24 January 2023 | Hotel Schani Wien

On 21 April 2021, the European Commission (ECOM) published measures aimed at fostering sustainable investment and steering finance towards the European Green Deal.

In the world of finance, the rise of environmental, social and governance considerations has compelled bankers, investment professionals and banking and finance lawyers to reevaluate their mindset.

31 January 2023 | University of Natural Resources and Life Sciences Ilse Wallentin Haus

Environmental protection and climate change are by far the hottest topics in contemporary competition policy. The European Green Deal, signed by the EU 27, sets out to make Europe the first climate-neutral continent by 2050, where economic growth is decoupled from resource use.

Across the globe, more and more companies are looking into ways to strengthen their environmental, social and corporate governance ("ESG") profile as investors realise that a strong ESG profile is the key to safeguarding a company's long-term profit and growth.

This article was published on amcham.ro, 27.03.2024

In August 2022 the Hungarian Competition Authority (GVH) closed its accelerated sector inquiry into the market for insulation materials, providing recommendations to manufacturers, the public, waste management operators and the legislator, aiming for a decrease in product prices.

Schoenherr provided comprehensive legal advice to Austrian green tech scale-up neoom on the structuring and implementation of its "impact invest" customer financing scheme as well as related project debt financing in an amount of up to EUR 30m arranged by Solas Capital. The financing enables neoom to offer its customers long-term instalment purchase contracts for equipment related to decentralised energy projects, thereby improving the accessibility of energy efficiency and self-consumption PV technology for neoom's clients in Austria and Germany. Schoenherr acted as lead counsel to neoom on all aspects of this transaction. 

Sustainability is crucial for ensuring the long-term wellbeing of the planet and future generations. It encompasses responsible practices that preserve natural resources, mitigate climate change, and promote social and economic balance, ultimately creating a harmonious and sustainable world for all.

ESG ratings are all the rage these days, especially in the Polish banking sector. But there is still no one-size-fits-all methodology supervised by, for example, the European Banking Association. Instead, multiple rating institutions such as MSCI, Morningstar Sustainalytics, S&P Global and Sustainable Fitch, assess companies on their environmental, corporate governance and social attributes.

Climate change litigation has been making waves, with companies and states facing legal challenges related to their environmental impact. Climate activists try to enforce their right to climate protection and a sustainable future through legal proceedings and are treading a fine line between environmental regulations, corporate responsibility, and inaction of their own states. Most companies are aware of these developments and do their best to balance business goals while enhancing sustainable practices.

The sustainable finance sector has seen a surge, with Sustainability-Linked Loans (SLLs) hitting EUR 212 billion in early 2024^[1], driven by a global emphasis on environmental responsibility and incentivizing ESG-compliant practices. This trend underscores the role of SLLs in corporate finance and global sustainability efforts.

Schoenherr advised Cubic (London) Ltd. ("Cubic") et al on the sale of all shares in Impact Asset Management GmbH ("I-AM"), a Vienna-based investment firm specialised in sustainable and impact-driven investment strategies, to Erste Asset Management GmbH ("Erste AM"). The agreement was executed on 11 September 2024 and closing of the transaction is subject to the required regulatory approvals.

Greater interest in ESG and the energy transition may be observed recently throughout Europe, especially after the COVID-19 pandemic and the Russian aggression against Ukraine. The green energy transition has become not only a matter of climate protection but also of domestic security. As banks are one of the most important sources of external financing, they play a significant role in the transformation to a sustainable economy and can contribute towards mitigating adverse effects on the environment and society by key players in the global economy.

The world has seen a significant shift towards sustainable energy sources in recent years. One of the most promising and rapidly growing sectors in the renewable energy industry is offshore wind parks. These structures that use the power of wind over the open seas are quickly gaining popularity as part of the global effort to combat climate change. This article will explore the global trend of offshore wind parks and shed light on Montenegro's potential in this eco-friendly energy source with a special focus on fixed-bottom wind parks.

The Corporate Sustainability Due Diligence Directive (CSDDD) is a landmark piece of legislation that aims to promote sustainable and responsible corporate behaviour in the EU and beyond. It establishes mandatory due diligence obligations for large companies to identify, prevent, mitigate and account for how they address actual and potential impacts on human rights and the environment in their chain of activities. It also requires companies to adopt and implement a climate transition plan. Overall, the CSDDD has significant implications for companies operating in or with the EU, as it introduces new obligations, liabilities and risks, as well as opportunities.

As we wrote in last year's edition, sustainability claims are "trendy but tricky", at least from the perspective of advertisers: On the one hand, there is social and economic pressure to offer green, sustainable, climate-friendly or even CO2-neutral products and services. On the other hand, one should avoid not only the accusation but also the legal consequences of engaging in greenwashing, i.e. misleading environmental advertising. This year, our slogan needs the following update: "Sustainability claims: trendy, tricky and soon to be expensive", as the EU Commission's latest proposal for a Directive on Green Claims foresees a strict regulation of environmental claims and labels. 

The issue of environmental crime has been addressed in international and European fora for many years. The most recent international event dedicated to environmental protection was the 5th EELF Annual Conference "Sustainable Management of Natural Resources – Legal Instruments and Approaches" held from 30 August to 1 September 2017 at the University of Copenhagen.

Proposed new legislation would introduce automatic permits for certain energy infrastructure projects (eg, electricity grids and power plants). According to the federal minister for digital and economic affairs, in order to maintain Austria's attractiveness as a business location and ensure sustainable development, comprehensive investment in its infrastructure is required. 

Montenegro's Law on Games of Chance (the "Law") was enacted in 2004 and has undergone multiple amendments since. The most recent ones came into effect on 1 January 2024. The aim of the amendments, as stated by the competent authorities, is to ensure a sustainable regulatory system for organising games of chance via the internet or other telecommunication means, as well as to generate additional revenue from these activities. 

The draft of the Nature Restoration Law (NRL) unveiled by the EU Commission in 2022 and narrowly approved by the EU Parliament in July 2023, has been met with both enthusiasm and controversy. It sets lofty objectives for the Member States to restore ecosystems, supporting the unionwide and long-term sustainable recovery of biodiversity and nature's resilience. To achieve this, the NRL aims to establish binding restoration targets and obligations for various ecosystems. By 2030, these measures should cover at least 20 % of the Union's land and sea areas and extend to all ecosystems "requiring restoration" by 2050. To meet these goals, Member States must create and implement "restoration plans".

The European Parliament adopted the Corporate Sustainability Due Diligence Directive (the "CSDDD") on 24 April 2024. This is a landmark piece of legislation that aims to ensure companies contribute to sustainable development by identifying, preventing and mitigating potential or actual adverse human rights and environmental impacts in their operations and value chains (see our newsletter of 20 March 2024 for more information). The directive now also needs to be formally endorsed by the Council, signed and published in the EU Official Journal, entering into force twenty days later. Member States must transpose the CSDDD into national law within two years of its entry into force. But companies are well advised to prepare for the new compliance obligations right away.

The first CEE Compass Conference, held on 16 May 2024 , marked an inspiring milestone for Schoenherr as we launched our own international conference series. This new annual event is designed to bring together decision-makers and thought leaders from across industries to explore critical trends shaping Central and Eastern Europe (CEE). Every year, we focus on developments that affect businesses around the globe. For the first edition, we have dedicated the event to "going green". The energy in the room was palpable as we delved into key topics driving the region's green transition and sustainability agenda. 

Featuring five compelling panels, the conference kicked off with an exploration of opportunities for going green in CEE and the evolving regulatory landscape for sustainable investments. We examined the investment trends reshaping industries, such as energy transition and decarbonisation, and provided actionable insights into cross-border M&A and foreign direct investments. Sector-specific ESG practices in manufacturing and real estate sparked vibrant discussions, while practical pathways to netzero, including corporate power purchase agreements and renewable energy storage, highlighted innovative solutions. Our panel on sustainable financing addressed the financial mechanisms enabling the green transition, from bankable renewable energy projects to decarbonisation financing strategies. The day concluded with a thought-provoking discussion on dynamic forces, such as digitalisation and greenwashing, shaping our sustainable future. We look forward to hosting this groundbreaking event annually, fostering collaboration and driving meaningful change in the CEE region.

Schoenherr advised Seven Refractories GmbH on the sale of its European, Indian and US operations to RHI Magnesita for a cash consideration of approximately EUR 93m. Closing is expected in the second half of 2023 and is subject to the fulfilment of customary regulatory approvals.

10 October | Bucharest

Schoenherr advised the European growth equity fund Verdane on its partnership with Cropster, a leading developer of a software platform for the coffee industry. With the partnership, Verdane acquires a majority stake in Cropster and will support it on its growth path, which includes both M&A and organic growth.

The new EU Energy Performance of Buildings Directive (EPBD), adopted in early 2024, represents a crucial step towards sustainability and energy efficiency in Europe. This Directive is a key component of the broader climate goals of the European Union, which aims for climate neutrality by 2050. The construction sector plays a central role in this context, as it is responsible for about 36 % of CO₂ emissions and 40 % of total energy consumption in the EU.

Schoenherr advised Enery on signing a EUR 214.45m bank loan facility with UniCredit Bank, Banca Comercială Română and ERSTE Group Bank as original lenders and mandated lead arrangers. BCR and UniCredit acted as joint coordinators and bookrunners, while Unicredit was nominated as documentation agent and BCR was nominated as ESG coordinator, security and facility agent.

21 March 2024 | 5:00 – 8:30 pm EET

Molteni&C Flagship Store | 202 Calea Dorobanti, Bucharest

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

In efforts to support the low-carbon transition and tackle greenwashing, the EU has introduced a new voluntary gold standard for green bonds. This article explores the key aspects of the EU Green Bond Standard and examines how Western Balkan countries are positioning themselves within this evolving landscape.

The Central Bank of Hungary (MNB) is encouraging the banking sector to increase the level of green loans. To this end, significantly reduced capital requirements have been put in place when applying for loans, and green company bonds were introduced in summer 2020 as part of the MNB bond funding for growth scheme. The Hungarian government is now ready to intervene to achieve climate neutrality.

13 - 15 June | Malta

Schoenherr advised Siemens Energy regarding a Joint Venture Agreement with Končar d.d. (ZSE, KOEI) for the production of transformer tanks. The new JVCo will be structured with Končar holding 60 % of the shares and Siemens Energy holding 40 %. The joint venture will establish a state-of-the-art transformer tank manufacturing facility at Končar's Sesvetski Kraljevec site, optimising and increasing the production capacities of Končar's transformer tanks business.

Welcome to our March edition of Schoenherr's to the point: technology & digitalisation newsletter!

Schoenherr Romania advised AkzoNobel on the sale of its extruded polystyrene (XPS) insulation material production activities in Romania to HIRSCH Porozell. The production facility near Bucharest became part of AkzoNobel following the acquisition of Fabryo in October 2018. Through this divestment, AkzoNobel plans to focus on its key expertise and streamline its footprint towards a single production site in the local market.

Schoenherr advised Eversports, an Austrian SaaS-enabled sports booking platform, and its shareholders on the start-up's acquisition by the European specialist growth investor Verdane.

Thanks to numerous governmental measures, such as the introduction of the 5 % VAT rate, favourable conversion of foreign currency loans, baby waiting loans and VAT refunds, the number of Hungarian residential construction projects increased by the end of 2019. 

Hungary, renowned for its architectural heritage, is on the verge of a major transformation in architecture and construction.

Hungary's national settlement planning and construction requirements are currently governed by Government Decree 253/1997. (XII. 20.) (OTÉK), which outlines the regulations on which construction is planned and licensed. On 1 October 2025, Act C of 2023 on Hungarian Architecture entered into force, and together with an upcoming government decree on urban planning and building requirements (effective from 1 January 2025), it is expected to reshape the future of properties in Hungary. Until 30 June 2027, OTÉK and the Decree must be applied in parallel. The regulations will promote environmental awareness and sustainability, incorporating a new set of principles and restrictions on zoning for new construction, of which we have highlighted a few for your attention.

EU Regulation 2024/1781 on Ecodesign Requirements for Products, established on 13 June 2024, aims to create a comprehensive framework for enhancing product sustainability throughout their lifecycle. This regulation is a pivotal component of the EU's Green Deal and Circular Economy Action Plan, addressing the need to transition from linear production and consumption models to a circular economy. It sets out ecodesign requirements to improve product durability, reliability, reparability, upgradability, reusability and recyclability. It also aims to reduce hazardous chemicals in products, enhance energy and resource efficiency, and minimise waste generation. This regulation has significant implications for public procurement, particularly in the construction sector, which is a major consumer of materials and energy.

Hungary’s agricultural sector has a rich historical tradition but faces challenges due to insufficient financing. The European Union’s Common Agricultural Policy (CAP) provides funding for farm restructuring and market support, while Hungarian farmers can seek financing from banks and cooperatives. The Hungarian government has also established various programs to provide financing for agriculture, including subsidies or machinery and technology investments and funding for training.

For over 15 years, interested parties have been permitted to establish long-term leases on privately owned construction land for investment and building purposes. This opportunity for business expansion was formalised in 2008 with the Construction Land Act, following the adoption of the first Macedonian Construction Act, which prescribed long-term leasing as a legal basis for obtaining building permits.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

Welcome to our to the point newsletter. Every month, we are looking back at the most relevant developments in the area of financial regulation in the CEE region.

In an era where convenience is king, consumers worldwide are embracing the ease of online services. A transformative trend known as open banking is making waves in the realm of finance.

As a part of the "Fit for 55" package for a climate neutral Europe by 2050, a recast of the EU Energy Performance of Buildings Directive (EPBD) is currently being adopted. Although still in the legislative process, the new EPBD clearly will impose stricter requirements for energy efficiency of buildings, with the plan to achieve zero-emission and fully decarbonised building stock by 2050. The three main aspects of the revised legislation are described below.

The smart city concept has been a topic of much debate and several legal instruments, such as the New Leipzig Charter or the Pact of Amsterdam. Nevertheless, robust legal support from the Romanian government is needed to transpose the European decisions and to narrow the gap between innovative ideas and their implementation.

Schoenherr advised Renovatio on the sale of renewable energy production assets with a capacity of approximately 18 MW to OMV Petrom. The projects are operational and include two wind farms located in Eastern Romania, with a total installed capacity of 16 MW, and a micro-hydro power plant, with a capacity of 2 MW, in Northwestern Romania. The estimated cumulative annual production of these assets is approximately 45 GWh.

Schoenherr advised Vienna Stock Exchange listed Wienerberger AG, a leading international supplier of building materials and infrastructure solutions, on the EUR 81.25m placement of treasury shares with institutional investors.

Schoenherr advised Enery on the acquisition of a Romanian renewable energy multi-technology (wind, solar and hydropower) portfolio with 81 MWP of installed capacity from Jade Power Trust, and on the related financing. With this deal Enery, which has been developing solar greenfield assets in Romania for three years, enters the local green electricity production market as a major player.

Schoenherr advised Enery on signing a multi-year virtual power purchase agreement (VPPA) with Ursus Breweries, part of Asahi Europe & International, to provide green energy and guarantees of origin for the production at their brewing facilities in Romania.

22 September 2023 | Intercontinental Athénée Palace, Bucharest