Regulatory advice

Our attorneys have many years of experience in matters related to financial market regulations, and particular the capital market.

Zbigniew Mrowiec, the Partner responsible for this area of our operations, helped to establish the Polish Securities and Exchange Commission. As deputy chairman of the Polish Securities and Exchange commission from 2004 to 2005, he directed work on a comprehensive modernisation of capital market regulations in Poland, which improved and updated supervision procedures, liberalised markets, and increased transparency.

Zbigniew Mrowiec is the co-author of the investment fund act, the bond act, and the set of acts and executive acts that currently regulate the Polish capital market, among others.

Our attorneys have completed numerous transactions that were innovative on the Polish market, including:

  • the first acquisition (via public bid) of a company on the Warsaw Stock Exchange (WSE),
  • the first hostile takeover,
  • the first delisting of a company’s shares,
  • the first parallel listing of securities of a foreign issuer on the WSE and another stock exchange in the EU,
  • the fourth IPO in the EU in which the competent regulator (the Cypriot SEC) transferred its power to approve the prospectus to the regulator competent for the location of the public offering and for the stock exchange listing the company’s shares (the Polish FSA).

Our experience and competences include:

  • assistance in creating and amending the internal regulations of financial institutions, including adapting regulations to new Polish and European regulations,
  • advice on matters related to the information obligations of companies, shareholders, and corporate board members,
  • servicing brokerage houses and investment fund companies,
  • advice on acquiring financial institutions,
  • representing clients before competent authorities in order to submit relevant notifications and obtain the required approvals,
  • advisory services on behalf of investment funds and investment companies, including obtaining the required permits, preparing the necessary internal regulations, and providing ongoing consultation on business operations, including representing clients during communication and disputes with both supervisory authorities and clients,
  • representing clients in dealing with financial market institutions (the Polish Financial Supervision Authority, the WSE, and the Central Securities Depository).

Completed projects

  • Dom Maklerski Banku Handlowego S.A., Dom Maklerski Navigator S.A., Michael Ström Dom Maklerski S.A.

    Advice on the procedure for maintaining a register of shareholders.

  • Dom Maklerski BDM S.A.

    Advice on implementing the issuing agent procedure.

  • Work Service S.A.

    Advice regarding information obligations related to acquiring a foreign investor, including preparing the transaction structure, conducting negotiations, and preparing and signing a conditional investment agreement with Gi International S.R.L.

  • ZAP Sznajder Batterien S.A.

    Advice on acquiring 100% of shares in NEF Battery Holding S.à r.l., the majority shareholder in Orzeł Biały S.A.

  • Altus TFI

    Advice on acquiring BPH TFI, which manages assets worth over PLN 2.5 billion.

  • TXM S.A.

    Advice on restructuring convertible bonds in arrangement proceedings.

  • Redan S.A.

    Advice on obtaining financing for the recapitalisation of the subsidiary TXM S.A. and on the information obligations of listed companies.

  • Deutsche Bank Group (DWS)

    Advice on the sale of DWS TFI Polska.

  • Ipopema Securities S.A.

    Advice on the acquisition of the Polish asset management business of Credit Suisse.

  • Enterprise Investors

    Advice on the acquisition of the Skarbiec TFI fund.

Practices
  1. 01. Mergers and acquisitions
  2. 02. Private equity, venture capital
  3. 03. Acquiring an investor
  4. 04. Share offers
  5. 05. Bond issues
  6. 06. Due diligence
  7. 07. Restructuring
  8. 08. Real estate
  9. 09. Collateral administration
  10. 10. Investment funds
  11. 11. Acquisitions, capital market transactions
  12. 12. Regulatory advice
  13. 13. Dispute resolution
  14. 14. Obtaining financing
  15. 15. Corporate law
  16. 16. Competition law
  17. 17. Manager option programs
  18. 18. Labour law
  19. 19. Intellectual property
  20. 20. Personal data protection