Corporate Governance and Corporate Services
The specific rules are here to help develop your company with relation to the market environment, build its competitive position and bolster its attractiveness, prevent conflicts of interest, and, consequently, create credibility of your company as an organization. Lawarton supports its clients in the search for and implementation of rules which will, on the one hand, guarantee progress for your company and, on the other hand, respect the rights of all stakeholders and take into account their needs in the development strategies of economic entities.
How can we help you?
The scope of our services also covers ongoing corporate support for entities that are taking their first steps in the private market:
- advisory on how to start a business, in particular, choosing legal form of the intended operation,
- establishing companies in Poland and abroad (e.g. Estonia, Malta, Switzerland),
- representation in registration proceedings before the National Court Register (KRS),
- day-to-day legal services for companies, including the preparation of internal documentation,
- liquidations of partnerships and companies,
- preparing regulations of the company’s governing bodies and other internal documents pertaining to its operation (contracts, statutes, regulations, powers of attorney),
- legal services for management board meetings and supervisory board meetings, meetings of shareholders/general meetings of shareholders,
- cooperation with financing entities, comprehensive legal advisory on company financing,
- representation in proceedings before common courts (e.g. in registration proceedings, proceedings concerning liability of management board members, corporate disputes),
- we ensure that the share dematerialization process is carried out properly,
- we verify capital structures, including those with cross-border elements, to identify and register actual beneficiaries.
We focus our efforts on providing clients whose shares are traded on a regulated market with effective solutions for, inter alia:
- implementation of ‘Best Practice for GPW Listed Companies’ and ‘Best Practice for New Connect Listed Companies’ by companies, their governing bodies and shareholders,
- auditing existing corporate governance rules,
- implementing guidelines, directives and recommendations of the Polish Financial Supervision Authority resulting from supervisory practice and of other supervisory authorities,
- identifying events constituting confidential information as defined in the MAR Regulation,
- preparing drafts of current reports related to the company’s operating activity,
- implementing individual standards for managing confidential information in the company, leading to the preparation of comprehensive documentation for the exchange and notification of confidential information, as well as internal rules for handling confidential information,
- conducting an audit of applicable MAR procedures, comprising tests concerning operation of procedures, verification of documentation existing in the company and knowledge held by strategic personnel of the entrepreneur,
- designing whistleblowing systems,
- trainings for members of company governing bodies and managers.
Examples of our lawyers’ achievements:
- Hundreds of implemented corporate changes with various levels of complexity: from a simple change of members of a company’s management board to business transformations of the entire capital group structures,
- Day-to-day corporate care for commercial partnerships and companies: from startups to companies listed on the regulated market of the Warsaw Stock Exchange,
- Representing shareholders and governing bodies’ members at numerous shareholders’ meetings or general meetings of shareholders, also preparing such meetings and supervising their correct course,
- Completing several dozens of transformation/spin-off/merger processes of companies or separate business and product lines,
- Carrying out an operation involving transformation, investment and transaction for a group of companies and for an external company and its investors, which simultaneously resulted in: an increase in the granularity of shares in the core company, the acquisition of shares by the core company in other operating companies, a partial buyout of shares in the external company accompanied by the exchange of the remaining shares by the external investors for shares in the core company, while securing the payment of the price for the shares with a pledge on the shares held by the principal internal investor,
- Drawing up the rules of internal governance within a capital group, covering the principles of cooperation between a foreign parent company and a Polish leading bank,
- Comprehensive legal advisory and management of legal and compliance processes for a blockchain-based P2P computing power infrastructure publisher and token issuer based in Switzerland,
- Wojciech Ługowski as a member of the Golem Factory team serves as the legal counsel responsible for legal and business risk areas of the company that was the first in the world to deploy a truly decentralized supercomputer which created a global marketplace for computing power based on the Ethereum network,
- Ongoing legal support for a developer and supplier of innovative IT solutions in the healthcare industry, specifically addressing Real World Evidence, based on a piece of software which, thanks to automation and advanced computational models, allows to streamline the process of collecting, cataloguing and managing expertise of medical personnel.