Business Transactions
We have extensive experience advising on significant and cross-border transactions, including mergers and acquisitions and the conduct of due diligence. We frequently work on transactions in collaboration with overseas law firms in multiple jurisdictions.
We advise clients on capital market transactions, listings on regulated markets, equity and debt offerings and tender offers, in a broad variety of industries.
We work on behalf of both lenders and borrowers on a wide variety of finance and security transactions, including syndicated and multi-creditor facilities, senior and mezzanine funding, leveraged buy-outs, project and asset finance.
In addition, we advise on a variety of commercial transactions relevant to our practice areas and industries including shareholder and joint venture agreements, agency, distribution and franchising agreements and construction contracts.
Advising:
- an international institutional investor on Maltese law issues related to its participation in a professional investor fund
- a private equity firm on its Maltese-based holding structure for its pan-European investments
- A private equity firm on the financing of an acquisition of a group of companies in the gaming industry
- on the incorporation and licensing of a Malta-based professional investor fund and fund agreements entered into between the fund, the fund manager and investors
- on the acquisition of a Maltese credit institution
- on the sale of a Maltese-licensed insurance undertaking
- a private investment fund on its acquisition and financing of an equity stake in a company manufacturing and distributing consumer goods
- A private equity investor on the acquisition of an asset-backed distressed loan and enforcement of security
- An international credit institution on a loan participation to finance an infrastructure project
- An international credit institution on senior and mezzanine facilities to finance a leveraged buy-out of a telecommunication company
Key Contacts: Dr. Stephanie Shaw / Dr. Roderick Zammit Pace
Regulation & Corporate Governance
We have a wealth of experience advising directors of listed, regulated and private companies on regulation, corporate governance and best industry practice as well as their duties to shareholders and other stakeholders.
We assist domestic and international financial institutions, asset managers, insurance firms and investment funds with their licence applications, and on-going regulatory and compliance matters, including the cross-border regulatory issues arising on the EU passporting of their services and branches, and the distribution of their products across EU member states.
In addition to our regulatory work in the financial sector, we also advise on regulation in other sectors. For instance, we regularly advise distributors of medical devices, pharmaceutical and biotechnology companies on the regulatory framework applicable to their businesses and products. We also offer advice on energy regulation.
Advising:
- A Maltese credit institution on the establishment of a branch in the UK under EU passporting rules
- Credit institutions in judicial review proceedings before the Financial Services Tribunal, the Administrative Board of Review of the European Central Bank and the Superior Courts of Malta
- A major hotel in Malta on its bond issue and listing on the official list of the Malta Stock Exchange
- A financial services group on its share and bond issues and listing on the official list of the Malta Stock Exchange
- An international banking group on the offering in Malta of notes under its Euro Medium Term Note Programme
- Pharmaceutical companies on regulatory issues
Key Contacts Dr. Pier Luca Bencini / Dr. Roderick Zammit Pace
Dispute Resolution
We are experienced litigators in our practice areas. We are regularly instructed to work on financial litigation to resolve multi-jurisdictional disputes.
We advise on corporate and related litigation such as shareholder disputes, breach of director duties, unfair prejudice claims and insolvency.
We advise on contentious regulatory matters and have significant experience assisting both service providers and investors on investment product mis-selling claims. We also advise investors and investment funds on claims against fund managers and depositaries.
We regularly assist lenders and borrowers on banking litigation and claims relating to the enforcement of guarantees and security.
In addition, we advise clients in the industries we serve on general commercial dispute resolution.
Advising:
- Investment Funds in mismanagement claims against asset managers
- Investors in professional negligence claims against custodians of investment funds
- Investment services providers on mis-selling claims
- Directors of regulated companies in the investment services sector on liquidation proceedings
- Directors of regulated companies in the gaming sector on liquidation proceedings
- Plaintiff in a fraud case in a cross-border dispute
Key Contacts: Dr. Sharon Pace Gouder / Dr. Roderick Zammit Pace
Taxation
We have significant experience advising international clients on cross border tax planning and structuring particularly for multinational enterprises and high net worth individuals.
We advise on the tax implications of Malta companies operating across various industries including financial services, real estate, consultancy, intellectual property and software development, as well as on Malta trusts and foundations.
In addition, we also provide tax advice on restructuring, mergers and acquisitions and other commercial transactions. In providing our advice we frequently work in collaboration with overseas tax advisors in multiple jurisdictions in relation to tax implications arising both in and outside Malta.
Advising:
- On the Malta tax implications of a cross-border merger
- On the local tax implications relating to the sale of business assets and the sale of shares in a Malta company
- A global IT consultancy company on its local and international tax implications following the setting up of a Malta company
- Malta resident and non-domiciled individuals operating a business in Malta on local and international tax implications
- High net worth individuals on the tax implications of taking up residency in Malta
- High net worth clients on the purchase of immovable property in Malta
Key Contacts: Dr. Rachel Saliba / Dr. Roderick Zammit Pace