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

  • Arena.pl sp. z o.o.

    Advice on behalf of the operator of an innovative sales platform on implementing a community co-ownership program; the program allowed bussines partners of the group to acquire the shares in Arena.pl S.A., which is listed on the NewConnect exchange.

  • Rubbermaid

    Advice on acquiring Dom-Plast S.A. (the first acquisition of a public company in the CEE region).

  • PepsiCo Inc.

    Advice on delisting E. Wedel S.A., the first such transaction on the WSE.

  • Bank Austria Credit Anstalt oraz CA IB Securities

    Advice on introducing BA CA shares to trading in Poland and their simultaneous listing on the stock exchanges in Warsaw and Vienna (the first “dual listing” in Poland); the bank was the first foreign company listed on the WSE.

  • Giełda Papierów Wartościowych w Warszawie S.A. (Warsaw Stock Exchange) (WSE)

    Advice on the Warsaw Stock Exchange’s initial public offering and the introduction of its shares to trading on the WSE’s regulated market.

  • Citibank

    Advice on a tender offer for the sale of shares in Bank Handlowy w Warszawie S.A. as part of its merger with Citibank in Poland.

  • Group of open pension funds

    Advising minority shareholders of Global City Holdings NV in connection with the company’s delisting.

  • Securities issuers in connection with the public offering of ASBISc Enterprise Plc.

    Advising on the fourth IPO in the EU in which the competent regulator 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.

  • J.W. Construction Holding S.A., Polimex-Mostostal S.A. and ZREW S.A.

    Advice on a public offering and the merger of the companies.

  • KOPEX S.A. and ZZM S.A.

    Advising on the restructuring of the capital group.

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