16 July 2025 – It has come to our attention that there is an increased level of impersonation fraud activity targeting Kinstellar. This includes a number of unauthorised, fraudulent emails falsely claiming to originate from various Kinstellar offices, as well as a fake website – "kinstellar.finance" – that is fraudulently using our firm's name, offering non-existent legal services by non-existent lawyers, and referencing the address of our Prague office. Th e website "kinstellar.finance" has no connection whatsoever to Kinstellar or any of its offices. Any communications originating from that domain, or similar unofficial sources, are part of an illegal impersonation scam. This fraudulent
Kinstellar has advised Citigroup Global Markets, J.P. Morgan Securities, and Standard Chartered Bank (Joint Lead Managers), alongside Halyk Finance and Teniz Capital Investment Banking (Kazakhstan Lead Managers), on the successful issuance of USD 1.5 billion sovereign Eurobonds by the Ministry of Finance of the Republic of Kazakhstan. The bonds, with a 4.412% coupon rate and maturing in 2030, were issued under Kazakhstan's USD 15 billion Global Medium Term Note Programme. The issuance was highly successful, with the orderbook significantly oversubscribed, reflecting significant demand from global investors. The final yield of 4.412% is the lowest ever achieved by Kazakhstan in its sovereign Eurobond market, demonstrating
Starting from 1 January 2025, any Uzbek resident (or a group), public or private, deemed as systemically important and with an outstanding debt that exceeds USD 50 million, potentially falls under the new CoM Regulation No. 670 "[O]n further improvement of the system of attracting bank loans and foreign debts by large enterprises of systemic importance for the economy of Uzbekistan" ("Regulation 670"). Whether an entity is deemed systemically important to the national economy is decided by the by the Coordination Commission on Risk Management for Systemically Important Enterprises (the "Coordination Commission") on an annual basis; If an entity falls under Regulation 670, it must get the Commission's
Kinstellar has advised Integral Capital Group, a leading private equity firm in Central and Eastern Europe, on the acquisition of a majority stake in Calla Clinic, an in vitro fertilization (IVF) clinic in Oradea, Romania, through its subsidiary Embryos. The acquisition is part of Embryos' regional expansion strategy, which includes the opening of a satellite clinic in Buzau and the acquisition of Adella Clinic in Sofia, Bulgaria earlier this year. Integral Capital Group acquired a majority stake in Embryos in February 2025, enhancing the group's position in the rapidly growing fertility services market in Romania and Southeast Europe. Calla Clinic has been operating in Oradea for over 13 years, offering a
Kinstellar is pleased to announce that Otabek Suleymanov, a highly reputable and experienced lawyer, has joined its Tashkent office. His addition as the fourth Partner in the local team underscores Kinstellar's continued commitment to strengthening its presence and expanding its capabilities in Uzbekistan and the wider Central Asia region. Otabek has over two decades of experience in cross-border Banking and Finance, M&A, as well as a variety of projects matters in the key sectors in Uzbekistan's growing economy. He is widely recognised for his deep sector knowledge and his ability to structure and execute complex transactions: his clients describe him as a "strong and well-experienced lawyer" with "impeccable
The German Supreme Court ("BGH") has annulled the resolution of the general meeting of Volkswagen AG ("VW AG") in the so-called "Dieselgate" scandal, where settlements concluded with former members of the management board (liability settlements) as well as with the involved D&O insurers (coverage settlements) were approved. The court found that the general meeting had been convened improperly and that the accompanying documents provided insufficient information. With this judgment, the BGH strengthens shareholders' rights to information and disclosure. Given the substantially identical provisions under Austrian stock corporation law, this judgment is also relevant for Austrian stock corporations (Aktiengesellschaften).
Kinstellar has advised the joint global coordinators, bookrunners and lead managers, Bank of China (Hong Kong), BOCI Asia, China CITIC Bank International, China International Capital Corporation Hong Kong Securities, Citigroup Global Markets, Industrial and Commercial Bank of China (Asia) and SkyBridge Invest, on Kazakhstan law matters in connection with the debut issuance by National Company "KazMunayGas" ("KMG") of CNY 1.25 billion five-year senior unsecured Dim Sum bonds with a coupon rate of 2.95% and a yield of 3.15%, under its newly established CNY 10 billion Medium Term Note Programme. The issuance, rated Baa1 by Moody's, marks KMG's first-ever entry into the Chinese yuan bond market and represents the
Over the past months, Bulgaria has adopted and implemented several important legislative changes affecting foreign investment screening, merger control, corporate reorganisations, and company transparency. In addition, the country is preparing for euro adoption on 1 January 2026, which will bring adjustments to corporate governance and registration procedures. Courts have also issued significant rulings clarifying directors' duties in insolvency, the validity of detrimental transactions, and shareholder rights. Our overview provides detailed information about these updates and outlines their implications for businesses and transactions. Update on Bulgarian legislation 1. Foreign Direct Investment
On 23 October 2025, Bulgaria adopted changes to its Competition Protection Act, introducing below-threshold merger filings. The legislator and the competition protection authority cited the following reasons for the changes: fast-paced technology developments and innovation, a growing number of "killer acquisitions", as well as more legal certainty for investors. The changes become effective on the day of their promulgation – expected in first week of November. 1. Background Following the ECJ judgment in the Illumina/Grail case in 2024, it became clear that EU Member States may not refer below-threshold transactions to the European Commission if none of the EU Member States has jurisdiction
Kinstellar acts as trusted legal counsel to leading investors across Central and Eastern Europe (CEE), Southeast Europe (SEE) and Central Asia. Our reputation for quality, excellence and integrity speaks for itself.
With offices in 12 jurisdictions and over 300 local and international lawyers, we deliver consistent, joined-up legal advice and assistance across diverse regional markets – together with the know-how and experience to champion your interests while minimising exposure to risk.
Our clients include leading international and regional corporations, banks and other financial institutions, state bodies, multi-lateral institutions, and international law firms with clients that require top-quality legal counsel in our jurisdictions. We handle the most important and complex assignments for clients across diverse industries and business sectors.
*2024 rankings in core practice areas in international legal directories (Chambers & Partners, Legal 500, IFLR1000)
With expert local knowledge and a track record at the international level, our lawyers provide top-tier advice and client service in Central and Eastern Europe (CEE), Southeast Europe (SEE) and Central Asia.
Our TeamKinstellar Prague partners with Fintech Sandbox🤝 🇨🇿 We are delighted to announce that Kinstellar Prague has become a partner of Fintech Sandbox, the first financial regulatory sandbox in the Czech Republic – a unique platform operated by CzechInvest, supporting the growth of innovative financial technologies. 💼 As part of this partnership, participants in the programme will receive regulatory guidance from our financial regulatory experts – Filip Murár, Counsel, and Jakub Šťastný, Managing Associate. ⚖️ We are proud to support this initiative and contribute to the development of the #Czech #fintech ecosystem by helping innovative projects navigate the evolving regulatory landscape. Find out more about the programme here 👉 https://lnkd.in/dTGmMrS4 #ExceptionalTogether #FintechSandbox #Innovation #CzechInvest #RegTech #FinancialRegulation #CzechRepublic #LegalAdvisory #FutureofFinance #FinancialTechnology
✨ Delighted to be joining the “Conference on Defence Industrial Cooperation between Germany and Romania”, organized by the Romanian-German Chamber of Commerce (AHK Romania) in cooperation with the German Embassy and the German Federal Ministry of Economic Affairs and Energy, taking place today at the JW Marriott Bucharest Grand Hotel, #Bucharest. 🤝 Our colleagues Luiza Bedros (Partner), Raluca Botea (Counsel), and Rusandra Sandu (Partner) are present at the event and explore opportunities for closer cooperation and investment in Romania’s growing #defence sector. At Kinstellar, we see the defence sector as a strategic priority. Romania’s capabilities are entering a new phase of expansion and modernization, supported by new legislation and funding — and we are here to engage and help unlock the sector’s full potential. 🚀 Also happy to meet with peers and partners in the field — 📸 pictured here with our colleagues is Mihai Marc, Programme Coordinator (Political Cooperation) at Konrad-Adenauer-Stiftung Romania — and exchange views on the evolving landscape of defence collaboration between #Germany and #Romania. #ExceptionalTogether #InTheKnow #DefenceIndustry #AHKRomania #DefenceCooperation #Investment #Partnerships #LegalAdvisory #Security #DefenceSector
Our colleague Ana Arambasic (Managing Associate in our Belgrade office with a focus on the Consumer & Retail Sector), moderated an insightful panel on “Retail trends in the region". Ana brought together a distinguished group of experts who shed light on the key developments across the regional retail landscape from the new Consumer Protection Law and AI in retail, to product safety, electronic shelf labels, and pricing regulations.
The distinguished group of panellists, including Astrid Woollard, General Partner at SMAPE Capital, Markus Fleischer, Investment Director at 3TS Capital Partners, Maximilian Kempken, Director at Verdane, Peter Unger, Head of Scale-up Banking at Raiffeisen Bank International AG, and Jeremy Brown, Principal at Anthemis, shared valuable perspectives on how companies and startups can pursue sustainable growth despite challenging market conditions.
💡 The end of standardised proxy voting recommendations in #Austria? For years, proxy advisors Institutional Shareholder Services (“ISS”) and Glass Lewis have shaped voting behaviour at annual general meetings (“AGMs”) of publicly listed companies, including in Austria, through their uniform “benchmark” voting recommendations. This approach, it appears, will soon be history. 🆕 What’s new • Beginning in 2027, Glass Lewis will discontinue its long-standing practice of issuing single, default “benchmark” voting recommendations and instead collaborate with institutional clients to create fully customised voting policies supported by company-specific research reports ahead of #AGMs. Glass Lewis aims to have all clients transitioned to their own policies by 2028. • Rival ISS is taking a similar path, introducing modular governance research tools that allow clients to align their voting behaviour with individual stewardship priorities. 🔀 Why it’s changing • The shift reflects the diversification of investor stewardship philosophies, as a single benchmark no longer fits all. Large asset managers such as BlackRock are also promoting “investor choice” voting programs, enabling their clients to select from multiple policy options. • The change is also said to mirror growing differences between U.S. and European investors regarding fiduciary duties and sustainability, alongside political pressure in the U.S. Both Glass Lewis and ISS have recently faced “anti-ESG” investigations and lawsuits from Republican-led states, including Texas. 🔄 Why it matters for issuers While many issuers may welcome a more tailored and investor-specific dialogue, the proxy voting landscape will become increasingly frag mented. As a result, companies could face greater unpredictability in key shareholder votes. ➡️ What’s next Listed companies, including those in Austria, should prepare for less predictable AGM outcomes by: 1. Tracking evolving proxy advisor practices; 2. Analysing and engaging with shareholder voting approaches; 3. Equipping their boards for more dynamic and active investor dialogue; and 4. Reviewing potential exposure to shareholder activism in coordination with legal counsel. ✍️ Written by Petra Heindl, Counsel, Capital Markets. #ExceptionalTogether #InTheKnow #DACH #ProxyVoting #ProxyAdvisors #InvestorChoice
📢 Our team has advised Citigroup Global Markets, J.P. Morgan Securities, and Standard Chartered Bank, alongside Halyk Finance and Teniz Capital Investment Banking, on the successful USD 1.5 billion sovereign Eurobonds by the Ministry of Finance of the Republic of Kazakhstan. 📈 The bonds, issued under Kazakhstan’s USD 15 billion Global Medium Term Note Programme, achieved a record-low yield of 4.412%, demonstrating strong investor confidence and attracting robust demand from institutional investors, particularly across Asia and the Middle East. This transaction marks another milestone in Kazakhstan’s growing presence in international capital markets. ⚖️ Our team was led by Counsel Pavel Kornilov and Managing Partner Joel B. Benjamin, with support from Associate Balzhan Sultanova and Junior Associates Kamila Serik and Akezhan Mukhambetzhanov. 🔗 Read more about the transaction here: https://lnkd.in/dz3kZ4_q #ExceptionalTogether #DoneDeals #Kazakhstan #Eurobond #FinanceLaw #FinancialInstitutions #MiddleEast #Asia
🇷🇴 Our team in #Romania advised Integral Capital Group on acquiring a majority stake in Calla Clinic, an IVF clinic in Oradea, Romania, through its subsidiary Embryos. The acquisition is part of Embryos’ expansion, including a satellite clinic in Buzău and the acquisition of Adella Clinic in Sofia. 🏥 Calla Clinic has provided services in obstetrics, gynecology, and human-assisted reproduction for over 13 years. Embryos is one of Romania’s largest IVF networks, targeting a turnover of EUR 15 million by 2025 and treating over 2,000 couples annually. 💼 Our legal team was led by Zsuzsa Csiki (Partner, Co-Head of M&A/Corporate) and Luiza Bedros (Partner, specialized in Healthcare), with the wider transactional and due diligence team including Teodor Lupu (Associate), Andrada Popescu (Managing Associate), Marc Barabas (Associate) and Florin Cojocaru (Financial Advisor, Senior Associate). 🔗 https://lnkd.in/dcjzptG2 #DoneDeals #ExceptionalTogether #Healthcare #IVF #Fertility #Romania #PrivateEquity #ReproductiveHealth
🇺🇿 Uzbekistan tightens oversight on large borrowers Effective 1 Jan 2026, enterprises with financial obligations (eg. outstanding debt) of over USD 50M and deemed systemically important to the national economy by the newly established Coordination Commission may be subject to Regulation No. 670, requiring prior clearance for new financing and stricter monitoring obligations. ➡️ These large obligors must be converted into joint-stock companies and will be classified by risk level, impacting how they access financing. The new framework aims to strengthen transparency and financial discipline across major players in Uzbekistan’s economy. 📢 Otabek Suleimanov (Partner) and Kamilla Khamraeva (Counsel) break down the details of this change in their new article: https://lnkd.in/dYEmPWC7 *** С 1 января 2026 года предприятия с задолженностью более 50 млн долларов США, признанные системно значимыми для экономики Узбекистана новой Координационной комиссией, могут подпасть под действие Постановления №670, предусматривающего предварительное согласование нового финансирования и усиленные требования к мониторингу. ➡️ Такие крупные заемщики должны быть преобразованы в акционерные общества и будут классифицироваться по уровню риска, что повлияет на доступ к финансированию. Новая система направлена на повышение прозрачности и финансовой устойчивости среди ключевых игроков экономики Узбекистана. 📢 Otabek Suleimanov (Партнёр) и Kamilla Khamraeva (Советник) подробно разобрали изменения в своей новой статье: https://lnkd.in/dYEmPWC7 #Uzbekistan #Regulation670 #Finance #RiskManagement #CorporateGovernance #BusinessUpdate #Узбекистан #Постановление670 #Финансы #УправлениеРисками #КорпоративноеУправление #БизнесОбновление
🎉 This weekend, on 1 November, we celebrated Kinstellar’s 17th anniversary, another milestone shaped by the dedication, teamwork, and passion of our people, and the trust and partnership of our clients. Seventeen years ago we had set out with a belief that the vision that our founding partners led by Jason Mogg laid out, built on talent, integrity, teamwork, collaboration and collegiality, and our strong track record in our markets, could create something distinctive, a firm that makes a real difference for our clients whilst offering a great place for our people to work and grow. 🌟 We have proven that the vision on which Kinstellar has been built can be turned into reality. The strength of the Firm and our broader business, our community and the trust of our clients are truly remarkable. Today, with more than 500 colleagues across 12 countries, we are proud of what we’ve achieved together and deeply grateful to our clients for inspiring us to raise the bar every day. ➡️ As we look ahead, we remain excited about the future, continuing to grow, adapt, and stay true to our values. Here’s to 17 years of Kinstellar and to many more ahead. 🥂 #ExceptionalTogether #Anniversary #Milestone #Kinstellar17 #TeamSpirit #TeamGrowth