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Dalia Tamašauskaitė-Žilienė

Partner, Head of Real Estate and Transactions Law, Lithuania

Vilnius, Lithuania

+370 5 251 4444

dalia.tamasauskaite@tgsbaltic.com

Lithuanian, English, Russian

MAJOR PROJECTS

Advised worldwide company Fonterra on the acquisition of 10% shares in Lithuanian dairy company Rokiškio sūris, AB (7.1 MEUR) (2017);

Advised Lietuvos Energija, UAB on the sale of Data Logistics Centre, UAB, one of the largest Baltic data centres, to Telia Lietuva, AB (2017);

Advised Scandinavian financial group Swedbank on the acquisition of Danske Bank personal banking business in Lithuania and Latvia (loan portfolio value around 600 MEUR) (2015–2016), as well as on subsequent acquisition of a pension fund management company from Danske Bank and its merger with a Swedbank pension fund management company (2.2 MEUR) (2016);

Advised Lietuvos energija, UAB on the creation of a joint venture for construction of a power plant with Fortum, UAB (project value 147 MEUR) (2015–2016);

Advised Fuchs Petrolub SE on the Estonian, Latvian and Lithuanian law aspects of acquisition of Statoil Fuel & Retail Lubricants business (2015);

Provided legal services to Lietuvos Dujos, AB, Lithuanian operator of natural gas transmission and distribution systems and major supplier, on the implementation of requirements of the EU Third Energy Package in Lithuania both in the process of adoption of national legislation and its amendments and in the process of actual unbundling of transmission, distribution and supply activities. Legal assistance ranged from services in selecting and approving the unbundling model (scenario), spinning-off the transmission system operator (legal unbundling) to selling the business of the distribution system operator (2010–2014);

Acted as a legal adviser to the state enterprise Lithuanian Airports on a number of complex public procurement matters relating to development of infrastructure projects, as well as other corporate and commercial matters, including a study in preparation for airport concession, change of legal form, payments to the Civil Aviation Authority (2016–2017);

Advised Lithuanian railways on corporate and public procurement issues related to implementation of the Global Project “Rail Baltica”, part of which is to develop the missing high-quality physical infrastructure and logistical railway connections for passenger and freight transport between Finland, the Baltic States and other EU countries (2017);

Advised JS Hamilton Poland (Enterprise Investors) on the acquisition of shares in cargo supervision and inspection company Sekargas ir kompanija, UAB (2016–2017);

Advised a Scandinavian financial group on the sale of a pension fund to INVL Asset Management, UAB, one of the largest asset management companies in Lithuania (2017).

OTHER EXPERIENCE

Advised a Dutch IT company on the acquisition of a stake in an IT development company in Lithuania (2017);

Advised Schage Real Estate, UAB on the sale of a company managing business centre in Vilnius, Lithuania (2016–2017);

Advised a private investor on the sale of the shares in Verslama, UAB, which develops a new construction project in Vilnius (20162017);

Advised ACTA, the holding company of Kiwa and Shield Group International, on the acquisition of Inspecta in Estonia, Latvia, and Lithuania (2015);

Advised a Lithuanian restaurant group in the acquisition of catering chain Sushi Express (2015);

Represented interests of the Mikrovisata company group and its shareholders since 2001. Provided consultations in spinning-off and preparing for sale and represented the group in the sale of a number of businesses of the Mikrovisata company group, including sale of Mikrovisatos Prekyba, UAB (mobile telecommunications business) to Omnitel, AB, sale of Nacionalinė Skaitmeninė Televizija, UAB (digital terrestrial television business) to TEO, etc. (2001–2013);

Advised and represented a client in a transaction for attracting investments to one of the major industrial companies in Lithuania, transfer of shares of this company to the investor, ensuring financing for activities, as well as conduction of new operation transactions between the company and former shareholder’s group companies, including assistance in meeting closing pre-conditions and effecting the closing. The transaction was conducted in several stages, various contractual documents were made during the transaction, including investment agreements, share purchase agreements, security agreements, agreements for sale of services and goods in view of further activities. Services were provided in various areas of law, including the areas of company law, competition law, contract law, banking law, etc. (2013);

Provided legal advice and consultations on the construction and commissioning of a 455 MW combined cycle gas turbine (CCGT) unit, including assistance in drafting tender and contractual documents, assistance in negotiations, legal assistance in obtaining necessary financing from the syndicate consisting of the EBRD and local banks, as well as assistance in implementing the project (2007–2011);

Provided legal consultations in implementing a cross-border merger of limited liability companies, during which a public limited liability company registered in Lithuanian was merged by acquisition with a company operating in Estonia (2014);

Provided legal advice to Nextury Ventures, a Venture Capital Fund investing in potential start-ups in IT and Internet sectors, on establishment, structure formation and investment issues. Provided services to the fund both in investing in and attracting external investors to a number of start-ups and in attracting investments to the fund itself (2013–2014);

Provided legal services to a foreign investor in the acquisition of a sewing business in Lithuania in two stages, including the performance of legal due diligence of the company, formation of the transaction structure, preparation of transaction documents (2013–2014);

Provided legal advice to one of the sales networks in acquiring a few companies managing land plots necessary for the development of the network, including assistance in structuring the transaction, performing legal due diligence, preparing transaction documents, assistance in negotiations, closing and post-closing stages (2012–2014);

Provided legal consultations to a company belonging to an international energy group in initiating, developing and implementing projects of electricity production from landfill gas in Lithuania, including consultations on legal regulation, assistance in tenders for project development, drafting contractual documents and consultations on contract performance issues, as well as representation in relations with local waste management companies and third parties (2007–2014);

Provided legal services to an investor in acquiring in portions the majority of shares in an agricultural machinery company, including assistance in structuring the transaction, preparing share purchase, share pledge, shareholders’ agreements and other transaction documents, as well as assistance in negotiations and executing the transaction (2013);

Provided legal services on the spin-off/transfer of part of a business of the company operating in the information technology area and attraction of investments to the company (2012–2013);

Represented the Ministry of Energy of the Republic of Lithuania before the Vilnius Regional Administrative Court and the Supreme Administrative Court of Lithuania in a dispute according to the statement of claim of UAB Dujotekana against the State for awarding damage caused by illegal regulation of natural gas prices (2009–2012);

Assisted in performing the legal analysis of the structure of the electricity transmission system operator and providing comments on the compliance of the structure to the requirements of the EU Second Energy Package, provided assistance in preparing alternative model structures and comments on such model structures in accordance with EU and Lithuanian legislation, taking into account foreign practice relating to the implementation of the EU Second Energy Package (2006–2007);

Assisted in preparing a business plan (feasibility study) for an independent electricity supplier, considering the compliance with the requirements of the EU Second Energy Package and Lithuanian legislation, assisted in preparing relevant structures in accordance with the requirements of EU and Lithuanian legislation and provided comments on related legal aspects (2004–2005);

Advised one of the major manufacturers of household equipment in Lithuania on revision and change of the structure of the group of companies operating in Lithuanian and other Eastern Europe states, including the analysis of management, liability, implementation and other legal aspects in connection with the current structure of the group and the alternative group structures selected and provision of relevant comments. Legal assistance constituted part of integrated consultancy services on revision of the group structure, business management, taxation and other legal issues (2005).

membership

  • Since 2003 Lithuanian Bar Association
  • Since 2005 Lithuanian Young Bar Association

PROFESSIONAL CAREER

  • Since 2017 Partner, Attorney-at-law at law firm TGS Baltic (former TARK GRUNTE SUTKIENE) 
  • 2014–2017 Associate Partner, Attorney-at-law at law firm TARK GRUNTE SUTKIENE
  • 2002–2014 Attorney-at-law at professional law partnership Baltic Legal Solutions Lietuva
  • 2000–2002 Lawyer at law firm Lideika, Petrauskas, Valiūnas ir partneriai
  • 1998–2000 Lawyer’s assistant at law firm Lideika, Petrauskas, Valiūnas ir partneriai

EDUCATION

  • 2000 Vilnius University, Faculty of Law (Master’s degree in law)