintained or serviced turbines, non-availability of gas, damaged pipelines, vandalism and lack of maintenance there has been a focus on making incremental progress so as to steadily increase the generation, transmission and distribution capacity of the country. Focus has been around removing constraints and solving issues that have impaired the generation, transmission and distribution capacity of the utility companies in Nigeria.

The government has also increased its focus on solar energy and renewable energy resources in its commitment to the Paris Accord as well as addressing the significant lack of gas infrastructure in the Northern parts of the country.

In addition, the last decade has seen development in the area of legislation and regulation affecting the power and the Energy and Natural Resources sector, whilst these have not solved the issues, they have been a step in the right direction for transparency and efficiency in the sector.

However, with respect to project and infrastructure finance, other than the Lekki Toll Road Project, the Nigerian LNG Project (Trains 4 & 5), there has been a significant dearth of private sector led project finance transactions within the infrastructure space that have achieved financial close. This is a significant cause for concern.

Moreover, what changes are you anticipating to occur in the following decade?

The recent shock to the Nigerian economy highlighted the fact that the Federal Government does not have the necessary balance sheet to provide the much needed infrastructural development required for the country. Thus in order to address the significant infrastructural gaps within the country and create the necessary jobs required to boost the economy and the per capita income of individual Nigerians, co-operation and partnership between the public and private sectors is much required.

This also means the regulatory, monetary and fiscal landscape will have to be aligned to be able attract investors into the infrastructure sectors in Nigeria.

The private sector will require a number of assurances and certainty if there are going to make the huge investments that are required and these assurances pertain to the certainty of the regulatory framework, protection of their investments from political or governmental interference, efficiency and reform of the business environment, which should cover tax reforms, streamlining the process of obtaining governmental approvals and permits, etc.

A lot of the foregoing are areas where the current government is focusing its time, energy and effort as the general belief of the government is that if the appropriate business environment is created to attract foreign investments into Nigeria, the potentials of the Nigerian market and returns that could be made from Nigeria, will facilitate the necessary investments.

We also see a renewed emphasise on PPP/Project Finance for the execution of large scale infrastructure projects, potential for more off-grid solutions as a means to resolve the power challenges in Nigeria in the short to medium term and advent of infrastructure bonds or project-specific bonds for financing infrastructure projects.

With growing environmental concerns, how do you anticipate the Energy and Natural Resources sector to change? How will this affect your role and your clients?

There is an increased emphasis for all oil and gas companies operating in Nigeria to operate in an environmental sustainable manner; otherwise they run the risk of significant governmental fines, civil and criminal actions.

Energy demands by industries in Nigeria will continue to grow, particularly with increasing pressure on available resources due to our large population. The government is already driving a need for energy conservation, efficiency and diversification. As part of this, stakeholders in the sector will have to be pro-active in evaluating and introducing new techniques aimed at pollution prevention and focus on operational practices that do not impact the environment negatively. Businesses will have to give a genuine focus to their sustainability and corporate social responsibility.

These changes will likely be initially introduced through government regulation. As lawyers, this will be an opportunity to help our clients navigate unchartered waters whilst also contributing positively to the environment. A move towards efficiency will ultimately be positive for the industry and the country.

What is the most challenging aspect of your role, and how do you use your years of expertise to overcome this challenge?

Practicing law within the Nigerian energy sector requires not only traditional legal skills, but also an understanding of the ever-changing world in which we live and the development of new skills and knowledge to address the new trends within the sector as well as client’s ever-changing needs. This is particularly true in light of the recent and largely unforeseen, collapse in the price of crude oil, which has had a massive impact in a largely oil-dependent country like Nigeria, such that clients are now focusing a great deal on insolvency, restructuring, prepayment facilities, derivatives and hedging instruments and issues.

These new areas of legal practice highlight the dearth of good and knowledgeable young lawyers with the necessary skills to address the issues and questions that are relevant to help our clients navigate the changing and challenging times we are faced with. Thus it is important to not only attract the right people to join the firm, but also invest a significant amount of time and resources in improving their skills and knowledge.

We all need to stay mentally agile, current and receptive to our environment.

Oludare is a Partner in the Aluko & Oyebode’s Corporate and Commercial Practice Group and heads the Firm’s Power team. His care area of expertise are in Energy and Natural Resources, Power & Infrastructure Finance, Project Finance and Private Equity.

He has over 17 years’ experience in international financial transactions, such as non-recourse and recourse financing, acquisition financing, mezzanine financing, etc. with specific focus on the following sectors: power and infrastructure, energy and natural resources.

Aluko & Oyebode (the “Firm”) is one of the largest integrated law firms in Nigeria providing a comprehensive range of specialist legal services to a highly diversified clientele including top-tier Nigerian, international and multinational clients. Areas of the Firm’s specialisation include Corporate and Commercial Practice; Energy and Natural Resources; Power; Project/Infrastructure Finance; Banking and Corporate Finance; Admiralty and Shipping; Aviation; Capital Markets; Mergers and Acquisitions; Litigation and Arbitration; Telecommunications; Intellectual Property; Real Estate; Privatisation and Taxation.

What are common cases you are instructed for?

Construction cases can arise for many reasons but predominantly these revolve around delays to the works, the costs associated with those delays and the valuation of changes to projects after they have commenced. Increasingly, the extent of responsibility for the design of the works is, in my experience, becoming a key factor in construction disputes.

Is there anything you would change about the legal process, purely from your own perspective and from an expert point of view?

I think the most valuable part of the legal process from an expert’s point of view is the Expert Meeting. These meetings are typically instructed by the Judge or Tribunal and they offer the Experts the opportunity to discuss the case before the Experts prepare their full reports. Typically, once the Expert meetings have been concluded the Experts prepare a joint statement of the matters for which they agree and the matters which they disagree. The Experts then prepare a full report on the matters of disagreement. This way, the issues between the parties can often be reduced at an early stage.

Whilst this process is adopted in most construction cases it is not widely used in other cases. I think that this early stage meeting between experts would be of benefit to parties beyond the Technology and Construction Court.

What do you think is key to becoming a good Expert Witness?

Impartiality. The whole purpose of expert testimony is to provide the Court or tribunal with an independent opinion on certain technical aspects of a case. This overriding obligation of an expert cannot be understated. The expert is there to serve the tribunal rather than a party to the dispute.

How did you, or do you, train to be an Expert Witness?

Expert witnesses come from a huge range of professional backgrounds and cover all areas of technical and forensic knowledge. There are no formal qualifications to be called as an expert witness but suffice to say any individual called will be required to have expert knowledge and experience in the area to which they are asked to provide evidence.

That said, there is a considerable amount of legal and procedural matters that the Expert should understand and comply with. In respect of these obligations there are a number of formal training courses available, but I take regular courses with the Academy of Experts in London who offer comprehensive training. The Academy also offers an accreditation service for experts.

The process of being cross examined looks daunting.

It can be, and it probably should be. The experts are there to assist the tribunal and it’s important that their evidence is properly tested by the parties’ advocates.

However, so long as one has observed the duty of impartiality and prepared a thorough, complete and honest report, then there should be no concerns with being asked to explain the conclusions drawn under cross examination.

What are the key differences between acting as an Expert Witness and as a Party Representative?

The most crucial difference is that of impartiality. As a Party Representative, one is able to present the best possible case on behalf of a client. A particular argument may, for example, have a relatively small chance of being successful but, so long as it can sensibly be argued and it is supported by evidence, the Party Representative is able to seek to persuade the tribunal that it should be accepted.

When acting as an Expert Witness, however, one isn’t trying to persuade the tribunal. Instead, the duty is to explain the conclusions to be drawn. One has to present those conclusions which one considers to be correct as opposed to those which assist the position of one of the parties.

That being said, the core skills in both situations remain the same. Whether one is preparing a case on behalf of a client or whether one is preparing an independent Expert Report, the requirement is to consider the evidence and deploy best practice. Whether acting as a Party Representative or an Expert Witness, one is still acting as a quantity surveyor.

What are the biggest challenges facing Quantity Surveying Expert Witnesses at present?

In construction, adjudication has become the primary method of dispute resolution. There is, at the very least, a suspicion that parties are deploying evidence which is presented as independent Expert evidence which is often little more than a partisan document which seeks to support the position of one party rather than to assess evidence.

The lack of cross examination of Experts within adjudication, coupled with the potential for self-selection (and discarding) of relevant evidence can lead to the service of reports which do not, or which do not appear to, comply with the standards which would be expected during litigation proceedings.

Given the private nature of the adjudication process, it is difficult to see what could be done to combat the problem (or the perception of a problem). It may be that the professional institutions and the Academy of Experts could take the lead by calling in redacted reports from Adjudicators in order to test the quality of reports and build confidence in the use of Experts within adjudication proceedings.

Peter Phillippo LLM FRICS MCIArb MAE

Director

Tudor Rose Consultancy Limited

1 Adam Street,

London,

W2CN 6LE

Tel: +44 (0)20 3434 2070

Fax: +44 (0)20 7930 9923

Mobile: +44 (0)77 4894 7290

Email: peter@trconsult.co.uk

Web: www.trconsult.co.uk

Peter is a Chartered Quantity Surveyor and Fellow of the Royal Institution of Chartered Surveyors with significant experience within the Construction Industry serving employers, main Contractors and sub-contractors both within the UK and overseas.

He also has extensive experience dealing with bespoke construction and engineering contracts, both within the UK and internationally. His experience includes such issues as loss and/or expense, certification, forensic quantum analysis, assessment and apportionment of damage, contractual interpretation and procedural matters.

Peter has been instructed as Expert Witness in various disputes involving professional negligence, quantity surveying practice, quantum evaluation, and the assessment of damage and regularly assists both Counsel and solicitors with complex quantum issues.

Peter is a registered RICS Expert Witness on matters of Quantum, Claim Evaluation and Quantity Surveying Practice and is also an Accredited and Practicing Member of the Academy of Experts.

Peter has contributed regular articles to the Construction Law Journal, Contract Journal, and Quantity Surveying News and sat on the Governing Council of the Society of Construction Law for over six years.

Abengoa received funding to accentuate their projects in Mexico; a group of creditors funded an approximate EUR 975,100,000 to refinance Abengoa SA’s debt, enabling them to continue the construction and operations of a variety of projects.

In Madrid, the creditors had been advised by Clifford Chance LLP and Mijares, Angoitia, Cortes and Fuentes, SC in Mexico City, had advised creditors in their respective jurisdiction. Linklaters LLP had advised Abengoa on a global scale, and Rodríguez Dávalos Abogados (RDA) had advised the company in Mexico City.

Those involved from RDA were Partner Jesús Rodríguez Dávalos, Senior Associate Araceli Galván-Dunque and Associate Jimena Elizondo Garrido.

Global tax compliance and reporting software leader Sovos announced that it has acquired Chile-based Paperless to expand its real-time government reporting capabilities with electronic receipts and consumer point-of-sale tax reporting. With the acquisition, Sovos will expand its presence in Brazil and extend Latin American operations into Chile, Colombia and Peru.

Paperless is the world’s largest eReceipts and eDocuments company, processing more than two billion transactions across more than 40,000 third-party systems in 2016. Its solutions support global retailers and manufacturers like HP, InBev and Cencosud, the second largest retailer in South America.

The addition of Paperless makes Sovos the first software provider to offer a global solution for real-time business-to-government reporting, a highly disruptive form of regulatory compliance that has now spread to more than 60 countries.

“Over the last several years, we’ve helped our clients deal with a wave of disruptive tax reporting regulations across Latin America and Europe, and eReceipts, which has quickly become a significant burden for businesses that sell directly to consumers, is the latest example of that,” said Andy Hovancik, president and CEO of Sovos. “Paperless is the clear leader in the eReceipts space and the only solution capable of handling these high-volume transaction scenarios globally. That makes it the perfect solution to enhance our Intelligent Compliance Cloud – and a critical solution for enabling our clients to stay ahead of eReceipts regulations as they spread around the world.”

By acquiring Paperless, Sovos builds on the value of its Intelligent Compliance Cloud, a unique global compliance platform that helps more than 4,500 companies, including more than half the Fortune 500, reduce the burden and risk of tax compliance and business-to-government reporting.

Sovos is owned by London-based HgCapital and Vista Equity Partners. EY Chile served as financial adviser to Sovos, and Skadden provided legal counsel. Altis served as financial adviser to Paperless and Dalgalarrando, Romero & Cia provided legal counsel.

A part of insolvent Solarworld AG has been sold and Solarworld Founder Frank Asbeck and Qatar Solar Technologies have taken over the plants in Freiberg and Arnstadt. The purchase is made by SolarWorld Industries. 

The commercial register suggests how complex the transaction must have been - in the past three weeks there are numerous new entries, changes and deletions. By the end of July, the insolvency allowance had been paid, which secured the salaries of the employees of the photovoltaic plant manufacturer. From August onwards, the insolvency administrator was liable for the salaries.

The sale of real estate, machinery and the so-called reserve capacity of the two plants in Freiberg and Arnstadt to Frank Asbeck and the co-investor from Qatar is intended to keep at least a part of the solar and module production in Germany. 40 employees at SolarWorld Industries are also switching to the administrative and sales office in Bonn. At the same time, the parallel transfer of personal transfer companies, whose support is now secured by Asbeck's re-investment, will be a maximum of one year.

"I am delighted that after tough negotiations, we have succeeded in developing a future for SolarWorld production,” said Asbeck. “With the reboot, solar products are still being developed and produced at the highest level. SolarWorld remains the crystallization point of the European solar industry."

Advisers from PRO LAW (Bonn) were: Bettina Plaßmann-Robertz (company and liability law, lead management) and Volker Lang (banking and capital market law).

 Silva International Investments and SportBusiness Group announced that the process of SBA Limited acquiring SportBusiness Group has now closed. SBA Limited, managed by Silva International Investments, became the parent company of SportBusiness Group with immediate effect.

Established in 1996, SportBusiness Group is one of the world’s leading providers of timely, accurate, authoritative data and high-value insight, supplying hundreds of businesses working in sport around the globe. It has established a reputation as a market leader for business-critical intelligence and independent analysis.

Commenting on the acquisition, Silva International Investments CEO Marco Auletta said: “This is a great deal for both SportBusiness Group and Silva International Investments. We are confident that we will be able to support SportBusiness Group in maintaining high quality standards and editorial independence as it seeks to strengthen and increase its growth. SportBusiness Group has established a reputation for the quality of its independent market intelligence, consulting expertise and journalistic content, and this is testament to the capability of its staff, at all levels.”

On behalf of SportBusiness Group, CEO Ben Speight said: “We are delighted to have found a partner that believes in the value of our products, and that understands and is pledged to protect our independent journalism and analysis. Together, we believe we can create a bigger, broader, richer, more compelling service that customers will love, and that will help them build better-informed, more competitive, and more successful sports businesses.”

Charter Tax Consulting Ltd. were in the provision of the corporate and personal tax structuring advice to ensure that the right acquisition vehicle was established for the deal. The transaction was led by Janet Paterson, FCA, CTA, TEP, co-founder of Charter Tax.

Sanlam Private Equity has acquired a 60% interest in JAB Dried Fruit Products, a processor and distributor of dried fruits and nuts to markets in South Africa and overseas.

SPE CEO, Alton Solomons said: “We pride ourselves on forging strong partnerships and bolstering management teams in their journey to growing the business and expanding into new markets.

“Our partnership with this 38-year-old family-owned business is apt testimony to this, and we look forward to assisting the company in reaching its strategic growth objectives.”

Werksmans acted as the attorneys for JAB in the transaction. Pierre le Roux dealt with the commercial aspects such as negotiations, transaction advice and the drafting of the transaction agreements. Irma Gouws dealt with the application to the Competition Authorities.

The team at Werksmans commented: “The transaction was interesting in the sense that it amounted to acquisition by a large corporate private equity fund of an interest in a successful entrepreneurial family held business.”

Sanlam Private Equity is a division of Sanlam Investment Management and typically acquires controlling or significant minority interests in high quality cash generative businesses. Terms of this deal were not disclosed.