Judgment of the European Court of Justice in Case C-406/04 Gérald De Cuyper of 18 July 2006.

New use of Article 21 (4) of the Merger Regulation

Judgement of the European Court of Justice in Case C-341/04 Eurofood IFSC Ltd of 2 May 2006.

Hana Heroldová and Jana Schovancová drafted a chapter dealing with regulation of advertising in the pharmaceutical sector in the Czech Republic for the publication The International Comparative Legal Guide to: Pharmaceutical Advertising 2006. In their article they reply to questions concerning advertising of medicinal products, rules regulating advertisements of health professionals and other experts dealing with health issues, including advertising of health institutions such as hospitals. The article also answers questions concerning Internet advertising in the field of pharmacy, including regulation of advertising of health technology. The publication was issued by the British publishing house Global Legal Group. The article can be downloaded here.

KŠB represented Cyprus-based Torpera Limited, a member of the PPF Financial Group, in preparing a joint-venture agreement with the Chinese company Sichuan Changhong Electric Co., Ltd. for the manufacture of plasma televisions. The agreement sets forth the fundamental parameters of cooperation in the joint venture between the PPF Group and Changhong and was entered into on September 12, 2006.

Squeeze-outs pursuant to Section 183i et seq. of the Commercial Code have been a part of the Czech legal system only since July 1, 2005, a relatively short time, but they immediately became in principle a frequent instrument used for solving ownership structures in many important Czech commercial companies.

In the Czech Republic as well as in other EU countries, the first events from application of Council Regulation (EC) No. 1346/2000 on Bankruptcy Proceedings have appeared pursuant to which courts of the member state in which the debtor’s main interests are concentrated are competent to commence bankruptcy proceedings. In case of a company or another legal entity, the registered office is considered to be the place where main interests are concentrated, unless the contrary is proven. A court of such member state can newly declare bankruptcy with effects in the Czech Republic in respect of a Czech entity with a registered office in the Czech Republic but with main interests on the territory of another EU member state without the necessity of undergoing the procedure for recognition of an insolvency decision. This also applies in the opposite case in which Czech courts can declare bankruptcy in respect of a debtor from another EU member state under the same conditions.

On March 8, 2006, two legal regulations became simultaneously valid and effective which significantly amend the Commercial Code and the Accounting Act and have considerable practical impact in the area of law for commercial companies.

Negotiations concerning the draft order titled REACH, which regulates in particular the registration of chemicals by their producers and the effectiveness of which is envisaged in 2007, is in the final phase. This is a very significant legal regulation concerning de facto all companies involved in the chemical industry. All documentation concerning these issues is available at http://ecb.jrc.it/REACH/.

In the case of a lease agreed upon for entrepreneurial purposes, the lease agreement must newly contain information on the type of business carried out on the leased commercial premises. If the lessee wishes to change the type of business and if such change significantly affects the use of the commercial premises, the lessee may do so only subject to the lessor’s previous consent, unless agreed otherwise. The lessee’s failure to do so constitutes grounds for the lessor’s notice of termination, unless agreed otherwise. Neither the lessee nor the lessor may terminate the lease on the grounds of change in ownership of the building in which the leased commercial premises are located, unless agreed otherwise. In the case of the lessee’s dissolution as a legal entity, the lease newly terminates only if such legal entity was dissolved without a legal successor, unless agreed otherwise. (Effective as of October 19, 2005.)

The regulation introduced the so-called European Enforcement Order for uncontested claims, i.e. receivables recognized by creditors on the basis of a payment order or a judgment for recognition. The basic idea of this regulation is that if investigatory proceedings correspond with a certain standard, the claim arising from the proceedings can be confirmed in the state where it was issued as an European enforcement order. Such claim can be executed in another member state without the necessity of exequatur, i.e. recognition proceedings. The regulation brings evident advantages to creditors who have the possibility of fast and effective resolution in a foreign country without involving the court power of the member state in which they seek the claim, i.e. without delays and higher costs. The regulation is a part of a set of measures for further development of the principle of mutual recognition of judgments and other decisions by court bodies in the EU. (Effective as of October 31, 2005.)

On March&nsbp;17, 2006, the Senate of the Parliament of the Czech Republic approved an important amendment to Act No. 189/2004, Coll., on Collective Investment. Besides certain amendments of a technical nature, this amendment brings about three fundamental changes with significant importance for investment companies and funds, developers, real estate dealers and risk capital investors.

The European Union prepares a fundamental reform of the existing European telecommunication policy. For this purpose, the General Directorate of the European Commissions’ Information Company opens an expert public discussion. For details see http://europa.eu/rapid/pressReleasesAction.do?reference=IP/06/874. Potential standpoints can be sent until October 30, 2006.

On March 14, 2006, Act No. 107/2006, Coll., on Unilateral Increase of Apartment Rent and on Amendment to Act No. 40/1964, Coll., the Civil Code, as amended (called the “Four Years Act”) was announced in the Collection of Laws becoming effective March 31, 2006. The regulation of increasing the rent is valid until December 31, 2010.

The General Directorate for the Economic Competition of the European Commission addressed the expert public and asked for a standpoint concerning issue connected with retail banking, specifically issues concerning current accounts and associated services. The base for an expert discussion should be the Commission’s Report concerning these issues issued in June 2006. Expert standpoints can be presented until October 9, 2006. For details on these issues see the European Commission’s web page http://ec.europa.eu/comm/competition/antitrust/others/sector_inquiries/financial_services/public_consultation_2.html.

The European Parliament has approved five orders regulating project financing from structural funds for 2007- 2013. EUR 308 billion has been allocated for the Solidarity Fund, European Social Fund, Regional Development European Fund and for the new European Association for Territorial Cooperation in the EU’s seven-year budget. The approved legislation defines targets and in particular the criteria for drawing on the funds and for their distribution in the extended EU. The means for drawing on the funds is opening in the amount of almost EUR 308 billion for 2007 through 2013, which is more than one third of the total financial framework. EUR 23.6 billion (i.e. more than CZK 773 billion) is allocated for the Czech Republic from the funds. For allocation of the funds from structural funds and the Solidarity Fund among operation programs in the Czech Republic in 2007-2013 and other details see http://www.strukturalni-fondy.cz/operacni-programy-2007-2013/.

In the European Union a public discussion has just ended on the proposal for a change of the existing order No. 69/2001 on application of Articles 87 and 88 SES (state support) for de minimis public support in the area of transportation and coal industry. Therefore, it is possible to expect that this proposal will be negotiation in a short time. Quite interesting is the fact that the Commission also made available full texts of standpoints of certain entities concerning this proposal, such as those of Scottish Coal, CoalPro, IG Bergbau Chemie Energie, Eurelectric, etc. The proposal is available at http://ec.europa.eu/dgs/energy_transport/state_aid/consultation/2006_04_15_en.htm.

Public administration is newly understood as a service to the public. In comparison with the original administrative rules, the new administrative rules concerns all public administrative proceedings, i.e. the procedures of state administrative bodies and of self-governing bodies (municipalities, regions, profession self-governance).

The General Directorate for Energy Industry and Transportation of the European Commission published on its web page a fundamental document “Annual Report on Energy Industry and Transportation for 2004“. The full text of this publication can be obtained free of charge on the European Commission’s web page – see http://ec.europa.eu/dgs/energy_transport/figures/energy_review_2004/index_en.htm.

On May 19, 2006, Act No. 214/2006, Coll. was announced in the Collection of Laws, which amends Act No. 455/1991, Coll., the Trade Licensing Act, as amended, and certain other acts; this act became effective on August 1, 2006. The aim of the amendment is to simplify procedures during registration of an entrepreneur in the area of small trade business activities; such simplification is to be achieved by reduction of the number of acts and visits that the entrepreneur is obliged to perform in connection with commencement of its business activities. The act also concentrates certain acts that the entrepreneur had so far to perform separately into a single location. The Trade Register is newly pronounced by the act as a public administration information system. The Trade Licensing Office of the Czech Republic is its administrator and the Trade Register is operated by municipal and regional trade licensing offices in the extent set forth by law.

The Labour Code (LC) cancels fifty-eight valid legal regulations with effect as of January 1, 2007 and is drafted as a labour-law code containing, save for certain exceptions, complete labour-law regulations. As up to now, the legal regulation of collective bargaining remains outside the Labour Code.

On July 1, the new Public Procurement Act No. 137/2006, Coll. (the "Act") became effective, which became to exist as a part of a legislative package creating a legal framework for public procurement and concessions (which are newly regulated in a separate Act No. 139/2006, Coll.). It can be stated that adoption of this act represents apparent improvement of the existing legislation, since it brings legal precision of the conditions for orders with simultaneous guaranteeing a more free attitude to the orderers procedures and starts from consistent respecting the proportionality principle in the sense of balancing the achievable degree of the formality of the applied rules (generally contributing to higher transparency) with a practically tolerable amount of administrative costs and time of the prescribed procedures. Read more here/p>

This project was realized within the PPF Group in which a part of the assets from Česká pojišťovna a. s. was spun-off to establish the new company Home Credit Grand Holding a. s.

In a pioneering legal move, the first ever Cypriot European company (societas europea) - RPG Industries SE - was registered by the Cypriot authorities on 3 August 2006. This European company was formed by a merger of two significant Czech companies Karbon Invest and Charles Capital into their Cypriot parent. European company is a new type of corporation introduced recently by the EU law. It is for the first time that important Czech companies have participated in a true cross-border merger.

Judgement by the European Court of Justice in Case C-302/04 – Ynos kft v Janos Varga, dated 10 January 2006

Judgment by the European Court of Justice in Case C-330/03 Colegio de Ingenieros de Caminos (Institution of Civil Engineers), Canales y Puertos v Administración del Estado (State Administration), dated 19 January 2006

OJ [2005] C 293

Decision by the European Court of Justice in Case C-148/04 – Unicredito Italiano SpA v. Agenzia delle Entrate, Ufficio Genova 1, dated 15 December 2005

European Parliament and Council Regulation 2005/1889/EC dated 26 October 2005, on controls of cash entering or leaving the Community (OJ [2005] L 309)

Judgement by the European Court of Justice in Case C-446/03 – Marks & Spencer plc vs. David Halsey (Her Majesty’s Inspector of Taxes), dated 13 December 2005

Directive 2005/56/EC of the European Parliament and of the Council dated 26 October 2005, on cross-border mergers of limited liability companies (OJ [2005] L 310)

Based on an analysis performed by the prestigious magazine Global Competition Review (No. 8, December 2005/January 2006), law firm Kocián Šolc Balaštík was assessed as one of the top three elite law firms in the Czech Republic in the area of competition law.

Directive 2005/29/EC of the European Parliament and of the Council of 11 May 2005 concerning unfair business-to-consumer commercial practices in the internal market and amending Council Directive 84/450/EEC, Directives 97/7/EC, 98/27/EC and 2002/65/EC of the European Parliament and of the Council and Regulation (EC) No 2006/2004 of the European Parliament and of the Council (OJ [2005] L 149) – hereinafter the “Directive”

Judgement of the European Court of Justice in case C-287/03 – Commission v. Belgium, dated 12 May 2005

Judgement of the European Court of Justice in case C-231/03 – Consorzio Aziende Metano (Coname) v. Commune di Cingia de’Botti, dated 21 July 2005

The judgement of the European Court of Justice in case C-191/03 – North Western Health Board v. Margaret McKenna, dated 8 September 2005

Judgement of the European Court of Justice in case C-212/03 – Commission v. France, dated 26 May 2005

Commission decision in Case No. COMP/39.116/B-2 – Coca-Cola issued pursuant to Article 9(1) of the Council Regulation 1/2003

Judgement of the Court of First Instance in case T-28/03 – Holcim (Deutschland) AG v. European Commission, dated 21 April 2005

KŠB represented Spanish company TELEFÓNICA, S.A. in the acquisition of a 51.1% share in ČESKÝ TELECOM. This was the largest acquisition in the Czech Republic in 2005, with the purchase price reaching nearly 83 billion Czech crowns.

Commission Guidelines for the Notification of Dangerous Consumer Products to the Competent Authorities of the Member States by Producers and Distributors in accordance with Article 5(3) of Directive 2001/95/EC (Commission document No. C (2004) 4772/F of 14 December 2004)

The judgment of the European Court of Justice in Denuit and Cordenier (C-125/04) of 27 January 2005

The judgment of the European Court of Justice in European Commission v. max.mobil Telekommunikation Service (C-141/02 P) of 22 February 2005

The judgment of the Court of First Instance in Chiquita Brands and Others v. European Commission (T-19/01) of 3 February 2005

Judgment of the European Court of Justice in Tetra Laval BV v. European Commission (Case C-12/03 P) of 15 February 2005

Judgment of the Court of First Instance in Laurent Piau v. European Commission (Case T-194/02) of 26 January 2005

Proposal for Regulation of the European Parliament and of the Council concerning the Visa Information System (VIS) and the exchange of data between Member States on short stay-visas This regulation will enter into force from on the twentieth day following that of its publication in the Official Journal of the European Union. Official Journal of the European Union, C 052 of 2 March 2005.

Judgments of the European Court of Justice in Merk, Sharp & Dohme BV v. Etat Belge (C-245/03) and Glaxosmithkline SA v. Etat Belge (C-296/03) of 20 January 2005

Directive of the European Parliament No. 2004/27EC of 31 March 2004 amending Directive 2001/83/EC on the Community code relating to medicinal products for human use (OJ EU [2004], L 136, p. 34)

Judgment of the Court of First Instance in Valmont Nederland BV v Commission (T-274/01) of 16 September 2004 (Official Journal of the European Union C 244 of 1 October 2004)

Judgement of the European Court of Justice in SAT.1 SatellitenFernsehen GmbH v Office for Harmonisation in the Internal Market (Trade Marks and Designs) (C-329/02) of 16 September 2004

Judgment of the Court of First Instance in Kronofrance SA v Commission (T-27/02) of 1 December 2004

Judgement of the European Court of Justice in Nichols plc v Registrar of Trade Marks (C-404/02) of 16 September 2004

Judgment of the European Court of Justice in Cimber Air (C-382/02) of 16 September 2004

Judgment of the European Court of Justice in Merida (C-400/02) of 16 September 2004

Communication from the Commission — Community guidelines on State aid for rescuing and restructuring firms in difficulty (Official Journal of the European Union C 244 of 1 October 2004)

Study on the conditions of claims for damages in case of infringement of EC competition rules

Judgment of the European Court of Justice in The British Horseracing Board Ltd and Others v William Hill Organization Ltd (Cases C-203/02) of 9 November 2004

Decision 2000/790/EC of 28 June 2000 declaring a concentration incompatible with the common market and the EEA Agreement (Case COMP/M.1741 - MCI WorldCom/Sprint) annulled by the judgment of the Court of First Instance in Case T-310/00 of 28 September 2004

Judgment of the European Court of Justice in Manninen (C-319/02) of 7 September 2004

Judgment of the Court of First Instance in David Meca-Medina and Igor Majcen v European Commission (T-313/02) of 30 September 2004

Judgment of the Court of Justice in Douwe Egberts (C-239/02) of 15 July 2004

Council Directive no. 2004/80/EC relating to compensation to crime victims Official Journal of the EU L 261 of 6 August 2004

Judgment of the Court of Justice in Nicolas Schreiber (C-443/02) of 15 July 2004

Regulation no. 805/2004 of the European Parliament and of the Council creating a European Enforcement order for uncontested claims Official Journal of the EU L 143 of 30 April 2004

Judgement of the Court of Justice in Commission v. Italy (C-82/03) of 13 July 2004

Judgement of the Court of Justice in Commission v. France (C-262/02) of 13 July 2004

Judgment of the Court of Justice in Pearle and Others (C-345/02) of 15 July 2004