Capital markets
Our lawyers have been involved in numerous projects and transactions for raising capital of companies with special investment purpose. Furthermore, the firm participated in laying down the legal framework… learn more »
We are dynamic, committed and knowledgeable
Tokushev and Partners has dedicated its efforts to provide a cutting edge legal advice by applying an international business approach combined with the work ethics established by top ranking EU and US law firms.
Contact Us
Bulgaria, 1000 Sofia
7a Aksakov street, floor 4
tel.: + 359 2 980 1251;
fax: + 359 2 980 6140;
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Expertise
The firm focuses on providing legal advices and representation of corporate clients, project and corporate finance issues, where it can offer innovative and comprehensive solutions. Our clients’ portfolio consists mainly of Bulgarian and foreign medium-sized listed companies, financial services companies, real estate investors, companies involved in insurance and health security business and companies seeking legal advice in relation with their ordinary course of business. The main practice areas are:
Corporate law
We offer comprehensive and long-term corporate planning advice to newly incorporated and operating companies. Our main goal is to add value to and support for our clients’ expanding business… learn more »
Real estate
Working with some of the most active REITs in Bulgaria our lawyers have earned a reputation for providing reliable and high-quality services on complex real estate and secured transactions… learn more »
Insurance
The firm has consulted several foreign insurance companies at the presentation and offering of their products in Bulgaria. The team has worked on several projects… learn more »
Renewable energy
Over the last few years, the Firm has advised on a variety of renewable energy projects for the development of wind and solar sites… learn more »
Executive proceedings
The law firm provides litigation before all courts and arbitration institutions in the Republic of Bulgaria. It is specialised in litigation… learn more »
About
Tokushev and Partners Law Office is a relatively new but already well-established law firm founded in 2006. The team consists of nine lawyers and three associates. The legal knowledge of the team members is increased by the acquired international qualifications and the gained experience in different public and state institutions as the Bulgarian National Assembly, the Ministry of Energy, Commission for Financial Supervision, Ministry of Finance and the Agency for Privatization and Post-Privatization Control. The members of the team have consulted the legislative amendments in the area of the commercial law and the capital markets in the period 2001 – 2005. We provide an innovative legal advice by applying an international business approach combined with the professional ethics established by top ranking international law firms. Since 2008 our law firm has been distinguished for its recommendation in the prestigious “The Legal 500: Europe, Middle East & Africa” and since 2010 it has been listed in “IFLR 1000: The Guide to the World’s Leading Financial Law Firms”.
The team
Viktor Tokushev
founder of and managing partner
Graduated as LL.M. with highest honours from the University of Sofia, Faculty of Law in 2002. Practice diploma in Legal Methods – Boston University (London, 2003). Member of Sofia Bar Association since 2003. Intern and subsequently junior legal expert at the Bulgarian National Assembly (2003-2005). Assistant professor in Civil and Commercial Law at the University of Sofia since 2004. Member of the Board of Directors of Bulgargaz JSC (March – November 2005). Areas of expertise – capital markets, corporate and commercial law and real estate.
Rositza Arnaudova-Tokusheva
managing partner
Graduated as LL.M. with highest honours from the University of Sofia, Faculty of Law in 1969. Member of Sofia Bar Association since 1970. With over forty years experience as a litigation lawyer. Participated as a legal advisor in numerous privatization procedures of state-owned companies. Nowadays she represents our clients before the Supreme Court of Cassation. Areas of expertise – litigation, privatization, civil and commercial law, administrative law, real estate.
Ivaylo Kostov
partner
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2002. Member of Sofia Bar Association (2006). Previously worked as legal adviser in Post-Privatization Control Agency (2002-2005) and Sofiyska voda JSC (2005-2006). Member of the Arbitration Court of Bulgarian Football Union since 2009. Assistant professor in Civil Procedure Law at the University of Sofia since 2010. Member of Tokushev and Partners team since 2006. Areas of expertise: litigation, civil and commercial law, privatization.
Ivan Antov
partner
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2004. Member of Sofia Bar Association (2010). Specialized in European Regulatory Regimes, Madrid, Spain (2007). Legal advisor in Legacom Law Firm (2003-2005). Head of Department “Licensing” in the Insurance Directorate of the Financial Supervision Commission (September 2005 - June 2007). Member of the Tokushev and Partners team since 2007. Areas of expertise – insurance, commercial and corporate law, energy regulation and renewables.
Silvana Djarkova
attorney
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2008. Member of Sofia Bar Association (2010). Previously worked as trainee at the Bulgarian National Assembly (2006). Associate in the law office (October 2006 – November 2009). Junior expert in Ministry of Finance of Republic of Bulgaria (December 2009 - May 2010). Joined the team of Tokushev and Partners as lawyer in 2010. Areas of practice – capital markets, real estate, commercial and corporate law.
Stiliyan Nedev
attorney
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2008. Member of Sofia Bar Association (2010). Trainee in the legal department of the Municipality of Sliven (July - September 2007). CEO of Hentsh JSC – company with state participation, operating in the pharmacy industrial sector (2009 - 2010). Joined the team of Tokushev and Partners in October 2007. Areas of practice – litigation, executive proceedings, corporate and commercial law.
Ivaylo Georgiev
attorney
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2008. Member of Vratsa Bar Association (2010). Previously worked as assistant with Notary Public Anelia Karabencheva, registered under number 010 in the Notary Chamber (2000). Expert in department “Receivables” of BNP PARIBAS Personal Finance JSC - financial credit institution (March 2003 - September 2004). Legal consultant in real estate area (2004 - 2008). Joined the team of Tokushev and Partners in September 2008. Areas of practice – litigation, real estate.
Stanimir Dobrev
attorney
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2009. Member of Sofia Bar Association (2011). Previously worked as legal advisor in the legal department of BNP PARIBAS Personal Finance JSC - financial credit institution (2008 - 2010). Joined the team of Tokushev and Partners in September 2010. Areas of practice – executive proceedings, commercial law.
Svetlana Todorova
attorney
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2009. Specialized in International and European Law on Erasmus Exchange program, Lithuania (2008). Member of Sofia Bar Association (2012). Joined the team of Tokushev and Partners in July 2008. Areas of practice – real estate, commercial law.
Teodora Nikolova
associate
Student in University of Sofia, Faculty of Law (expected year of graduation - 2012). Joined the team of Tokushev and Partners in September 2009. Areas of practice – executive proceedings, commercial and corporate law.
Boris Teknedzhiev
associate
Graduated as LL.M. from the University of Sofia, Faculty of Law in 2011. Previously worked as legal trainee of lawyers (2008 - 2010). Joined the team of Tokushev and Partners in July 2011. Areas of practice – commercial law, executive proceedings and administrative law.
Manya Samokovliyska
administrative manager
Administrative manager in “Tokushev and Partners Law Office”. Graduated as master of psychology the University of Sofia (1980). Previously worked as expert in psychology in Ministry of Education (1992 – 1995). During the period 1997 – 2010 she was administrative manager in Legacom Law Office. Joined the team of Tokushev and Partners in September 2011.
Publications
Is A Claim For Damages Caused To A Shareholder By Actions Of The Managing Body Of The Joint Stock Company Eligible? – Ivaylo Kostov
A report presented at the Conference “Legal science – tradition and actuality”, on the occasion of the fiftieth anniversary of the Plovdiv University “Paisiy Hilendarsi”, held in Plovdiv on 30.09.2011 – 10.01.2011
This article addresses the issue of protection by claim of shareholders in the joint stock company if the managing body of the company directly causes damage to the shareholder, through its actions or inactions. It is assumed that if there is injury of a shareholder by the actions of the managing bodies of a public or a regular joint stock company exists tort liability. Provided that the claims under Art. 240a of CA and Art. 118, para 2 item 1 of POSA are inapplicable towards the direct damages caused to the shareholder by the members of the board the sole legal possibility for the shareholder is to enter claim for damages, and the court to qualify it under Art. 45 of LOC.
Companies With Special Investment Purpose – Legal Characteristics – Viktor Tokushev
Targovsko Pravo magazine, issue 3 and 4/2009
The article analyzes the legal nature of the companies with special investment purpose trying to indicate their most significant specialties. Reviewed are their characteristics as joint stock companies, as public companies and as collective investment undertakings.
Ideas For Changes In The Real Estate Companies – Viktor Tokushev
Dnevnik newspaper, 5 December 2007
The article comments the proposals for amendment of the Law for the Companies with Special Investment Purpose both from Financial Supervision Commission and the business perspective.
Prohibited Transactions Of The Management Bodies Of The Companies – Viktor Tokushev
Dnevnik newspaper, 24 June 2007
The article deals with the scope of the special requirements of Art. 114 of the POSA according to which a number of disposition transactions of the board of directors of a public company requires a decision of the General Meeting of Shareholders. Commented are the exceptions to this requirement and its application to companies with special investment purpose.
Change Of Party To Preliminary Contract – Viktor Tokushev
Dnevnik newspaper, 18 March 2007
This article deals with the common problem in practice for the replacement of a party to a preliminary contract for purchase of property in view of the fact that the contract provides for the rights and obligations for both parties and the change must combine elements of a cession contract and contract for substitution of debt.
Transfer Of Materialized Shares – Viktor Tokushev
Dnevnik newspaper, 14 January 2007 and Targovsko i konkurentno pravo magazine, issue 2/2007
This article examines the practice of the Supreme Court of Cassation in connection with the transfer of materialized shares, carried out by the transfer of temporary certificates for them.
On The Nature Of Penalty In The Privatization Contract – Ivaylo Kostov
Pravna misal magazine, issue 2/ 2006
The main question this article examines is the type of penalty in the privatization contract, being concluded that it is moratory in nature, unless expressly agreed upon as compensation. It is assumed that the obligations of the buyer to pay the contract price and to make investments in specified amount are not personal in nature and can be performed by a third party and that no obstacle exists in failure of the buyer, the creditor cumulatively to claim actual performance under Art. 79 LOC and penalty under Art. 92 LOC.
Bills Of Exchange Mediation – Viktor Tokushev
Targovsko Pravo magazine, issue 6/2003
The article reviews the institute of bills of exchange mediation and its applicability in the contemporary Bulgarian legislation. A distinction is made between mediation if necessary and the mediation for honour and is analyzed the legal consequences of acceptance and payment of the bill of exchange through an intermediary.
Some Problems In The New Rules Of Non-Profit Legal Entities – Viktor Tokushev
Targovsko Pravo magazine, issue 3/2001
The article analyzes the new Law for Non-Profit Legal Entities and the matters before its implementation. The term “public benefit” is reviewed and the newly introduced division of the non-profit organizations to such with private and with public benefit. It is also discussed the new for the Bulgarian legislation possibility the non-profit legal entities to perform economic activities.
News
“Tokushev and Partners” Law Office is defined by international online edition of Corporate INTL as winner for 2012 of the award Capital Markets Law Firm of the Year in Bulgaria.
FSC has entered a subsequent issue of shares issued by “PALDIN LION GROUP” ADSIC Sofia, amounting to 650,000 Levs
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“PALDIN LION GROUP” ADSIC has paid all its obligations to the bondholders under the bond loan with ISIN code 2100010086.
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“Tokushev and Partners” Law Office was included again in the annual international edition IFLR The Guide to the World’s Leading Financial Law Firms 2012
Law on the Activities of the Collective Investment Schemes and Other Undertakings for Collective Investment was adopted (LACISOUCLI) (promulgated SG No. 77 of 04.10.2011 on). The new law codifies the overall framework of the activities of collective investment schemes, which was excluded from the scope to POSA.
Sofia City Court has dismissed the claim of “ID Capman Capital” AD against “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC for declaration of nullity, respectively cancelation of the decision of the Extraordinary General Meeting of Bondholders under the issue of the “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC, held on August 6, 2010 г.
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Amendments were adopted in POSA (promulgated SG. SG No. 57 of 07.26.2011), the aiming to provide the possibility of integration of the “Bulgarian Stock Exchange” AD and “Central Depository” AD in European and global financial markets.
The adopted amendments to the IC (promulgated SG No. 41 of 05.07.2011) shall be imposed in order to ensure full transparency in relations between a consumer of insurance services and insurer by removing intermediate structures or persons connected in a certain way with entry into force of the insurance contract and the provision of coverage for certain risks.
In SG No. 35 of 03.05.2011 was promulgated the adopted by the National Assembly Law for Renewable Energy, as with § 4 of the TFP of LRE was expressly repealed the Law on Renewable and Alternative Energy Sources and Biofuels (promulgated, SG No. 49/2007 – amended SG No. 98/2008 and SG No. 82 and 102 of 2009).
Tokushev and Partners Law Office is ranked again in the prestigious Legal 500 chart and is included in the publication Legal 500 Europe, Middle East and Africa in 2010 – under the headings “banks and finance”, “commercial law” and “real estate” and assessed at a higher level in the “capital markets” section.
FSC has confirmed a prospectus for public offering of shares issued by “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC amounting to 9,017,214 Levs.
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FSC has confirmed a prospectus for initial public offering of issue of 650,000 shares to be issued as a result of capital increase of “PALDIN LION GROUP” ADSIC, Sofia
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Amendments of the Civil Procedure Code were approved (promulgated SG No. 100 of 21.12.2010) releted to the issues on service of summonses in civil proceedings, the introduction of some preclusions concerning the provision of evidences in the procedure, and changes governing the rules in relation with the realization of force execution over real estate in particular on the conduct of their public sale. An important change is setting a minimum threshold on the material interest of the cases, according which to be admitted to the final appeal.
“Tokushev and Partners” Law Office was included for the first time in the international edition of IFLR The Guide to the World’s Leading Financial Law Firms 2011.
FSC has entered a subsequent issue of shares issued by “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC Sofia, amounting to 1,187,849 Levs.
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FSC has confirmed a prospectus for admission to trading on a regulated market for bonds issued by “INTERCARD FINANCE” AD amounting to € 2.5 million.
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Board of Directors of the Warsaw Stock Exchange has allowed to trade shares of “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC amounting to 4,823,627 units. The Company became the first Bulgarian company whose shares will be traded in the Polish capital market.
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Changes were adopted in the Energy Act (promulgated SG No. 54 of 07.16.2010), concerning the area of power generation, in particular – the obligation for purchase and pricing of cogeneration production of electricity and heat, electricity supply by end suppliers; clarifying the relationship between transmission and distribution companies in respect of the networks and connection objects to grid, clear regulation of the right to construct, respectively – held, MV equipment used for connection of a single-user business needs to distribution networks. Amendments are adopted which removed admitted into the law inaccuracies, mainly to control powers of the SCEWR and the composition of administrative violations and to correct inaccurate references.
Amendments were adopted in IC (promulgated SG No. 41 of 01.06.2010), aiming consideration of the activities of insurers and reinsurers with the revised requirements of European legislation on the minimum guarantee capital.
“INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC has distributed as dividend 81.6 thousand Levs, or gross 0.0169 lev per share, which represents 90% of the profit for 2009
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“Tokushev and Partners” Law Office is ranked again in the prestigious Legal 500 chart and is included in the publication Legal 500 Europe, Middle East and Africa in 2010 – under the headings “banks and finance”, “capital markets”, “commercial law” and “real estate”.
FSC has confirmed a prospectus for initial public offering of issue amounting up to 19,294,508 shares to be issued as a result of capital increase of “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC
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“Tokushev and partners” Law Office in consortium with “KBC Securities NV – SA submitted documents for consultants of “Bulgartabac”
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“INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC has distributed 1.16 lev per share dividend for 2008
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Amendments to the Energy Act were adopted (promulgated SG No. 41 of 02.06.2009), among which was created and a new Section Ia entitled “Expropriation of property for purposes of extraction of energy resources”.
With its work in 2008 Tokushev and Partners Law Office was classified for the first time in the prestigious Legal 500 chart and was included in the issue Legal 500 Europe, Middle East and Africa for 2009 – in sections “real estate”, “capital markets” and “commercial law”.
Amendments were adopted in POSA (promulgated SG No. 23 of 27.03.2009) concerning the harmonization of Bulgarian legislation with Directive 2007/36/EC of the European Parliament and the Council of 11 July 2007 related to the exercising of certain rights of shareholders of companies admitted to trading on a regulated market.
“PALDIN LION GROUP” ADSIC will distribute dividend with gross value 0.4596 levs per share for 2008 – a total of 298 thousand Levs.
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FSC has approved a proposal from “BGI GROUP” AD for redemption using investment intermediary “Intercapital Markets” AD of up to 8,800,000 shares (97.78%) of the capital of “BGI Group” AD
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FSC has confirmed a prospectus for admission to trading on a regulated market for bonds issued by “PALDIN LION GROUP” ADSIC, Sofia, amounting to 2 million lev
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FSC has entered Akseria-IARD Sofia branch in the register of insurance companies
In SG No. 98 of 14.11.2008 was promulgated the adopted by the National Assembly new Energy Efficiency Act, as with § 4 of the TFP of the EEA (new) was expressly repealed the current to 14.11.2008 Energy Efficiency Act (promulgated, SG No. 18/2004, as amended. SG. 74/2006, SG No. 55/2007).
FSC has entered issue of shares issued by “FORUKOM ESTATE FUND” ADSIC, Haskovo, amounting to 1 094740 levs
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The Deputy Chairman of FSC has entered “SIVOV – GROUP” EOOD”, Bourgas, in the register of insurance brokers
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FSC has issued a license for voluntary health insurance to “Health Insurance Fund DallBogg: Life and Health” EAD
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“INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC has distributed as a dividend 7.235 million levs from the profit for 2007 – Each shareholder will receive 1.50 lev gross dividend per security
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Amendments were adopted in the Commercial Register Act (CRA) (promulgated in SG No. 50 of 30.05.2008), aiming consideration of the activities of insurers and reinsurers with the revised requirements of European legislation on the minimum guarantee capital.
FSC has confirmed a prospectus for admission to trading on a regulated market of shares issued by “VENUS” AD amounting to 3.0625 million levs.
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FSC confirms prospectus for admission to trading on a regulated market of shares issued by „BGI GROUP” AD amounting to 9 million levs.
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FSC has confirmed a prospectus for public offering of shares issued by “FORUKOM ESTATE FUND” REIT amounting to 1.43 million levs.
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“PALDIN LION GROUP” ADSIC will distribute 4,632,300 Levs as a dividend. This amount represents 90% of the company’s profit for 2007, which is at total amount of 5.147 million levs. Shareholders will receive 7.1266 levs dividend per security.
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FSC has issued a license to “HEALTH INSURANCE FUND PRIME HEALTH” AD, Sofia to operate voluntary health insurance.
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Entered into force the new Civil Procedure Code (promulgated SG No. 59 of 20.07.2007). With it was settled in a new way a significant part of the obligations of the parties and the relationship between participants in civil litigation. In § 3 of the TFP of the CPC (new) was expressly repeal the current to 01.03.2008 Code of Civil Procedure, promulgated. extr. No. 12 of 1952
Board of Directors of “FORUKOM” AD has announced in the Trade Register a communication on concluded debenture loan of 2 million levs and has convened the first General Meeting of bondholders, which will be held on 25.02.2008.
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FSC has confirmed a prospectus for admission to trading on a regulated market of secured corporate bonds of “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC amounting to € 5,000,000.
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FSC has issued a license to „ZET PROPERTIES INVESTMENT FUND” ADSIC, Sofia, to operate as a company with special investment purpose.
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With the adopted amendments to the IC (promulgated in SG No. 97 of 23.11.2007), Bulgaria respected its commitment to bring its legislation into line the requirements of Directive 2005/68/EC of the European Parliament on reinsurance.
Changes were made in the Energy Act (promulgated SG. SG No. 59 of 20.07.2007) concerning the adoption of the CPC (new), and were provided the cases for collection of dues under the warrant procedure.
Changes were made in the Energy Act (promulgated SG No. 55 of 06.07.2007) and were modified and repealed certain provisions of the law relating to the adopted amendments to the Energy Efficiency Act.
The Law on Markets in Financial Instruments (MFIA) was adopted (promulgated SG No. 52 of 29.06.2007), as the date of its entry into force was established 11.01.2007. This law fully harmonizes the Bulgarian legislation with the requirements of the Markets in Financial Instruments Directive (MiFID).
Changes were made in the Energy Act (EA) (promulgated in SG. SG No. 49 of 19.06.2007) and were modified and repealed certain provisions of the law relating to adoption of the new Law for the Renewable and Alternative Energy Sources and Biofuels.
Amendments were adopted in IC (promulgated SG No. 48 of 15.06.2007) seeking clarification of certain provisions and aligning national legislation with the acquis of the EU law in the field of insurance, including the Agreement between the Community and Confederation Switzerland on the regulation of branches of the insurer, rules for their activities and to monitor the latter.
Amendments were adopted in POSA (promulgated SG No. 25 of 23.03.2007) concerning the texts regulating the requirements for investment firms as well as harmonizing Bulgarian legislation with the requirements of Council Directive 73/239/EEC.
FSC has issued a license to “PALDIN LION GROUP” ADSIC to operate as a company with special investment purpose.
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Amendments were adopted in POSA (promulgated SG No. 105 of 22.12.2006), which aims to harmonize Bulgarian legislation with the acquis of the European Union’s capital markets, in particular Directive 93/22 / EEC of 10 May 1993 – on investment services in the securities field (Directive 93/22/EEC).
Law against Market Abuse with Financial Instruments (LANAFI) was adopted (promulgated in SG No. 84 of 17.10.2006), as it was intended to take effect from 01.01.2007. By this law the ground for trading with inside information was removed from the scope of the POSA and received separate reulation.
FSC has entered a subsequent issue of securities issued by “INTERCAPITAL PROPERTY DEVELOPMENT” ADSIC as a result of an increase in capital of 4,823,627 Levs.
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FSC has issued a license to “FORUKOM ESTATE FUND” ADSIC, Haskovo, to operate as a company with special investment purpose.
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The Deputy Chairman of FSC has entered “ROSS INS INSURANCE BROKER” Ltd., Sandanski, in the register of insurance brokers.
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FSC has issued a license to “LUC” ADSIC, Sofia, to operate as a company with special investment purpose.
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FSC has issued a license to “LIAM” ADSIC, Sofia, to operate as a company with special investment purpose.
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Contacts
Bulgaria, 1000 Sofia
7a Aksakov street, floor 4
tel.: + 359 2 980 1251;
fax: + 359 2 980 6140;