| In Principle

In the newest episode of News from Poland, Piotr Ząbkiewicz from the firm's M&A Practice, discusses a new, useful type of company division: the demerger by spin-off.

In 2020, the EU’s General Court held in T-745/17, Kerkosand v Commission, that SME status is determined based on three criteria verifiable in two successive accounting periods (known as the “two accounting years rule”). It has been four years since the General Court issued this ruling, but the authorities acting as intermediate or managing institutions under EU programmes, as well as national administrative courts (albeit with commendable exceptions), continue to take the position that changes in a beneficiary’s corporate ownership structure (acquisition of a majority of its shares) result in automatic loss of SME status on the date of the change.

The Office of Competition and Consumer Protection has published new guidelines on the methodology for calculating fines for anticompetitive practices. The main objective is to bring the regulator’s practice into line with the recent amendments to the Competition and Consumer Protection Act, e.g. regarding fines for parent companies and consideration of the adequacy of the fine. But there are other changes as well, and some of them raise concerns.

Poland is relatively late in establishing a deposit-refund system for beverage containers. After many years of pronouncements by politicians, the act did not enter into force until 13 October 2023. Functioning of the scheme is set to launch on 1 January 2025, leaving little time for businesses to prepare. But questions remain whether the system will start working as the parliament expected on the designated date.

EU member states’ tardiness in implementing environmental directives has consequences. It has led to a proposal of an EU regulation on packaging and packaging waste, to harmonise the internal market and eliminate the overproduction of packaging waste in the European Union. This article discusses certain aspects of the proposal that could significantly affect both businesses and consumers.

Food manufacturers are eager to use QR codes on their labels. Now the EU has normalised the use of these codes in the regulations. For now, the new rules apply only to the wine industry, which is pioneering in this area of food labelling. The QR code rules should make it easier for the industry to meet its new obligations to provide wine consumers with ingredients and nutrition information.

Sometimes, before opening the bids, the contracting authority already knows the amount it will allocate for both the basic contract and the optional contract. How should it indicate these amounts for finalising the procedure? When can the procedure be cancelled under Art. 255(3) of the Public Procurement Law if the contract provides for the right of an option? In a recent ruling, the National Appeal Chamber answered these and other questions.

The Three Seas Initiative (“3SI”) is a regional cooperation initiative lunched in 2015 by presidents of Poland and Croatia. Currently, its members are the 13 member states situated between the Adriatic, Baltic, and Black Seas. In 2019, the Three Seas Initiative Investment Fund (“3SIIF”) was launched. It will invest in projects related to energy, transportation, and digital infrastructure to strengthen economic ties and reduce development disparities within the region. Fund members committed to invest at least EUR 913 million.

For years, the rules limiting the extension of a claim on appeal have been a challenge for counsel determining their litigation strategy when seeking damages in tort cases. Over many years of court proceedings, the value of the claims may change as prices rise. But the Polish courts require the amount of the claims to be frozen as of the time of entering the judgment in the first instance, even though there is a long way before the end of the court dispute.

The Polish parliament has reduced the fees on some requests for a statement of the grounds for rulings in civil proceedings. In these cases, the fee has dropped from PLN 100 to PLN 30. This fee will continue to be credited against the fee payable on the appeal.

The ambitious climate targets adopted by the European Union at the 21st United Nations Climate Change Conference in 2015 (the Paris Agreement) require decisive action across many sectors of the economy. The automotive industry will not be spared, and will soon be subject to a series of new regulations.

Can the parties to a public contract be obliged to modify the contract when the contractual prerequisite for amendment has been met? And can a party agree only to the beneficial consequences of a change in economic realities?