This quarterly issue helps our partners from all over the world to feel pulse of the Hungarian business climate and to be informed about Hungarian business opportunities. Additionally, our brochure provides you with comprehensive and up-to-date information about Hungary, focusing on breaking news in the fields of law, economics and other developing areas, which is currently making a significant impact on Hungarian business life.

Autumn edition 2015 is very business-minded. It provides insight into breaking news in the field of various sectors, including railway construction, energy, capital market, sports industry and online services. All of them have recently made a major impact on the course of businesses.

"We are happy to celebrate the second anniversary of Hungarian Watch, leaving behind us more than fifty articles to share the Hungarian business culture with our clients. Hungarian Watch is still a pioneer concept. We are proud to take the lead in presenting this new brand in our Hungarian legal market.” notes, Endre Várady.

"Hungarian Watch Autumn 2015 – similarly to its predecessors – represents quality and expertise both in content and outlook. These elements are the key of success of Hungarian Watch – as it is in business", commented János Tamás Varga, Managing Partner of VJT & Partners.

We live in a changing world where the internet is gaining more and more influence both on our personal and business lives and this is also true in case of VJT & Partners. However, some values endure even every changes.

The latest iteration of the VJT & Partners website expresses the openness of our firm to new developing changes on the one hand, and the website’s new shape was designed to accommodate to new demands of our internet user clients on the other hand.

The site became even easier to navigate and offers information about the firm’s areas of practice and biographies of the lawyers, as well as commercial law information and news while still including the values of VJT & Partners which define the firm and have made it one the leading law firms of Hungary. The website reflects the shared values of the firm which are at the very core of VJT & Partners' creativity and ’fresh thinking’ culture.

"These days the internet is one of the most important means of communication, therefore it is essential to have a website on which we can introduce ourselves to our present and prospective clients," says firm founder and Managing Partner János Tamás Varga. "Our website is redesigned to provide an imposing picture of us with impressive content, while reflecting the values of the firm.”

Up to now people have only used drones for amusement, according to the experts at VJT & Partners. But this may change completely. The regulation of drones may take a serious turn. The European Aviation Safety Agency (EASA) has published a recommendation to introduce rules on drones at the EU level.

VJT & Partners is delighted to share with you our new colourful Summer edition of Hungarian Watch which introduces the actual Hungarian business climate.

This quarterly issue helps our partners from all over the world to feel pulse of the Hungarian business climate and to be informed about Hungarian business opportunities. Additionally, our brochure provides you with comprehensive and up-to-date information about Hungary, focusing on breaking news in the fields of law, economics and other developing areas, which is currently making a significant impact on Hungarian business life. Moreover, this special edition provides insight into breaking news in the field of social life.

The Summer 2015 edition highlights recent core business issues from the consolidation in the bank sector and major changes in the wholesale gas market, through the new Hungarian rules on global data transfers and portfolio transfers. Beside this, in the colourful social scene there is interesting news about the innovative Brain Bar conference which recently took place here in town and the great success of the Hungarian film "Son of Saul".

VJT & Partners advises clients on international and Hungarian M&A transactions with an absolute commitment to excellence. The expertise of our multidisciplinary team gives us the ability to provide exceptional service for our valued clients. András joins an established and highly ranked M&A team led by Managing Partner János Tamás Varga.

András has more than 14 years of experience in international M&A, restructuring and private equity transactions, as well as participation in a wide variety of project related proceedings. András also possesses significant expertise in real estate and construction.

In addition to András’ transactional experience gained during his years with Clifford Chance and subsequent affiliations, he has been advising Budapest Airport for more than eight years on various projects and business matters.

The PNR (passenger name record) system will be introduced as a record of database of a computer reservation system of airline companies about the itinerary of passengers. PNR will contain enormous number of personal data of the passengers. PNR will raise some serious data protection concerns. Are the transfers of data legitimate? Will they ensure higher level of air safety? Where will the data end? Is there a risk that the data will be used for other purposes than the specified? In this article, experts at VJT & Partners deal with these highly challenging questions.

The internationally recognised law firm VJT & Partners proudly announces that it has been highly ranked in its core practices in the leading international independent legal directory, Chambers Europe 2015.

Within the Hungarian section, Chambers Europe 2015 ranks VJT & Partners for employment in Band 2 and for private equity and TMT in Band 3.

Additionally, VJT & Partners was mentioned as a recognised practitioner for its corporate/M&A and restructuring/insolvency practice.

Chambers Europe stressed that VJT & Partners has "a practical and hard-working team which, apart from being excellent on legal issues, has a pragmatic approach". Managing partner János Tamás Varga is described as a "very client-centred and flexible, responsible and approachable" lawyer. Zoltán Csernus was acknowledged by clients as "business-focused, enthusiastic and helpful lawyer who meets the highest international standards".

Nowadays you may do anything with drones. You may take artistic photos, collect secrets, watch people, save or take someone’s life. The question shall be inevitably raised: what are the legal limits of the flying mighty drones. Experts at VJT & Partners try to answer this challenging question (the article also has a video).

If we terminate an employment relationship, the termination must have sufficient and lawful reasons. The Labour Code contains three elements of termination: the termination must be clear, real and reasonable.

If the reason does not have one of these three elements, the termination is unlawful. It is necessary to examine, what the above mentioned three elements mean in practice – emphasized the expert at VJT & Partners, Zoltan Csernus.

VJT & Partners has been recommended as a top-tier law firm for Employment for 2015 again in the Legal 500 Europe, Middle East & Africa 2015. The guide comments that the team which is willing to "go extra-miles for its clients" at VJT & Partners counts Albemarle and ING Insurance and HP among its clients, and advises on employment contracts, policies, termination and mass dismissals. Zoltán Csernus is especially recommended.

Having climbed the rankings consistently in recent years, VJT & Partners' M&A and Dispute resolution practices are both recommended in the second tier, while the firm remained in the second tier for TMT and the fourth tier for Real estate and construction. The guide comments: VJT & Partners’ three-partner corporate and M&A team, headed by the "impressive, hardworking and client-oriented" János Tamás Varga, provides a service which is "excellent in all respects".

In connection with the possible reasons for the termination by the employer, the experts of VJT & Partners pointed out, that the CEOs, decision-makers might feel that they have a “good reason” to terminate the employment relationship by notice.

Though they need to know the reasons of a lawful termination. The Labour Code does not have a specific list of the possible reasons for the termination, however it contains a general summary of the possible reasons which might be referred to in the termination. We shall divide these reasons into three groups.

If we have to finish something as fast as possible, email often comes to our mind. If we are not satisfied with the performance of an employee, should we react immediately? At first glance, email seems like the simplest solution to terminate the employment relationship.

Is it possible and if so, in which circumstances? After the termination in person, via post or by courier, the expert at VJT & Partners, Barbara Szabo and Zoltan Csernus are going to deal with the issue of termination via email.

Who has ever been involved in a termination by notice, will know: termination is neither an easy, nor a simple task. Experts at VJT & Partners will introduce and analyse this issue through actual examples, which is hard, both from a human and legal perspective, emphasizing the most important rules and the common failures of the employers.

Exchange of business information between the parties of M&A deals may be considered anti-competitive. Namely, the parties that are competitors may coordinate each other’s business behaviour via exchange of such information, so they run a serious risk of cartel formation.

First and foremost, the Competition Act prohibits competitors to coordinate each other’s business behaviour as it may result in prevention, restriction, or distortion of competition. Such illegal collusion may also be carried out by exchanges of sensitive and confidential business information.

Usually, before completing M&A (i.e. mergers and acquisitions) deals, the parties carry out detailed due diligence investigations and intense negotiations. Needless to say, the parties exchange business information in this process.

Read the whole article in English

But in principle, the parties that are competitors may coordinate each other’s businesses by exchanging of such information. They may run therefore a serious cartel risk (even if they have no intention to use such information for anti-competitive purposes).

The risk will be even higher if the pre-completion phase of the deals takes several months, as longer anti-competitive behaviour usually means higher fines. But the worst scenario is if the parties abandon the deal. In such a case, the parties’ behaviour may be particularly suspicious in the eyes of the competition authority.

So how can we minimize the competition law risks in the course of M&A transactions?

Exchanges of information shall be necessary

The bottom line is that the information exchanged shall be necessary for the deal valuation.

For example it is legitimate to provide the auditor report, as the buyer needs this information to make a decision about the deal. On the other hand, information about the targeted company’s offer for upcoming tenders is clearly not justified. Such information is not necessary for the deal valuation, and clearly enables the parties to collude.

Avoid providing sensitive data

It is also very important to avoid providing competitively sensitive data. Among others this can include information about pricing, distribution, and strategy plans. But in the lack of precise business information, it may be very hard for the buyer to make a decision about the transaction.

For example, in the case that the targeted company is a wholesaler, the buyer might want to get more information about the pricing policy. How can we coordinate the business needs with competition law concerns? For sure, this presents a challenging task which requires expertise in competition law.

Who can receive the information?

Another crucial step is to ensure access to information only to the people who are directly involved in the deal valuation (for example: lawyers, accountants, managing directors). It is particularly important to prevent marketing people and salespeople from accessing competitively sensitive information of the competitor.

It shall be also noted that the information exchange shall be one-way, that is, unilateral. Only the seller shall provide information to the buyer for the deal valuation. The anti-competitive concerns of the two-way information exchanges may cast shadow on the transaction.

The lesson to be learnt

The parties can avoid cartel risks by careful deal planning. Among others, proper techniques include working out a non-disclosure agreement, creating a separate “clean team” or virtual data rooms.

But it is also true that competition law concerns shall not get in the way of completing the deal. Competition law experts can assist the buyers in obtaining sufficient information to make a decision about the deal without creating cartel risks.

The article is written by Gábor Hacsi and Endre Várady, appeared in one of the most popular Hungarian online news site "Origo" on 7th January 2015. English translation by Endre Várady.

The Hungarian Competition Act LVII of 1996 prohibits any activity that intends to or results in the prevention or restriction of competition. This general prohibition applies to activities where market players exchange information between one another about their operations.

At the same time, in major M&A deals, due diligence investigation constitutes an important part of the acquisition process where a market player requests and receives confidential information about the operation and financial activity of the targeted company. However, due diligence aims at a legally reasonable purpose (i.e. to reveal the exact state of the acquired company), its misuse may constitute an act prohibited by competition law provisions.

The experts of VJT & Partners are mentioning the possible threats and are proposing technics to avoid unlawful application of due diligence in their article.

VJT & Partners is pleased to announce the latest issue of Hungarian Watch, Winter 2015 which introduces the actual Hungarian business climate.

This quarterly issue helps our partners from all over the world to feel the Hungarian business climate and to be informed about Hungarian business opportunities. Additionally, our brochure provides you with comprehensive and up-to-date information about Hungary, focusing on breaking news in the fields of law, economics and other developing areas, which is currently making a significant impact on Hungarian business life.

Winter 2015 edition highlights the recent core business issues from the popular residency bond program and revival of the Hungarian real estate sector through the reconstruction of the Budapest-Belgrade railway line to the latest developments in various Hungarian industries including retail, hotel and sport sector.