Capital market

Mobilise capital

Capital market, financial instruments, joint stock companies, corporate governance

We specialize in providing legal services for capital investments on the public and private markets, IPO and SPO processes, sale of enterprises, M&A transactions, management buyouts. We have many years of experience in providing services to joint-stock companies. We secure the interests of private investors and funds.

Capital investments and transactions

We service capital transactions – we conduct comprehensive due diligence, prepare and negotiate term sheets, investment agreements and shareholders’ agreements. We secure the interests of individual investors and funds. We advise companies in the process of obtaining financing on the public and private markets, in pre-IPO share issues and mezzanine-type transactions. We provide support to companies in negotiations and transactions involving private equity / venture capital funds and professional investors.

Stock Exchange

We provide comprehensive legal advice in initial public offering (IPO) and admitting shares to official listing on the main market of the Warsaw Stock Exchange or NewConnect. We cooperate with brokerage houses, financial advisors and other entities involved in the offer. We advise on proceedings before the Polish Financial Supervision Authority, the Warsaw Stock Exchange and the Central Securities Depository of Poland.

Shares and bonds

We handle the issue of shares and bonds and advise on the introduction of securities to trading on organized markets. We prepare the conditions of issue, elements of prospectuses, memoranda, information and offer documents. We also handle private issues and over-the-counter (OTC) offers. We assist in developing of a coherent concept and model of the offer as well as in the effective execution of transactions.

Mergers and acquisitions, sale of companies

We represent the parties in transactions of sale or purchase of companies and enterprises; develop concepts and transaction financing models. We service, inter alia, leveraged/management buyouts (LBO/MBO), reverse takeovers (RTO) and atypical transaction models that require adjusting the existing legal instruments to specific circumstances. We provide advice on possible ways to optimize tax activities related to the planned transaction.

Information duties and regulations of public companies

We advise public companies on information obligations and detailed regulations concerning issuers and trading in financial instruments – conducting tender offers for shares, squeeze-out and reverse squeeze-out, share delisting, insider lists, transactions executed by persons performing managerial duties, disclosure of significant shareholdings (share thresholds), relations with shareholders and information policy.

Incentive programmes

We prepare and launch individual incentive programmes for managers and employees of companies based on subscription warrants, bonds, options or other financial instruments. We consider key tax aspects and the current position of tax authorities. We develop concepts and models of incentive programmes and complete legal documentation. We advise during the programme implementation and provide support for its effective implementation.

Joint stock companies - corporate matters - corporate governance

We deal with providing corporate services to authorities of joint-stock companies, conducting meetings, preparing and verifying corporate documents. We offer comprehensive competent legal advice related to the functioning of joint stock companies (including public companies) based on many years of practical experience. We get involved with the creation, transformation, merger and division of companies, capital operations and relations with shareholders. We supervise and monitor the activity of companies at the request of owners – we participate in the process of corporate governance as members of supervisory boards. We provide negotiation support and representation in disputes arising from corporate relations, as well as other advisory services related to broadly understood company law.

Law Office Team

We offer competent advice of legal experts focused on creating value for you. We specialise in business-related areas of law

Settlement principles

We are transparent - we define the rules of settlements in advance and document our work progress in detail - you always know how much you pay and for what. We apply remuneration models adapted to the specifics of the case and the character of the relationship with the client.

A fixed monthly amount including a pre-agreed limit of hours of legal advice. This remuneration model makes it possible to plan the budget and negotiate specific terms of cooperation. Based on the SLA agreement, we guarantee a specific level of service with the participation of a dedicated account manager.
Remuneration based on an hourly rate which is subject to individual negotiations. A preferred model of settlements in ad hoc cooperation or when it is not possible to estimate accurately the scope of demand for our services. We put emphasis on transparency of arrangements concerning financial issues and providing full information about expenses associated with execution incurred by the client. It is possible to set a maximum budget for a project or a limit requiring additional authorisation.
A predetermined amount for handling a given case or legal services within a specific project. A cost of advisory services known in advance regardless of the time we actually spent on its execution. Remuneration may be paid in several instalments, including partially as an advance payment.
Remuneration usually having a character of a commission for attaining a set objective (outcome) and measurable effects of our team’s work. Applied in court disputes, negotiations with contracting parties or in other circumstances as agreed with the client.

“Well, I don't know as I want a lawyer to tell me what I cannot do. I hire him to tell how to do what I want to do.”

— J.P. MORGAN —

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