Complex legal support
The firm renders complex legal support, taking advantage of competence and experience of partners and of the team of experienced lawyers. We offer regular legal services to companies and individual Clients, as well as to other entities requiring regular legal advisory services. We also support the Clients in single challenges within the area of our specialisation, including court litigation.
The firm’s team renders advisory services in the area of individual and collective employment law. The lawyers have rich experience in negotiating with trade unions, inter alia on the issues of social benefit packages, collective bargaining agreements, restructuring. They take part in procedures of settling collective disputes.
Our offer in the area of the employment law covers, inter alia:
- preparation of drafts of so called internal sources of employment law (collective bargaining agreements, work regulations, remuneration regulations, employee benefit fund’s regulations, social benefit packages);
- negotiations with trade unions;
- preparation of drafts of individual documents in the area of employment law (inter alia: management contracts, non-competition agreement);
- legal services in the area of employment issues for projects related to restructuring (group lay-offs, transfer of undertaking to another employee),
- ongoing legal services in the area of current employment-legal issues;
- representing Clients in the court proceedings in the area of employment law;
- issues related to external employment (temporary employment agencies, labour leasing, outsourcing);
- representing Clients in the course of audit proceedings carried out by the State Labour Inspectorate (PIP) and National Insurance Institution (ZUS);
- legal services in the area of application of the act on the limitations on wages in certain state-owned businesses, inter alia: by drafting legal opinions involving interpretation of the act’ provisions and preparing drafts of contracts for persons covered by the scope of its regulations;
- legal services in the area of health and safety regulations and protection of selected employee’s groups;
- legal services in the area of discrimination in the workplace, mobbing;
- preparing legal analysis – due diligence.
Social insurance law
The firm supports its clients in social insurance related issues, both in their day-to-day activities and during National Insurance Institution’s audits, as well as – finally – at the stage of court proceedings.
The offer in the area of social insurance law includes, among others:
- drafting legal opinions pertaining to interpretation of legal provisions (being subject to insurance, concurrence of insurance titles, basis for contribution determination, bridging pensions);
- preparation of applications for rulings on social insurance provisions;
- representing management staff in court proceedings in cases involving bearing responsibility for the social insurance contributions;
- preparation of appeals against decisions of the National Insurance Institution and representing parties in the court proceedings in such cases.
Knowledge of law, many years of experience, awareness of the industry’s limitations and challenges and broad knowledge of the technology possessed by the firm’s team, ensures the ability to provide comprehensive legal services to domestic and international enterprises in the energy, gas and heating industry. We are one of the most experienced teams in Poland specialising in the sector of gas fuels and regasification of LNG. We are also successfully supporting recognised projects in the heating, “waste to energy” (WtE) and renewable energy sources sector.
Within the specialisation we ensure:
- comprehensive advisory services within the electro-energy business, in the gas and heating sector, including the renewable energy, cogeneration, regasification LNG, shale gas;
- regulatory advisory services pertaining to the issues of energy law, inter alia in the area of concessions, tariffs, transmission grid operating and maintenance manuals, designation and certification of the operators, proceedings and disputes carried out before the President of the Energy Regulatory Office;
- Legal aid in the area of drafting and negotiating agreements pertaining to sale, transmission, distribution (umbrella agreements) of gas fuels, energy, heating, agreements on LNG regasification, storage of gas fuels, agreements on connection to network;
- Support in creating strategies for purchasing, transmitting and balancing gas fuel, including by means of the Polish Power Exchange (”PPE”), OTC market, exchange markets of the neighbouring countries, e.g. EEX, as well as in the process of change of the supplier;
- representing Clients from the energy sector in legislative process, implementation of the European energy law, ENTSO network codes;
- comprehensive legal support in planning and implementing investment processes, e.g. in the area of transmission networks, generating capacity of conventional and renewable energy, cogeneration. Support in negotiating agreements with investors, contractors and financial institutions.
- M&A transactions (mergers and acquisitions) in the energy industry and advisory services for restructuring;
- preparation of legal analysis – due diligence – in respect of proper application of legal provisions governing activity of energy enterprises.
Construction law and infrastructural investments
The firm ensures versatile legal support to public and private entities in implementation of complex construction and infrastructural undertakings, starting with the stage of planning of the investment, organising tenders and preparation of offers, including also negotiations and cooperation in executing projects and solving disputes arising in the course of implementation thereof. We support projects benefiting from traditional financing methods, EU funds, as well as investments carried out within the public-private partnership (PPP) framework. Creativity of the firm’s team make it possible to hammer out effective legal solutions aiming at overcoming legal obstacles.
Legal advisory offer includes inter alia:
- support on all stages of the investment process;
- comprehensive legal aid in complicated infrastructural projects: linear, new and modernised generating capacities, waste incinerating plants, renewable energy sources, specialised facilities for IT and telecommunication industry;
- advisory services in the area of selecting optimal, including the financial and tax perspective, legal solutions pertaining to implementation of the undertaking;
- preparing and negotiating agreements pertaining to implementation of the undertaking, including the ones pertaining to construction, activity of project management, operating, servicing the processing systems;
- advisory in the administrative and legal issues related to preparation and implementation of construction investments, including protection of environment;
- examining the legal status of the real estates and companies being owners or perpetual lessees, identification of the real estates’ risks and advisory in respect of reducing and elimination thereof;
- preparing and negotiating agreements pertaining to sale and facilitating real estate, including establishing transmission easement.
- Legal support in the processes of obtaining financing for implementation of the investment from the EU, OPI&E, National Fund for Environmental Protection and Water Management;
- Representing Clients in disputes related to implementation of the investment.
Public procurement law
The firm’s lawyers have reach experience and broad practical knowledge in the area of application of the public procurement law. We successfully advice entities from the public and private sector. We also provide legal aid in the area of projects carried out within the public-private partnership (PPP), including institutional partnership using a company with a mixed, public-private capital.
Advisory services for the Ordering Parties include:
- Aid in the selection of the proper type of proceedings;
- preparation of specification of substantial requirements of the order and substantial requirements of the agreements;
- drafting documentation of the proceedings;
- conducting negotiations and competitive dialogue;
- representing Clients before the National Appeals Chamber and before the court, in the proceedings related to filing appeal measures;
- preparing legal opinions and analysis pertaining to the obligation to apply the public procurement law or absence of such obligation.
- advisory related to carrying out audits by the President of the Public Procurement Office;
- advisory in the proceedings pertaining to financial adjustments imposed on the EU funds beneficiaries;
- support in the legislative processes pertaining to implementation of the EU law of public procurement and other changes to the act.
Advisory services for the Ordering Parties include:
- legal aid in preparation of motions on the admission to tender;
- identifying risks related to the proceedings and implementation of agreements on public procurement;
- drafting letters to the Ordering Party, inquiries and motions;
- representing Contractors in the course of negotiations and competitive dialogue;
- advising in preparation of the Contractor’s offer, including in the area of formal and legal issues, in the course of drafting attachments;
- representing Contractor before the National Appeals Chamber and before the court, in the proceedings related to filing appeal measures;
- advisory in concluding and implementing agreements with consortium members and sub-contractors;
- drafting legal opinions in the area of public procurement law;
Public-private partnership (PPP)
Firm’s lawyers have necessary knowledge and experience to implement investments within the public-private partnership framework. The aim of the public-private partnership projects that we handle, is to hammer out rules of cooperation between the public entity and a private partner, allowing for maximising benefits in the social, economic, as well as in commercial dimension.
Services rendered by the Firm in the area of preparation of the PPP projects, include, in particular:
- recommendation of optimal legal structures and models for PPP projects;
- assessment of possibility of implementing the PPP projects with the use of the European funds or other non-refundable forms of aid;
- legal advisory services in the area of institutional PPP, with the use of a company having mixed, public-private capital;
- supporting partners in the comprehensive preparation of documentation determining the rules of cooperation between all the parties involved, including preparation of the required announcements, motions and samples of other documents required by law, as well as an assessment of the offers submitted;
- advise on all stages of the PPP proceedings, including participation in negotiations with the private investors;
- Preparation of agreements on a public-private partnership and side agreements concluded with the aim of implementing the purpose of the public-private partnership.
Waste management and environmental law
The firm ensures versatile legal assistance in the area of waste management and environment protection, inter alia in the field of gas and liquids emissions. Our assistance is addressed to local government units, municipal companies and private entities. We render comprehensive legal services for the “Waste to Energy” (WtE) – thermal treatment of waste with energy recovery, combining broad experience from the fields of the waste management and energy law.
Within this specialisation we offer, among others:
- comprehensive advisory in the area of design, construction and operation of waste treatment plants, including a waste incineration plant with energy recovery;
- legal assistance in contracting long-term services of waste management, including ensuring a waste stream to the incineration plants, within the horizontal agreements, which do not require application of public procurement law;
- legal support in the area of trading the greenhouse gas emission allowances and support for the renewable sources of energy (RSE);
- advising in proceedings on environmental impact assessment and impact assessment on Natura 2000 areas in course of investment process;
- support in obtaining necessary permits and authorisations, including legal representation before the administrative authorities and administrative courts;
- support in drafting waste management programmes and accounts from implementation thereof;
- transferring rights and obligations resulting from integrated permits, gas and dust emission permits, waste generation permits, water use permit;
- analysis of compliance of activities of entities carrying out business activity with the rules of the environmental protection law;
- preparing and giving opinions on documents in the area of environment protection and waste management, such as agreements, regulations and resolutions;
- Preparing legal analysis and opinions pertaining to selected regulations of the Polish and EU environmental protection law and law pertaining to waste management.
Company law and commercial law
Experience of our lawyers, enables the firm to advice private and public companies on any stage of their development, rendering an on-going legal support for them, as well as carrying out complex restructuring, sale, merger and acquisition, transformation and liquidation processes.
Within the offer we ensure:
- assistance in creating companies, branches and representative offices, advisory services in the area of choice of a proper legal form, preparation of a required documentation, representation before the registry court;
- carrying out processes of restructuring, division, merger of the companies, including preparation of the required resolutions, draft articles of association, motions to the court;
- legal analysis – due diligence – in the area of the correctness of application of the commercial law and corporate issues, as well as of other legal aspects of the company’s business activity;
- comprehensive advisory services in the area of acquisition and disposal of shares, enterprises and organised parts thereof;
- creating non-statutory contracts concluded between the partners or shareholders;
- giving opinions on complex legal issues pertaining to squeeze-out or buy-out, voluntary, compulsory, automatic redemption of shares, entering of a shareholder into a company and exit therefrom, as well as creating appropriate provisions in the articles of association to that extent.
- Legal services for the bodies of the companies, including for the shareholder’s meetings, supervisory board meetings, management board, drafting regulations for the bodies of the companies;
- advisory services in the restructuring processes, including companies’ de-mergers, in all legal aspects thereof, including employment law, tax and ownership issues, intellectual and industrial property;
- preparation of strategy in the area of structure and mechanisms of action for the capital group;
- legal assistance in issues related to the act on commercialisation and privatisation, in particular in the area of the problem of definition of the term “privatisation” and of employee shares.
Intellectual property and new technologies law
The firm supports Clients in managing their intellectual property rights portfolio, as well as in exercising thereof. Our lawyers have experience in working for Polish and international entities from different industries, including media and new technologies.
Within the specialisation we offer:
- preparing and negotiating license agreements, implementation agreements, agreements on transfer of intellectual property rights, as well as agreements on transfer of proprietary copyrights;
- preparing and negotiating agency, franchise, outsourcing agreements, as well as marketing and sponsoring agreements;
- preparing agreements on implementation, support and training in the area of software and ICT systems;
- assistance in fighting unfair competition, including protection of works, including software and rights to domain names;
- advisory services in the area of the terms and conditions of websites, promotions, competitions, including elimination of risk of use of abusive clauses;
- assistance in the process of personal data protection;
- representing Clients in disputes before common courts in cases related to protection of intellectual property.
Taking advantage of the rich experience we support Clients in solving tax problems arising in the course of the day-to-day business activity. We offer advice in preparing safe and business-efficient models of activity, in order to reduce tax burden. We assist in working out a long-term tax optimization strategies for the activity carried out. We provide opinions on transactions and operations, from the perspective of reduction of risks and of tax optimization. We advise in the area of income taxes, VAT and excise tax, real estate tax, transfer tax, inheritance and donations, as well as international taxes. We offer solutions pertaining to transactions between associated entities and in the area of transfer pricing. We represent Clients in proceedings conducted by tax authorities and before administrative courts, as well as during audits conducted by the social insurance authorities (ZUS).
Our services involve, among others:
- evaluating tax consequences of the concluded agreements, implemented undertakings and investments;
- supporting in preparation of tax effective investment strategies, financing models for the activity and scenarios for capital and business restructuring;
- tax restructuring of enterprises, including preparations of models of mergers and acquisitions, divisions, transfers of whole or part of an enterprise, with special attention to subsequent sale.
- transaction services: due diligence, transaction structuring, analysis of documentation, tax consulting in the course of negotiations;
- structuring transactions between associated entities and advisory services in the area of preparation of tax documentation covering such transactions (transfer pricing documentation);
- support in the investment preparation process in the special economic zones;
- tax structuring of investments implemented within the public-private partnership (PPP) framework;
- tax optimization for management staff and key employees;
- preparation and implementation of tax optimization for individuals, involving use of Polish and foreign partnerships, companies and investment funds;
- applications for binding tax rulings;
- preparing Clients for tax and customs audits, support in the course of the audits being carried out, among others: preparation of reservations to the audit record, appeals against decisions, complaints against orders of the customs and tax authorities;
- Complaints to voivodship administrative courts and complain in cassation on the verdicts of the voivodship administrative courts in tax matters;
- representation during court hearings in the area of tax law;
- preparing legal opinions and providing legal advice pertaining to tax issues;