Downstream merger: acquisition of a parent company by a subsidiary
Although it is possible for a limited-liability company to acquire its own parent company, the transaction carries legal risk.
Secured creditor's standing to challenge shareholders' resolution
A creditor who attaches shares in a limited-liability company through execution may apply to set aside a resolution by the shareholders’ meeting.
Two, three, or maybe ten years?
The statute of limitations on M&A claims
Revival of the M&A market
The number of deals completed in Europe in 2013 reached the level observed in 2007.
Validity of current shareholder's title to shares
Comments on the consequences of failure to observe the required form when selling shares in a limited-liability company and the possibility of correcting this defect.
Renunciation of a contract and the requirement to pay a contractual penalty
The effectiveness of provisions for payment of a contractual penalty for renunciation of an agreement is determined by the mutual intent of the parties as reflected in the content of the agreement.
Boilerplate clauses in transaction agreements under Polish law
Not every solution that works in a contract under foreign law is equally effective or justified when the contract is governed by Polish law.
Due diligence and outsourcing of waste management
During due diligence, it should be determined whether a producer of waste has released itself from proper management of the waste by outsourcing management of the waste to third parties.
The issue of long-term contracts in transactional practice
Remarks on problems related to the ability to modify contract terms to reflect changing circumstances, and the duration of long-term contracts
Financial sanctions under environmental law
Administrative fines and increased fees for exploitation of the environment are increasingly included in environmental regulations as sanctions.
The corporate charter of the target should be reviewed before the transaction
Comments on restrictions on the sale of shares under a company’s articles of association or statute.
Proposed changes in merger control regulations
On 15 May 2012, the Polish competition authority published a white paper proposing amendments to the Act on Competition and Consumer Protection of 16 February 2007.
