Financial Markets

Banking

Boyanov & Co. has the leading banking practice in Bulgaria. Its clients include major commercial and investment banks, export credit insurance companies, as well as financial institutions from around the world and the largest domestic banks. The firm offers comprehensive and quality service, advising on the full spectrum of bank related transactions, such as:

  • establishment and licensing of banks, including advising banks licensed in the EU on providing banking services in Bulgaria under the EU passport regime;
 
  • bank acquisitions – all legal aspects;
 
  • banks corporate issues;
 
  • day-to-day banking operations;
 
  • regulatory compliance; and
 
  • bank insolvency.
The firm has been involved in the Bulgarian banking sector’s most important transactions during the last decade. See the Deals and Cases sections for more information. Boyanov & Co. renders permanent services as legal counsel and corporate secretary of five major Bulgarian banks, including the industry leader.

During the first insolvencies of major state-owned banks in Bulgaria, Boyanov & Co. assisted 14 foreign banks and financial institutions – creditors of the insolvent banks – in filing their claims related to the bankruptcy procedure. We have participated in successful negotiations for the recognition of some of the insolvent banks’ debts as governmental debts and on the swap of those debts for instruments that can be used in the privatization process in Bulgaria.

Finance

Our award-winning finance practice acts for borrowers, lenders, lessors, lessees, debt and equity issuers and guarantors in a wide range of the capital market and other financial transactions. We have been the pathfinders for many financial products and transactions that were unknown to the Bulgarian market before.

One of our strategic strengths is the ability to deliver complex and comprehensive advice on all aspects of the specific project, including regulatory and tax requirements, custody, and foreign exchange. We bring together the knowledge and expertise of lawyers from different practice groups to provide effective and creative solutions.

Our specific services include:

  • corporate and project finance;
 
  • syndicated loans;
 
  • stock exchange transactions, public offerings and private placing of securities;
 
  • issuance and placement of sovereign or private bonds and other debt instruments;
 
  • various forms of credit and guarantee facilities;
 
  • sovereign and private debt restructuring and rescheduling;
 
  • aircraft, ship, real estate and equipment financing, including leasing and lease receivables collateralization;
 
  • collateralization of loan facilities, including mortgages, possessory and non-possessory pledges;
 
  • netting and foreign exchange regulations;
 
  • foreign exchange and derivative transactions;
 
  • investment structures, investment funds establishment and licensing; and
 
  • licensing and regulatory and compliance services to banks, investment firms, payment institutions and other financial institutions.
Boyanov & Co. has been consistently involved in the largest and most important finance transactions in Bulgaria. Leading foreign and domestic banks, investment funds, corporations and financial institutions have sought our legal advice and assistance.

The firm’s team has extensive experience in all kinds of lending transactions. We have advised on numerous secured transactions involving all forms of security, including bank and performance guarantees, pledge of assets, shares and movables, enterprise mortgages, mortgages of immovable assets, and general guarantees.

Please see the Deals and Cases sections for more information on major and recent transactions.

Insurance

Our insurance practice has always been at the vanguard of local business and regulatory development. We have been engaged in a number of pioneering projects:

  • In 1996, we assisted AIG in taking control of a local insurance company – the first investment made in Bulgaria by a foreign insurance company;
 
  • In 1998, we assisted a major Greek insurer in the incorporation and licensing of a local subsidiary – the first issuance of a license to a newly-incorporated company under the 1997 Insurance Act;
 
  • In 2006 we advised Cardif – the insurance arm of BNP Paribas – on the establishment and licensing of two branches in Bulgaria. This was the first licensing of a foreign company branch under the Insurance Code of the same year.
We advise on a wide range of issues in various areas of the insurance business (life, casualty, property, health, pension, unemployment), including:
  • establishment and licensing of insurance companies, including foreign insurance companies subsidiaries and branches opening and licensing;
 
  • assisting foreign insurance companies in taking control over local insurers;
 
  • advising on regulatory issues;
 
  • insurance products drafting and licensing;
 
  • regulation of product marketing, distribution and intermediaries;
 
  • representing clients before the courts, regulatory and other authorities;
 
  • acting as Corporate Counsel and Corporate Secretary for insurance companies;
 
  • insurance issues in the context of project finance transactions;
 
  • bancassurance schemes;
 
  • insurance disputes; and
 
  • liquidation of insurance companies.
Boyanov & Co. is at the forefront of developments in the convergence of the insurance and capital markets. In addition to advising insurers and bankers, our insurance expertise is sought by a considerable number of companies from different sectors of the economy.

Capital Markets

We offer a wide range of legal advice in relation to investments, issuance and trade in financial instruments, government and corporate securities (including equities and bonds), over-the-counter derivatives, rights and other instruments, repo and buy-sell back transactions, block and cross transactions on the Bulgarian Stock Exchange. We also offer advice on “hot” topics such as trading in emission allowances.

Boyanov & Co. has extensive experience and has advised major international clients such as DresdnerKleinwort, Morgan Stanley, JPMorgan, Credit Suisse, The Bank of New York, Goldman Sachs, ING Bank, Alpha Bank, the Futures and Options Association. Our clients also include local counterparties in the banking, financial services and commodities industries. We are proficient in financial instruments and securities trade, including cash-settled commodity derivatives under the ISDA Master Agreements, and related standard documentation of the International Swap and Dealers Association.

Our experience includes setting up, licensing, and drafting of the full set of corporate and commercial documents for local investment firms.

Our clients include major international financial conglomerates, investment funds, trusts and other financial institutions, as well as the Bulgarian and other governments.

Please see the Deals and Cases section for highlights of our experience in this practice area.