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Cross‑Border Merger of the Largest Baltic Retail Group under the Updated EU Directive

TEGOS advised the Holding company of the largest retail group companies in the Baltics on a cross‑border merger carried out under the updated European Directive on cross‑border conversions, mergers, and divisions (Directive). This was one of the first cross-border mergers implemented following the new Directive.

The transaction involved the transfer of regulated assets, adding a layer of complexity to the merger process. TEGOS provided legal guidance throughout the implementation, ensuring compliance with the Lithuanian jurisdiction’s applicable regulatory and legal requirements.

 TEGOS’s advisory role in the client’s cross-border merger underscores the practical benefits of the Directive. Their legal guidance ensured compliance with the harmonised procedures, facilitated stakeholder protections, and navigated the regulatory checks effectively. This transaction demonstrates the Directive’s efficacy in enabling seamless cross-border corporate operations and highlights the critical role of legal expertise in executing such complex mergers.

The client’s merger, guided by TEGOS, illustrates how the Directive fosters corporate flexibility, enhances legal clarity, and ensures stakeholder protection in cross-border transactions within the EU.