Corporate Matters and Services for Companies
We provide comprehensive legal services to support businesses’ current operations.
We establish, transform and liquidate companies, branches and representative offices. We provide services to shareholders and shareholder meetings, as well as regarding the current matters of management and supervisory boards. We prepare the by-laws of company authorities and cover Corporate Governance issues.
We assist our clients in preparing articles of association and statutes as well as shareholder/stockholder agreements regulating a company’s operations and the relationships between shareholders/stockholders.
We advise on transformations of companies and restructuring capital groups. We also negotiate the terms of investment agreements.
We offer appraisals of intangibles, including inventions, patents and trademarks to value their contribution to commercial companies or their disposal.
We represent our clients in negotiating commercial agreements concluded as part of their day-to-day business.
Transactional Agreements
We provide advisory services in negotiating, preparing and assessing business transactions for companies from a wide range of economic sectors, including in domestic and international trade.
We advise on standard agreements, including general terms and conditions as well as by-laws.
We provide comprehensive services regarding preparing and negotiating agreements used by retail chains, including agreements on supplies to retail chains, agency agreements, franchise agreements, logistical services agreements, lease and rent agreements, agreements on the provision of IT services and maintenance of IT systems, agreements on loyalty programs, etc.
We support our clients in all matters related to performances under agreements with a special focus on prudently securing their legal risks.
Intellectual Property
We assist our clients in negotiating and preparing agreements regarding acquisitions of rights to any type of work, including literary, music, audiovisual, photography an architectural, as well as publishing and distribution agreements. We also process agreements connected with trading in and using other intellectual property rights, in particular agreements related to transfers of rights to trademarks, patents, industrial designs and utility models, and rights under applications for patent awards for such goods, and licence agreements related to them as well as agreements transferring know-how or authorising its use.
Within the scope allowed by law, we represent clients in hearings before the Polish Patent Office. In addition, we represent clients before civil and criminal courts in disputes regarding combating third-party breaches of intellectual property as well as in unfair competition disputes.
In M&A transactions with an IP element, we pay special attention to examining the condition of the acquired rights as well as identifying any issues and potential IP risks to adapt the structure of a given transaction and secure all issues which are crucial to our clients.
Modern Technologies
We assist clients in preparing and negotiating agreements and documents related to rights to use IT systems and implementation documents, as well as agreements related to maintenance, servicing and development of IT systems both in licence and service models. We deal with outsourcing agreements related to both specified processes as well as comprehensive returns of designated IT resources. We support negotiations and assessing computing cloud agreements, with special stress on data security and personal data.
Personal Data Protection
We carry out comprehensive audits of personal data protection to identify potential threats and, subsequently, we support clients in preparing and implementing instruments to eliminate these threats.
We assist our clients with preparing documents required by personal data protection laws in the context of their objectives and applicable industry laws.
The members of our team act as data protection officers, we support data protection officers and provide advice to data security administrators on a daily basis.
We provide legal representation in hearings before PUODO as well as inspections carried out by that authority, and assist clients in implementing post-inspection recommendations. We also advise on the procedure of notifying an infringement committed by a third party.
On 25 May 2018, REGULATION (EU) 2016/679 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 27 April 2016 on the Protection of Individuals Regarding the Processing of Their Personal Data and on the Free Movement of such Data, repealing Directive 95/46/EC (General Data Protection Regulation, Polish: RODO) came into force, and we are advising our clients on its implications. We provide comprehensive compliance services regarding adapting the businesses of entrepreneurs to the requirements of RODO.
E-commerce and Consumer Sale
We advise our clients on all aspects of conducting business using the internet. We carry out legal audits of e-commerce, including the content of statutes, by-laws and general terms of services. We prepare and assess the by-laws of internet shops as well as privacy policies and cookies, and documents required to sell goods and provide services via the internet. We prepare and assess agreements related to shop systems and applications as well as IT platforms used to provide on-line services.
We assist our clients with preparing and filing complaints and withdrawing from agreement as well as the terms of warranties for goods and services.
We advise on all matters connected with on-line marketing as well as loyalty and partner programs.
Investment Procedures
We provide comprehensive legal advice on investment procedures and tenders, in particular those carried out as part of a public procurement. Our lawyers have broad experience providing services to major investors in the power industry, acquired during the execution of projects for Polish and foreign contractors.
We prepare draft agreements at any stage of the investment process, including project agreements, agreements on architectural designs, agreements on project supervision as well as agreements on construction works under general contractor agreements. We advise investors on concluding agreements which shape their legal relationships with subcontractors.
Permits and Regulated Activity
We provide comprehensive legal assistance to entrepreneurs conducting business activity in gas and power transfer and distribution. We represent clients in administrative procedures connected with obtaining permits and promises of permits before the Energy Regulatory Office and provide support during the operation of the business.
We also assist entrepreneurs conducting business in growing energy crops (biomass) at all stages of their operations, from concluding agreements to purchase or rent land through to legal issues related to services connected with planting, care and harvesting energy crops to agreements with customers.
Mergers and Acquisitions
Our team has extensive experience in M&A transactions, including those involving the participation of public companies, which has resulted in a number of successful transactions allowing our clients to develop and achieve their business goals.
Co-operating with tax advisors, we advise on share acquisition transactions (including tender offers for the sale or conversion of public company shares), acquisitions of entire businesses or their assets both for buyers and sellers, as well as on instruction from the management boards of the companies which are the objective of the transaction or entities providing the financing.
We help clients choose the most advantageous form of a transaction on the detailed due diligence of a given entity. We advise on obtaining finance for planned transactions by negotiating loan agreements and security documents. We advise on company mergers, divisions and transformations.
We analyse the necessity to obtain administrative permits, including those issued by the President of UOKiK, required to carry out transactions and prepare applications and motions to obtain the relevant permits, as well as represent clients before the administrative authorities in hearings to obtain these permits.
Labour Law
We advise our clients on negotiating, assessing and preparing employment agreements, service contracts, non-competition agreements, non-disclosure agreements and material liability agreements.
We assist our clients with the comprehensive regulation of employee issues (by-laws, registration with ZUS, PIP, and PIS), in particular we prepare draft by-laws including workplace by-laws, remuneration by-laws, Employee Benefit Fund rules, use of company cars and anti-harassment policies.
We assist our clients with reorganising their employment structure, employment restructuring, collective labour disputes and collective redundancies.
We advise on obtaining work permits for foreigners and the legalisation of residency, as well as on employee assignments outside Poland.
Personal Rights Protection
We help clients estimate whether in a given case their personal rights were infringed as well as the scope of the infringement and selection of proper legal measures to protect their personal rights. In addition, we support economic entities, in particular manufacturing entities, press, books and music publishers and TV broadcasters, as well as interactive media, in eliminating the risk of infringing third-party personal rights.
We respond on behalf of our clients to an infringement by preparing applications on correcting imprecise or false information published in the press or preparing relevant calls to discontinue an infringement of personal rights and to publish corrective statements. We support clients in negotiating the terms of publishing any type of correction, statement and apology as well as holding conciliatory talks.
In disputes we represent clients in court hearings the subject of which is seeking claims (property and non-property) connected with an infringement of personal rights related to the publication of corrections and answers, as well as in criminal proceedings related to claims of an offence and defamation.
Disputes
When providing services to our clients, we primarily try to eliminate any risk inside the client’s organisation and prevent any disputes.
We advise our clients and represent them in civil proceedings, in particular in the following:
- civil and commercial disputes
- intellectual property rights protection
- infringement of personal rights
- corporate disputes
- labour law disputes
- unfair competition disputes, including slotting allowances
