Company Law

Our law firm provides comprehensive legal advisory services regarding the operation of commercial law companies. We offer support at every stage of business activity – from company formation, through ongoing corporate services, to restructuring and liquidation processes. Our goal is to provide clients with a stable and secure legal environment that enables effective business management and minimization of legal risks.

We assist our clients in choosing the optimal legal form of business, taking into account organizational, tax, and financial aspects. We support entrepreneurs in creating business structures tailored to their operational goals and long-term development strategies. We offer advisory services in the establishment of capital and partnership companies, branches of foreign entities, and family foundations, assisting in the drafting of articles of association, bylaws, and documentation required for registration with the National Court Register.

We also provide legal services in the processes of company division and transformation, advising clients on the legal, tax, and business consequences of such actions. Our support covers both standard transformations and more complex restructuring operations, such as company mergers, spin-offs of organized parts of enterprises, or reorganization of capital groups. We prepare all necessary documents, coordinate corporate processes, and represent clients before registration courts and administrative authorities.

Our law firm also offers advisory services in company liquidation, guiding clients through the entire process – from the decision to cease operations, through the formalities related to dissolution, to the company’s removal from the register. We provide support in preparing liquidation documentation, closing the company’s obligations, and conducting the liquidation procedure in accordance with applicable regulations.

Thanks to many years of experience in corporate legal services, we support our clients in effective business management, helping them minimize risks and adapt to a changing legal and business environment.

Within this area we support our clients with:

establishment of commercial companies, family foundations, branches of foreign entrepreneurs,
servicing company bodies (management board, supervisory board and shareholders' meeting), with regard to legal obligations, liability of their members,
financial reporting,
changes in the share capital (increase, reduction, redemption of shares) and other changes to the articles of association and articles of association of companies,
contribution of assets to companies, including real estate and organised parts of the company,
corporate reorganisations of capital groups, including mergers, transformations and divisions of companies,
drafting and negotiating shareholder or shareholders agreements,
drafting of holding agreements and cooperation agreements for capital groups,
representation in disputes between shareholders,
drafting investment agreements with national and international investment funds,
comprehensive legal advice on drafting, reviewing and negotiating all types of agreements in business transactions (contracts, agreements, letters of intent, etc.),
drafting and negotiating financial documentation (on behalf of borrowers),
preparation and negotiation of all security documents, including mortgages and registered pledges.

Company Law - completed projects:

legal support for the establishment of dozens of commercial law companies;
reorganisation within an international capital group in the food industry involving a merger with a joint stock company, a limited liability company and a limited partnership, as well as liquidation of some of the group's entities;
structuring of an international consulting capital group involving the simultaneous merger of several entities, including limited liability companies and limited partnerships;
reorganisation of a national commercial and industrial group, involving a change in the legal form of the operating company and liquidation of some of the entities;
demerger by spin-off of an industrial joint-stock company, involving the spin-off of an organised part of an enterprise to another group company;
a reverse merger (down-stream merger).

Comprehensive Legal Services for Entrepreneurs and Companies

Corporate law and business services require a precise approach and an understanding of the specific nature of how enterprises operate. We support our clients at every stage of their business activity – from company formation, through ongoing support for management bodies, to more complex restructuring and investment processes. Our law firm provides full legal advisory services for companies operating on both domestic and international markets, enabling them to grow within stable and secure legal frameworks.

Company Law

Formation of Commercial Companies and Branches of Foreign Entrepreneurs

Choosing the right legal form of business is crucial for its further operation. We assist in establishing capital and partnership companies as well as branches of foreign entities in Poland. We provide comprehensive support for the registration process, including the preparation of articles of association, bylaws, and internal regulations, as well as advice on optimal tax and legal solutions.

Support for Company Bodies (Management Board, Supervisory Board, and Shareholders’ Meetings or General Meetings of Shareholders) in Terms of Legal Obligations and Liability of Their Members

Corporate governing bodies are subject to numerous legal obligations and regulations. We advise management boards, supervisory boards, and shareholders’ meetings on their competencies, legal liability, and key business decisions. We prepare the necessary documentation and provide compliance advice, minimizing the risk of personal liability of board members.

Financial Reporting

Every company is obliged to submit regular financial statements and comply with accounting regulations. We support clients in the correct preparation and filing of financial reports, as well as in audits and cooperation with statutory auditors and tax authorities.

Changes in Share Capital (Increase, Decrease, Redemption of Shares/Stocks) and Other Amendments to Articles of Association and Bylaws

A company’s share capital may be subject to changes depending on its business strategy. We assist with procedures for increasing or decreasing share capital, redeeming shares or stocks, and making amendments to articles of association and bylaws. We also advise on the legal and tax consequences of such actions.

Contribution of Assets to Companies, Including Real Estate and Organized Parts of Enterprises

Company capital can be increased through contributions of various types of assets, such as real estate, fixed assets, or organized parts of enterprises. We prepare transactional documentation, assist in negotiations, and safeguard our clients’ interests, ensuring compliance with applicable legal regulations.

Corporate Reorganizations of Capital Groups, Including Mergers, Transformations, and Divisions of Companies

We advise on the reorganization of corporate structures, including mergers, divisions, and transformations of companies. We conduct legal and tax analyses and prepare all necessary documentation to ensure that the process is carried out in compliance with regulations and optimally for the client’s business.

Drafting and Negotiating Shareholders’ or Stockholders’ Agreements

Cooperation between shareholders or stockholders requires clear and precise arrangements. We draft agreements regulating mutual rights and obligations, including mechanisms preventing potential conflicts, rules for exit from investments, and distribution of profits.

Drafting Holding Agreements and Cooperation Agreements for Capital Groups

Holding structures and capital groups require appropriate regulation of relations between subsidiaries and parent companies. We prepare holding and cooperation agreements that ensure transparency of management and protection of the interests of all entities within the group.

Shareholder Disputes

Conflicts between shareholders can paralyze a company’s operations. We represent clients in negotiations and court proceedings concerning property rights, company management, or the exit of a shareholder from the company.

Drafting Investment Agreements with Domestic and International Investment Funds

We provide support in investment transactions by preparing agreements and negotiating cooperation terms with investment funds. We conduct a comprehensive risk analysis and secure our clients’ interests within investment agreements.

Comprehensive Legal Services for Preparing, Reviewing, and Negotiating All Types of Commercial Contracts (Agreements, Settlements, Letters of Intent, etc.)

Properly structured contracts are the foundation of business security. We draft, review, and negotiate a wide range of commercial agreements, safeguarding our clients’ interests and eliminating potential legal risks.

Drafting and Negotiating Financial Documentation (on Behalf of Borrowers)

We represent borrowers in negotiating credit and financing agreements, ensuring transparency and alignment of contract terms with the client’s interests.

Preparing and Negotiating Security Documents, Including Mortgages and Registered Pledges

Every financial transaction requires appropriate security. We draft security documentation for loans and credits, including mortgages and registered pledges, to ensure the stability and legal certainty of transactions.

Corporate legal services require not only knowledge of the law but also an understanding of the specific nature of business operations. We provide our clients with support at every stage of business development – from company formation, through ongoing corporate services, to complex restructuring and investment processes. Thanks to our experience and commitment, we help companies effectively minimize legal risks and achieve their business goals within a stable and secure legal environment.

Legal Services for Limited Partnerships

Legal services for limited partnerships go far beyond one-time registration in the National Court Register or the preparation of a basic agreement. Each stage of operating a limited partnership – from its formation, through day-to-day business operations, to possible liquidation or transformation – involves specific legal obligations, the neglect of which can lead to serious financial and organizational consequences. This is why it is so important to have a lawyer involved, someone who not only knows the law but also understands the practical dynamics of how limited partnerships operate.

A lawyer can relieve partners of many complex obligations – from drafting and negotiating the partnership agreement, through preparing resolutions and minutes of meetings, to representing the company before courts or administrative authorities. Seemingly simple activities, such as changing a partner or updating data in the register, can – without proper preparation – result in the court refusing an entry or in unintended tax consequences. A lawyer can anticipate risks in advance, ensure that documents comply with current regulations, and suggest the most advantageous solutions – both legally and commercially.

In the context of limited partnerships, issues such as partners’ liability, settlements, succession, or transformations are particularly important. The support of an experienced lawyer makes it possible to go through these processes smoothly, without unnecessary complications and without the risk of losing control over the company’s legal situation. It also means real savings of time and money – not only by avoiding costly mistakes but also thanks to the efficient handling of all required procedures. By opting for ongoing legal services, partners gain not only the assurance of compliance with the law but also access to practical knowledge that allows them to make sound decisions in a dynamic business environment.

Completed Projects – More Information

Legal support in establishing several dozen commercial law companies

We assisted in the formation of several dozen companies operating in various sectors of the economy. Our services included selecting the appropriate legal form, drafting articles of association and bylaws, representation in registration proceedings, and advisory on ownership and organizational structures. We supported clients both in setting up simple limited liability companies and more complex structures, including joint-stock companies, limited partnerships, and branches of foreign enterprises.

Reorganization within an international capital group in the food industry, including mergers and liquidation of certain entities

We carried out a comprehensive restructuring process for a capital group operating in the food industry. The project involved the merger of a joint-stock company, a limited liability company, and a limited partnership, as well as the liquidation of selected entities to optimize the group’s operational and financial activities. We prepared full transaction documentation, conducted legal and tax analyses, and supported clients in obtaining the required corporate and administrative approvals.

Structuring of an international capital group in the consulting industry, including the merger of several entities

We advised a client from the consulting industry in the process of structuring a capital group, which involved the simultaneous merger of several limited liability companies and limited partnerships. The objective of this process was to simplify the ownership structure, increase management efficiency, and optimize operating costs. Our work included preparing legal analyses, negotiating the terms of the merger, and supporting registration proceedings before the relevant authorities.

Reorganization of a domestic capital group in the trade and industrial sector, including a change in the legal form of the operating company and liquidation of certain entities

As part of the restructuring of a domestic capital group operating in the trade and industrial sector, we advised on changing the legal form of a key operating company and liquidating selected entities. The project aimed to adapt the group’s organizational structure to changing market conditions, optimize management, and increase transparency of operations. Our law firm provided support at every stage of the process – from developing a restructuring strategy, through preparing the necessary documentation, to registering the changes in the National Court Register.

Spin-off of a joint-stock company in the industrial sector

We carried out the spin-off of a joint-stock company operating in the industrial sector, involving the transfer of an organized part of the enterprise to another company within the same capital group. This division allowed for better organization of activities, a stronger focus of each company on its core business areas, and improved management efficiency. Our law firm prepared the full legal documentation, conducted analyses of tax and regulatory implications, and represented the client in proceedings before the registration court.

Down-stream merger (reverse merger)

We conducted a down-stream merger procedure, involving the takeover of a parent company by its subsidiary. Such transactions require particular precision and careful analysis of tax and corporate implications. Our support included developing the merger structure, preparing documentation, coordinating legal and administrative processes, and representing the client before the registration court. Thanks to our assistance, the client completed the process in full compliance with applicable regulations, while minimizing legal and financial risks.

Company Law

Our law firm has many years of experience in providing comprehensive legal services for companies – both those operating on the domestic market and internationally. Over the years, we have successfully supported clients in the formation, transformation, and restructuring of companies and capital groups. Our services cover both ongoing corporate advisory and representation in complex legal proceedings requiring a strategic approach and precise knowledge of the law.

Operating in dynamic business environment, we understand the challenges faced by modern companies. That is why we offer not only classic legal services but also real support in making strategically important decisions. We assist in corporate structuring, drafting and negotiating agreements, reviewing documents, as well as in corporate disputes, M&A transactions, due diligence processes, and shareholder relations.

Our approach is based on close cooperation with the client – we analyze needs, identify potential risks, and design solutions tailored to the specific nature of each business. Thanks to the commitment and high-level expertise of our lawyers, entrepreneurs can focus on growing their companies with the assurance that legal matters are under constant control.

In a world of changing regulations, increasing competition, and increasingly complex ownership structures, professional legal services are not an add-on – they are the foundation of safe and effective business operations. Our law firm is ready to be your partner at every stage of a company’s development – from its establishment, through daily operations, to restructuring and succession.