Legality case of surveillance inspection

RASK successfully represented a client in the Supreme Court in proceedings involving the client’s appeal against a court ruling. The dispute concerned the issue of whether the lawfulness of surveillance activities may be contested when a criminal investigation is still ongoing and has not been completed (i.e. at the pre-trial stage).

Wind farm sale

RASK provided advice to BaltCap investments in the sale of a wind farm to the Lithuanian state energy provider Lietuvos Energija. As a result of the deal BaltCap sold 100% of its stake in the 18MW Tuuleenergia wind farm in Estonia and 75% of their stake in the 24MW Eurakrase wind farm in Lithuania. The transaction price totalled 28 million euros.

Sale of Favora gas stations

Fuel company Olerex’s parent company Aqua Marina bought Favora’s trademark from Johnny AS. The contract was finalized on 19 June.
RASK advised in the sale of the Favora fuel stations to Olerex, representing the client in both during the negotiation of the contract and preparing the documentation for the sale.

RASK advised AMTEL on car tax matter

RASK attorney Villy Lopman advised the Car Sales and Service Companies Association of Estonia (AMTEL) on negotiations with the Ministry of Finance in regard to tax on motor vehicles.

Extraction permit dispute

RASK successfully represented Padise rural municipality in a dispute arising from the procedure involved in issuing an extraction permit. RASK’s advice led to Tallinn Administrative Court and Tallinn Circuit Court refusing to open proceedings on the action and the Supreme Court refusing leave to appeal.

Corporate advice for BaltCap

RASK was selected as the day-to-day corporate adviser to BaltCap, the leading venture capital company in the Baltics, and its investment portfolio companies Magnetic MRO (previously Air Maintenance Estonia), Tuuleenergia, Energate and their subsidiaries and affiliates.

Advising the new cultural and business center in Narva

RASK advised one of the most innovative new cultural center Linda 2 in Narva, the largest PPP project in recent years in Eastern Estonia.

Transcom shareholder dispute

RASK advised Transcom on an extensive dispute with the shareholders of Pärnu Sadam (Port of Pärnu). The disputes were resolved with a comprehensive compromise that brought 8 pending court actions to an end.

Yoga-TeliaSonera cooperation agreement

RASK advised Estonian smart house developer Yoga in concluding a major cooperation agreement with the international telecommunications company TeliaSonera.

Dispute between PM Andrus Ansip and Õhtuleht

RASK successfully represented Andrus Ansip, the Prime Minister of Estonia, in a court action against Õhtuleht. The dispute was based on the incorrect quoting of the Prime Minister in the article “Prime Minister: phone calls of politicians and businessmen are being tapped” published on 29 May 2012 in Õhtuleht.

Dispute with hunting clubs

RASK represented the hunting clubs from Lääne county, Viljandi county and Jõgeva county in a dispute with the Ministry of the Environment and the Environmental Board on amendments to the new Hunting Act. The dispute ended with great success for the hunters as the authorites agreed with the hunters in all matters of importance for them already before the court proceedings.

Acquisition of embassy buildings

RASK advised property developer Kuldlõvi in the successful acquisition process of a property on Rahukohtu 4, situated in the Old Town of Tallinn, from Suurlinna. The transaction included Kuldlõvi acquiring the Irish Ambassador’s residence and the Kingdom of the Netherland’s Embassy and the Ambassador’s residence.

Challenging the public procurement surrounding the Est-For pulp mill

RASK represents joint bidders Artes Terrae and Alkranel, in their challenge of the State Support Centre (Riigi Tugiteenuste Keskus) decision to approve Skepast&Puhkim’s bid as consultant for the Est-For pulp mill special plan.

Grove Invest and SEB court cases

RASK represented Grove Invest and Pjotr Sedin in five interconnected court cases against SEB Bank and SEB Liising. The claims in the dispute amounted to close to 100 million euros.

Green Window plant sale transaction

RASK advised Green Window on the sale of its production plant in Põltsamaa to Palmako, a leading manufacturer of garden houses in Northern Europe.

Acquisition of Tivoli residential development area

RASK advised a client in execution proceedings to acquire the Tivoli residential development area. The transaction was for 9.36 million euros.

Dredging operations in Port of Pärnu

RASK advised Pärnu Sadam in concluding a dredging operations contract with one of the world’s leading experts in marine dredging, Jan De Nul. The company has previously carried out dredging operations, for example, in the Panama Canal and the Suez Canal.

Acquisition of Bauhof and MyFitness

RASK advised MyInvest Estonia in acquiring 100% of the shares in the Bauhof Group and MyFitness from Stockholm-based private equity fund Askembla Growth Fund.

Acquisition of De La Gardie shopping centre

RASK advised Lepidus Invest in purchasing the De La Gardie shopping centre from EPI Baltic I. RASK conducted a legal due diligence investigation of the target and advised the client on concluding the contract of sale for the property.

Disputed detailed plan in Lohusuu municipality

RASK represented a private client in court who challenged the lawfulness of the proceedings for a complicated detailed plan in Lohusuu (now Mustvee) municipality that had lasted nearly 9 years.

Dispute over closure of county schools

On behalf of the parents of the Suure-Jaani community, RASK filed an action with the administrative court, applying for the annulment of the decision of the council of Suure-Jaani rural municipality to progressively close the basic schools of Tääksi, Kildu and Sürgavere.

Sale of Patarei Coastal Fortress

RASK Attorneys-at-Law advised State Real Estate (Riigi Kinnisvara AS) on the preparation of the auction documentation for the sale of the Patarei Coastal Fortress.

Successful representation of Allfilm in court proceedings

Partner Ramon Rask and attorney Kristiina Kängsep represented one of Estonia’s most well-known film producers Allfilm in a dispute involving a request to revoke the Estonian Film Institute’s votes in the Eesti Vabariik 100 film competition.

RASK advised BaltCap in Energate sales transaction

RASK advised BaltCap AS in exiting the gas infrastructure and trading company Energate OÜ. The company was acquired by a group of private investors.

 

Acquisition of leading dental care provider

RASK advised the Baltic’s leading private equity and venture capital firm BaltCap on aquiring a majority shareholding in Dental Invest Estonia – Estonia’s leading dental care provider.

Advising ReSys OÜ in drafting end-user agreement terms

RASK advised ReSyS OÜ in drafting end-user agreement terms for an innovative software-as-a-service solution with open-source components.

Development of new private medical centre

RASK advises on the development of Kotka Tervisemaja – now the largest private medical centre in the Baltics situated in Tallinn.

RASK helped open an online store

RASK advised Bambona, the Estonias leading wholesaler of fruits and vegetables, in opening their web shop. RASK helped with preparing the conditions for shopping online and ordering goods, as well as making sure that the online shop and the principles are in line with current legislation.

Acquisition of medical firms

RASK apprised Unimed Clinics in acquiring firms from Medicum AS and Medicum. Dental OÜ provides private medical care and dental care.

Advises on ferry route public procurement case

RASK provided advice to the client in connection with the public procurement organized by Lääne County Government to find an operator for the Sviby-Rohuküla-Sviby ferry service for the next five years.

Bond issue by Nordic Hypo Capital

RASK drew up the first bond issue programme for Nordic Hypo Capital. Under the programme, two separate successful bond issues were organised by February 2016. The bond issues were targeted at professional investors. The programme allows for further increases in the size of the issue in the future.

RASK disputed the tax on packaging

The planned packaging tax, imposed by the Ministry of Finance, would cost an average of 11 euros per person each year, reducing the competitiveness of enterprises and increasing inequalities for many companies, such as the food industry and merchant companies.

Port of Pärnu shareholder dispute

RASK successfully represented Transcom, a shareholder in Pärnu Sadam (Port of Pärnu) in several court cases related to electing members of the managing bodies and conducting a special audit of Pärnu Sadam.

Dispute over financing of private schools

RASK represented several local governments in court in a dispute with the Estonian Ministry of Education and Research. The local governments demanded in court that the state compensate for the costs incurred by them in relation to the financing of private schools.

Transcom Grupp bankruptcy dispute

RASK successfully represented Transcom Grupp, which belongs to Rein Kilk, in proceedings related to a bankruptcy petition filed against the company. Unicredit Bank AG filed a petition to declare Transcom Grupp bankrupt based on a disputed claim of more than 7.5 million euros.

Tax related criminal case

RASK successfully represented construction company K&H and its board member in a major criminal action regarding taxes, in which K&H and its board member were accused of using fictitious invoices in accountancy and tax calculations and causing approximately 22 million Estonian kroons in damages to the state.

Representing the Port of Pärnu at general planning proceedings

On 15 May 2014, Pärnu City Council adopted a new general plan for the City of Pärnu until 2025 and in the process of public discussion began to coordinate the planning solutions included in the general plan.

Elle Capital transaction

RASK advised Elle Capital on exiting the real estate development and management company Arealis, which owns and manages a number of well-known A-class office buildings in Tallinn.

RASK advises ticket system provider Ridango

RASK advises international e-ticket system provider Ridango on all aspects of everyday business activities.

Acquisition of majority holding in Kihnu Veeteed

RASK advised Kalda Vara, a subsidiary of Transcom, in acquiring a majority shareholding in Kihnu Veeteed, a maritime transport company. Kalda Vara, which belongs to the businessman Rein Kilk and was already a shareholder of Kihnu Veeteed before the transaction, bought the shares held by the remaining three shareholders in the course of the transaction.

Dispute over Põltsamaa school premises

RASK successfully represented Põltsamaa City Government in a complicated ownership dispute with a local driving school – non-profit association “Autom” Põltsamaa Liiklusklubi. All court instances involved found in favour of Põltsamaa City Government.

Acquisition of Catapult Films

RASK advised the minority shareholders and management of Catapult Films in acquiring a majority shareholding in Catapult Films from WWH.

Levadia Metall trustees vs Parex bank

RASK successfully represented the trustees of Levadia Metall in a dispute with Parex bank. The claims submitted in the dispute amounted to 37.8 million euros.

Acquisition of Nurmenuku Shopping Centre

RASK advised Adfectio Capital, a company operated by Zenith Capital Management, in acquisition of Nurmenuku Shopping Center from East Capital Baltic Property Fund.

Kunderi Street dispute proceedings

RASK represented 39 residents of Tallinn’s Kunderi Street in a dispute with the City of Tallinn, in which the residents did not agree with the city’s government-approved solution for the renovation of Gonsiori Street.

Rein Kilk business prohibition action

RASK successfully represented Rein Kilk in court proceedings regarding an application to subject him to a business prohibition. The application was dismissed and Rein Kilk was not subjected to a business prohibition.

Rail Baltic legal analysis

RASK carried out a comprehensive legal analysis of the Rail Baltic project.

Investor engagement transaction

RASK advised Fiizy, a company providing an international financing platform, in drafting transaction documents for the involvement of a new investor and conducting a transaction.

Legality case of surveillance inspection

RASK successfully represented a client in the Supreme Court in proceedings involving the client’s appeal against a court ruling. The dispute concerned the issue of whether the lawfulness of surveillance activities may be contested when a criminal investigation is still ongoing and has not been completed (i.e. at the pre-trial stage).

Sale of Euro Oil shares

On 19 February 2018, the Estonian Competition Authority announced the decision to grant Alexela Group a license to acquire shares in the fuel company Euro Oil. As a result of the transaction, Alexela is now the largest fuel franchise company in Estonia, consisting of 100 petrol stations, 31 of which have shops.

 

Corporate advice for BaltCap

RASK was selected as the day-to-day corporate adviser to BaltCap, the leading venture capital company in the Baltics, and its investment portfolio companies Magnetic MRO (previously Air Maintenance Estonia), Tuuleenergia, Energate and their subsidiaries and affiliates.

Acquisiton of three properties

RASK advised a client in acquiring the manufacturing and logistics centre from EfTEN Kinnisvarafond.

In the process of the transaction, the company controlled by Zenith Capital Management purchased three properties – a Stora Enso production facility in Tänassilma, a Mediq logistics centre in Saue, and a Hanza Mechanics production facility in Tartu.

Dispute over taxation of income

RASK successfully represented a client being a natural person in a dispute over the taxation of income. The dispute that reached the Supreme Court concerned a matter of principle related to the taxation of income from the transfer of immovable property.

Dispute over new Hunting Act

RASK analysed the conformity of the new Hunting Act with the Constitution of the Republic of Estonia at the request of several members of the Estonian parliament.

Dispute over Transcom damages claim

RASK represented Transcom, shareholder in Pärnu Sadam (Port of Pärnu), in a court action to claim more than 8 million euros in compensation for damages from co-shareholder A&O and its affiliate Pärnu Laevatehas.

RASK advised the sale of Starman’s shares to Elisa

RASK advised Com Holding OÜ in selling Starman’s shares to Elisa.

Dispute related to pharmacies owned by pharmacists in the Supreme Court

RASK successfully represented Tamsalu Uus Apteek OÜ in the Supreme Court, gaining a landmark victory in the field of pharmacies owned by pharmacists.

Acquisition of Auriga Shopping Centre

RASK advised the company operated by Zenith Capital Management in the acquisition of the Auriga Shopping Centre from ML Halduse.

RASK advised Bambona on a large insurance event

On 9 April 2016, a fire occurred in Tartu, which was the biggest fire in the city for many years. During the fire the warehouse belonging to fruit and vegetable wholesaler Bambona was destroyed. The damage incurred amounted to EUR 700 000.

Dispute on pre-emption right

RASK successfully advised Transcom in exercising the right of pre-emption to acquire shares in Pärnu Sadam (Port of Pärnu).

Sales tax dispute

RASK successfully represented the City of Tallinn in the Tallinn Administrative Court in a case where the legality of the sales tax imposed by the City of Tallinn was called into question. The Administrative Court dismissed the appeals of three companies.

Proceedings for detailed planning for Port of Pärnu area

RASK advised and represented the Port of Pärnu in respect to the proceedings for the detailed plan for the territory of the port (detailed plans for the properties at 44, 46 and 5a J. V. Jannseni) and in communication with the City of Pärnu.

Ammende Villa sale transaction

RASK advised on the sale of the Ammende Villa hotel in Pärnu to Kv3, a subsidiary of Ambient Sounds Investment. RASK prepared the entire seller’s documentation for the transaction.

Establishment of a new investment fund

RASK advised the client to establish a new investment fund based on Estonian capital.

Acquisition of holding in Arealis

RASK advised Elle Capital in a complex and large-scale acquisition and restructuring process involving Arealis.

Launch of Camorka mobile application

RASK advised mobile application developer Camorka on legal issues related to launching an entertaining marketing platform (including the drafting of the Terms of Use).

RASK assisted Com Holding in acquiring Cgates shares

RASK represented its client Com Holding OÜ in acquiring Cgates Group UAB shares from Starman AS. RASK led the negotiations and participated in drafting the documentation for the deal.

Rein Kilk business prohibition action

RASK successfully represented Rein Kilk in court proceedings regarding an application to subject him to a business prohibition. The application was dismissed and Rein Kilk was not subjected to a business prohibition.

Transcom and Pärnu Laevatehas dispute

RASK successfully represented Transcom in the Pärnu County Court and Tallinn Circuit Court in proceedings related to a bankruptcy petition filed by Pärnu Laevatehas. The court denied the petition to declare the bankruptcy of Transcom.

Werol Tehased bankruptcy dispute

RASK advised Rein Kilk as a former member of the board of Werol Tehased (in bankruptcy) in a court action against Rein Kilk and other members of the board of Werol Tehased initiated by the trustee in bankruptcy for 6.8 million euros in damages.

VEKA Engineering public procurement dispute

RASK represented VEKA Engineering, whose joint offer in the public procurement was challenged.

Supplementary punishment for traffic offence

RASK successfully represented a client in a landmark case before the Supreme Court of Estonia in relation to imposing a supplementary punishment for a traffic offence.

Wind farm court actions in Pärnu county

RASK successfully represented Tuuleenergia in nine concurrent court actions in relation to contesting the building permits and detailed plan for a wind farm to be built in the Mäli and Tamba area of Pärnu county.

Rask Advokaadibüroo