Restructuring

We have extensive experience in comprehensive legal advice related to the restructuring process, in particular related to in-court restructuring, debt restructuring, corporate, organizational, assets-related and employment restructuring, as well as tax restructuring and state aid.

See also Bankruptcy

We also advise on transactions involving the assets of entities in crisis and in the negotiation, conclusion, termination and proper securing of the execution of contracts concluded with such entities. We also advise on securing contract performance against the crisis.

We also represent creditors and debtors, including persons responsible for management of enterprise assets, in court suits and in tax and criminal proceedings taking place because of or in connection with restructuring processes.

We provide legal advice to local and foreign clients, also in cooperation with foreign law firms in cross-border projects.

We understand that restructuring is a complex process requiring skilful application of many aspects of the law.  Our team consists of lawyers with long-standing and diverse experience in work for entities undergoing the restructuring process.  For each commission we appoint a team of lawyers who work under the supervision of one of our firm’s partners.

Our restructuring and bankruptcy practice is recommended by the international rankings of Chambers Europe and Legal 500.

Our lawyers are members of recognized local and foreign organizations affiliating restructuring practitioners, including INSOL International, INSOL Europe, R3 – The Association of Business Recovery Professionals, International Insolvency Institute and the Association of Restructuring Professionals in Poland. We monitor the latest trends in restructuring locally and in the world and participate in their evolution. In particular, we take part in projects aimed at assembling codes of good practices and drafting local and EU law.

We have written numerous publications on various legal aspects of restructuring.  Some of them are available on our portal, In Principle.

We organize seminars, trainings and lectures on all legal aspects of restructuring.  In addition, we offer our clients internal training sessions adapted to their individual needs.

We provide comprehensive advise to our clients and actively support them in the following areas of law:

We provide comprehensive legal advice in the course of restructuring proceedings regulated by the Restructuring Law Act of 15 May 2015 and prior to the opening of restructuring proceedings. We also advise on cross-border restructuring proceedings subject to Regulation (EU) 2015/848 of the European Parliament and of the Council of 20 May 2015 on insolvency proceedings (recast).

We work for debtors and creditors. Most frequently we provide legal advice to the latter, particularly to banks and other financial institutions (also acting within consortium) and to producers and suppliers of goods and services. We have experience in counselling security agents established in consortium financing.

We create complex strategies and implement them jointly with clients, which provide protection of their economic and legal interests in restructuring. In the case of creditors, this includes the preparation and execution of a strategy for recovery of claims from debtors in an in-court restructuring (among others, with the use of out-of-court forms of debt collection, the sale of debtor assets by an administrator or through a pre-packed sale).

Most frequently, we support our clients in the course of remedial proceedings, which – from among in-court restructuring proceedings offered by Polish law – impose the most rigorous limitations for the participants in restructuring and constitute the greatest challenge for them. We prepare applications for the opening of remedial proceedings for debtors and creditors. When working for a creditor we analyze the risks related to ineffectiveness of legal actions to which our client is party and collaterals established on his behalf.

During the course of restructuring proceedings we act on the client’s behalf to establish a creditors’ council or to change its composition. Moreover, we represent clients in creditors’ council and meetings, including those convened to vote on an arrangement with a debtor. We also provide day-to-day legal advice to working creditors’ council.

Further, we advise members of debtor’s corporate bodies and other representatives as well as insolvency-office-holders acting as arrangement supervisors, court supervisors or administrators in restructuring proceedings.

 

Contact:

Konrad Grotowski, konrad.grotowski@wardynski.com.pl

Karol Czepukojć, karol.czepukojc@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

For years we have been taking part in largest debt restructuring transactions on the Polish market.  We act on behalf of creditors (including senior as well as mezzanine type lenders), bondholders, bond trustees, and companies (including public companies) undergoing financial difficulties.

 

Contact:

Łukasz Szegda, lukasz.szegda@wardynski.com.pl

Tel.: + 48 22 437 82 45, 22 537 82 45

We provide advice to our clients in employment restructuring, which includes the creation of an internal employer, individual and group redundancies, voluntary leaving programs, workplace transfers, M&A transactions, outsourcing of employees, as well as atypical (flexible) forms of employment, e.g. temporary work and civil law contracts.

During the course of restructuring we also support our clients in relations with trade unions, for example during negotiations, in collective labour agreements and arrangements, as well as in collective disputes and strikes.

 

Contact:

Agnieszka Lisiecka, agnieszka.lisiecka@wardynski.com.pl

Szymon Kubiak, szymon.kubiak@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We offer our clients legal services related to mergers, divisions and other forms of reorganization of commercial entities. We represent clients in the course of negotiation and conclusion of contracts or other agreements relating to out-of-court restructuring.

During the course of out-of-court restructuring, we advise on sale and acquisition of company shares, and on sale and acquisition of enterprises, their organized parts or specific assets.

 

Contact:

Krzysztof Libiszewski, krzysztof.libiszewski@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

Tax issues are among the crucial aspects that must be taken into consideration during restructuring.  Advising on restructuring, we seek tax solutions allowing the attainment of targeted business goals.

 

Contact:

Michał Nowacki, michal.nowacki@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We advise firms in restructuring on possible external outsourcing, i.e. assignment of tasks to third party entities, and on internal outsourcing, namely  transfer of tasks to companies within the capital group. Our advice particularly covers a legal security of the outsourcing (tender proceedings and selection of contractors), drafting and negotiation of outsourcing agreement terms, legal security of confidential information and personal data provided in connection with outsourcing, and corporate liability of managers for commissioning company tasks externally, as well as assistance with resolving employment issues (hiring, laying off and seconding employees, as well as transferring them to a new place of performing the job).

 

Contact:

Danuta Pajewska, danuta.pajewska@wardynski.com.pl

Szymon Kubiak, szymon.kubiak@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We provide legal assistance in ensuring proper security of contract execution in the event of a threat of insolvency or insolvency of the contractual counterparty. We mainly work for financial institutions, lenders, producers and suppliers of goods and services as well as owners of commercial real estate.

 

Contact:

Konrad Grotowski, konrad.grotowski@wardynski.com.pl

Karol Czepukojć, karol.czepukojc@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We provide legal advice in the negotiation, conclusion, execution, termination and proper security of contracts with entities in in-court restructuring.  We mainly work for financial institutions, lenders, producers and suppliers of goods and services as well as owners of commercial real estate.

 

Contact:

Konrad Grotowski, konrad.grotowski@wardynski.com.pl

Karol Czepukojć, karol.czepukojc@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We assist clients in transactions involving entities threatened with insolvency and not subjected to any in-court restructuring. Among others, we care about the security of transactions against the risk of their ineffectiveness in the event of future remedial proceedings or bankruptcy declaration facing the seller.

We also advise clients in transactions involving asset acquisition during the course of in-court restructuring, including transactions with the participation of an administrator appointed for the asset holder by the restructuring court.

We conduct due diligence reviews of the assets of entities threatened with insolvency or subject to in-court restructuring.

 

Contact:

Paweł Ciećwierz, pawel.ciecwierz@wardynski.com.pl

Krzysztof Libiszewski, krzysztof.libiszewski@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We analyze the presence and legitimacy of state aid in restructuring, as in its course the State may provide the entrepreneur with benefits constituting state aid. For example, a delayed payment deadline or instalment payment of taxes or liabilities under guarantees and warranties issued by the State Treasury or local government may be considered to constitute state aid.

 

Contact:

Dariusz Wasylkowski, dariusz.wasylkowski@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We assist clients in conducting restructuring in accordance with the law, internal regulations and recommended practices by way of implementation of a legal compliance program. We support clients in identifying and minimizing risk during restructuring at civil, corporate and criminal law levels. We advise on how to restructure the assets of an enterprise or a group of enterprises (holding), which in-court restructuring procedure to select (if any), and which preventive actions to take in the event of looming insolvency (if any).

In addition, we provide clients with full assistance in internal investigations conducted to clarify improprieties that contributed to the deterioration of client’s situation, as well as those that have arisen during the course of restructuring and which may entail legal risk for the organization, the enterprise and their managers.

 

Contact:

Danuta Pajewska, danuta.pajewska@wardynski.com.pl

Janusz Tomczak, janusz.tomczak@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We represent clients, in particular creditors, in court proceedings arising from or related to restructuring, particular in proceedings:

  • Involving present or former limited liability company management board members against whom claims for payment of company debts are raised;
  • Involving debtors or persons who have or previously had the right to represent the debtor or manage his affairs (e.g. present or former company management board members) against whom compensation claims are raised for harm inflicted as a result of failure to timely submit an application for declaration of debtor’s bankruptcy;
  • Arising from actio Pauliana.

Further, we represent clients in proceedings concerning the prohibition of conducting business activity.

 

Contact:

Jan Ciećwierz, jan.ciecwierz@wardynski.com.pl

Konrad Grotowski, konrad.grotowski@wardynski.com.pl

Karol Czepukojć, karol.czepukojc@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We represent clients in tax proceedings arising from or related to restructuring.

We also advise present and former company management board members in tax proceedings pertaining to their joint liability for company tax arrears.

 

Contact:

Dariusz Wasylkowski, dariusz.wasylkowski@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

We provide full legal services to creditors and debtors, in particular persons responsible for the management of enterprise assets (management board members, proxies, persons appointed to perform certain tasks – liquidators, licensed restructuring advisors), in contacts with the prosecution in criminal proceedings related to commercial and financial offenses.  We protect values such as business secrets, security of conducting business and safety of the functioning of company corporate bodies.

In addition to experience in criminal law matters, we have vast knowledge of the functioning of commercial entities and various areas of commercial law. This enables us to fully analyze issues relating to commercial offenses during the course of restructuring processes and mitigation of the risk of criminal liability.

Our services:

  • We represent clients in criminal proceedings, particularly related to commercial and financial offenses;
  • We conduct legal reviews and assist to minimize the risk of criminal liability, particularly that of management board members, and to minimize the consequences of offenses affecting entrepreneurs;
  • We draft internal compliance programs serving to streamline the operation of commercial entities and to ensure the observance of binding laws during the course of restructuring, including swift detection of irregularities;
  • We counsel entrepreneurs on internal investigations serving to diagnose the causes of discovered irregularities that may bear the features of criminal offenses and on the elimination of their effects.

 

Contact:

Janusz Tomczak, janusz.tomczak@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00

Armed with knowledge and experience, we have been providing our clients for many years with effective solutions on the management of private and family assets, and on operating a family business.  Our services include legal and tax advice on restructuring and transformation of private and business assets.

 

Contact:

Stefan Jacyno, stefan.jacyno@wardynski.com.pl

Dariusz Wasylkowski, dariusz.wasylkowski@wardynski.com.pl

Tel.: + 48 22 437 82 00, 22 537 82 00