CV – Dorina Dumitrescu

CAREER SUMMARY

● Romanian qualified lawyer: Class of ’89, Bucharest University Law School, Bucharest Bar member. Graduate of Staffordshire University, UK, LL.M., Class of ’94.

● Total of 24 years of working experience out of which thirteen (13) years as in-house (in an international bank and an export credit agency) and eleven(11) years in private practice (Wolf Theiss, Arthur Andersen and running my own law practice).

● Transaction lawyer (various financial instruments, various industries, structured finance, project finance, corporate, commercial, real estate).

● Multi-jurisdiction experience (often work on transactions where the governing law for the financing documents was English, Austrian or Dutch law. Liaise and work with counsel in various jurisdictions.

● Extensive client-facing, business development and cross-selling role (introduce new clients, develop existing clients, organize presentations, attend conferences and other events).

CAREER HISTORY

Currently Founder Lawyer “Dorina Dumitrescu Law Office”

December 2010 Head of Legal RBS Bank Romania SA (currently RBS PLC Romania branch)
July 2014

March 2010
December 2010 External Lawyer providing legal support to GRG (the loan restructuring/insolvency unit) – RBS Bank (Romania) S.A. (working as in-house and on an exclusive basis).

Aug 2008 Founder Lawyer of Dorina Dumitrescu Law Office (called for five months “Dumitrescu &
February 2010 Associatii” cooperating with Vernon David law firm – the former legal arm of Ernst &Young)
Transaction lawyer (banking and project finance/structured finance transactions, corporate law, real estate).
Primary responsibility for a wide range of transactions: structuring asset-based lending and property and construction finance transactions, creating and perfecting security interest in real and personal property, work outs and restructuring, enforcing creditor’s rights, drafting and reviewing credit documentation, restatement and amendments to credit agreements, negotiate all types of agreements.

External counsel. Advising banks on lending and other instruments, regulatory issues, bankruptcy issues, various banking products. Advising various legal entities on corporate governance, permitting and authorisation for various purposes, as well as transaction –related approvals and permits, corporate and capital restructuring, mergers and acquisitions, sale of shares and capital increases.

July 2005 Partner lawyer, Wolf Theiss (a reputable regional Austrian law firm), Bucharest Office
Aug 2008 Was the local partner hired by the Wolf Theiss law firm to set up its presence in Romania. Partner responsible for the Banking and Finance practice.

Transaction lawyer (banking and project finance transactions, corporate law, capital markets)

Involved in a full range of products and transactions, from transactional work to compliance tasks, including: asset financing, property and construction finance, business lending transactions (secured and unsecured), debt financing and equity financing.

Responsible for planning the work on transactions since inception to closing; worked closely with the Vienna banking team on cross border transactions; carried out corporate due dilligence of the borrowers/due diligence on the property, drafted facility agreements based on LMA standards (and also not based on LMA), reviewed loan agreements governed by foreign laws from the perspective of the Romanian mandatory and public order rules; structured, drafted or reviewied security packages; issued legal opinions on the enforceability of the loan agreement and its corresponding collateral; undertook legal research and drafted memoranda on issues of law related to the transaction; negotiated agreements; maintained contact with clients and other parties, prepared and attended closings. Lead or participated in meetings and negotiations. Identified, and liaised with, legal consultants in other jurisdictions.

Managerial responsibility for the core banking team, from practice development to mentoring and coaching younger colleagues.
Speaker or delegate at a few conferences or events on banking-related issues. Extensive marketing role.
June 2003 Founder Lawyer of Dorina Dumitrescu Law Office
July 2005 External counsel (under retainer agreements) for ABN AMRO Bank (Romania) SA and Raiffeissen Bank. Advised on corporate maintenance, regulatory issues, credit structuring and restructuring, collateralisation, creditors ranking, bankruptcy issues, various banking products. Advised on compliance and regulatory issues for business lending transactions.

Advised various legal entities on corporate governance, permitting and authorisation for various purposes, as well as transaction–related approvals and permits, corporate and capital restructuring, mergers and acquisitions, sale of shares and capital increases.

June 2001 Senior Partner lawyer Dumitrescu & Lina SCPA
June 2003 Transaction lawyer/external counsel – banking and finance
Advised banks on corporate maintenance, regulatory issues, credit structuring and collateralisation, creditors ranking, bankruptcy issues, ‘’waterproofness’’ of certain security arrangements, financial derivatives regime, various banking products as well as acted on behalf of domestic and international banks and borrowers in syndicated and bilateral credit transactions, secured and unsecured; worked on transactions involving sovereign and sovereign-guaranteed lending, trade financing, limited recourse project financing, factoring, escrow agreements. Drafted the standard banking documentation (general banking conditions, loan and security documentation) of three major regional and international banks acting in Romania.

Transaction lawyer/external counsel corporate law
Provided advice prior to establishment and corporate structuring, drafted by-laws and other corporate documents, advised in connection with the incorporation of companies, setting up branches and representative offices, advised on corporate governance, directors’ and shareholders’ meetings, permitting and authorisations for various purposes, including general business permitting, specific (regulatory) licensing and authorisations, as well as transaction–related approvals and permits; advised Romanian and international companies and major financial institutions on corporate and capital restructuring, mergers and acquisitions, sale of shares and capital increases; acted on behalf of debt and equity investors in relation to their capital injection in domestic companies, from the preparation and due diligence phase to the negotiation and structuring of the transaction and drafting the necessary documentation; acted on behalf of shareholders in the sale of their participation in domestic companies to strategic or financial investors.

Transaction lawyer/external counsel commercial law
Provided advice and assistance in various transactions covering most areas of the commercial law [general commercial contracts, distribution, supply, leasing, acquisition or sale of equipment, real estate (title examinations and searches, identification of any potential defects in the chain of title, deed preparation, advice on planning and environment issues)] and drafted necessary documentation.

External counsel labor law
Advised clients on labor law issues, including drafting/review of employment contracts, termination notices, assistance during the implementation of staff restructuring, obtaining of work permits for foreigners, acted on behalf of employers or employees in relation to labor conflicts.

Mentored and coached a numberof graduates or younger lawyers who later set up very successful careers and/or pursued post-graduate studies in other countries.

Overal managerial responsibility.

Feb 1996 Legal Affairs Manager, ABN AMRO Bank (Romania) SA
June 2001 Started with ABN AMRO Bank as the only in house lawyer and was the only ABN AMRO Bank in house lawyer for over one year. Recruited and trained a team of lawyers. Reported directly to the CEO.

Had primary responsibility for all legal work, policy and procedural issues in connection with ABN AMRO Bank’s operations as well as regulatory issues. Provided day-to-day advice on foreign exchange regulations, cross-border funds transfers, payment orders, cheques and other commercial papers, various payment mechanisms, escrow structures, letters of guarantees, letters of credit, collaterals, credit documentation, risk related issues, newly adopted regulations and provided assistance with the implementation of new banking products rules and regulations.

Drafted and reviewed drafts of agreements to which ABN AMRO Bank was a party. Advised on labour issues.

Worked closely with banking teams and credit risk units to develop the standard banking documentation (general banking conditions, loan agreements per type of facilities, security documentation, contracts for specific banking products), to structure projects and negotiate with clients and other parties involved. Lead negotiations on legal documentation. Provided input in the development of financial products, institutional policies and procedures, internal manuals.

Acted as the representative of the bank’s shareholders, organized board meetings/general shareholders meeting and drafted resolutions further to such meetings.

Was part of the team that provided feedback to the National Bank of Romania, on behalf of ABN AMRO Bank (Romania) SA in the process of establishing the clearing company TRANSFOND (research on the interbank payments system regulations, drafted proposals of the list of activities which would constitute Transfond’s object of activity and provided comments on the proposed by-laws of such company).

Founding member of the Banking Lawyers Association.

Selected and managed outside legal consultants.

Managerial responsibility for the legal team.

Feb 1995 Lawyer and tax adviser with Arthur Andersen, Bucharest office
Feb1996 Started with Arthur Andersen when this consultancy company first established its presence in Romania. Advised a large number of clients on a variety of tax and legal issues. Participated in negotiations of loans agreements and security agreements as well as various commercial contracts.

Feb 1991 Counsel, Eximbank of Romania, Bucharest, Romania
Feb 1995 Started with Eximbank when this ECA was first established. Part of the group that developed the policies and procedures of the new institution. Involved in banking tasks in addition to legal matters. Worked on transactions involving international trade financing, guarantees and credit risk insurance and reinsurance. Training offered by the National Westminster Bank, London, UK.

Jan 1990 Counsel within a state-owned company
Feb 1991 Acting as in house legal counsel, dealing with all civil, commercial and labour law issues as well as with specific legal issues derived from the nature of the business.

SKILLS

• Analytical skills, precise, solution oriented, creative

• Organized, able to work on my own as well as part of a team

• Good interpersonal and negotiating skills

EDUCATION

Oct 1993 Master of Laws International Law (LLM), Staffordshire University, UK
Oct 1994 Postgraduate Diploma International Law, Staffordshire University, UK
Dissertation on conflict of laws (grade: A)
SUCCESS Scholarship (British Council, Staffordshire University, Soros Foundation)

Sept 1985 Diploma of Licentiate in Law (LL.M. equivalent); Bucharest University School of Law,
June 1989 Bucharest, Romania

OTHER Status: Romanian citizen, married, one child
Languages: English, French (basic), Romanian
Interests: People, reading, travelling

TESTIMONIALS

• Legal500 – Clients consider Dorina Dumitrescu to be a “highly capable lawyer, one to whom we would always turn”.

• Chambers and Partners: Chambers Global Guide Editorial “Dorina Dumitrescu has a good reputation as a core finance lawyer at the firm and is highly regarded by peers”.

• Chambers and Partners- Editorial EU Directory 2008 Banking and Finance “ Dorina Dumitrescu was singled out by peers as “well- respected and very experienced banking lawyer”.

• European Legal Experts – contains Dorina Dumitrescu’s profile

• IFLR 2008 – lists Dorina Dumitrescu’s law firm (Dumitrescu & Asociatii SCA) among the recommended law firms in Romania