Category: Poland

Polish lawyers Katarzyna Komulainen and Leszek Rydzewski have joined Andersen Tax & Legal in Warsaw.

Leszek Rydzewski is an attorney with more than 20 years of experience in advising and representing Polish and foreign entrepreneurs, particularly in the financial sector. He graduated from the University of Warsaw.

Katarzyna Komulainen, who has over 15 years of experience, is a graduate of Faculty of Law at the University of Lodz. She specializes in White Collar Crime, compliance, commercial litigation, and Fintech. According to Andersen Tax & Legal, “as a defense attorney, she represented individual clients in criminal as well as fiscal-criminal proceedings, in particular with respect to the responsibility of management board members of capital companies.”

“The addition of two well-experienced lawyers, whose specializations complement each other, gives Andersen Tax & Legal full capacity in advising our clients in all types of financing transactions [and] assisting in the implementation of new banking products, as well as representing them before courts and arbitration tribunals, as well as in regulatory issues,” says Marcin Matyka, Managing Partner of Andersen Tax & Legal in Poland.

DLA Piper has advised Polish family-owned investment firm TDJ on its acquisition of a controlling 83% stake in Teamtechnik Production Technology, a company specializing in the design and manufacture of intelligent production lines for the automotive industry. Teamtechnik was advised by Domanski Zakrzewski Palinka.

DLA Piper’s team included Frankfurt-based Partners Carlos Robles y Zepf and Semin O and Senior Associate Niklas Mangels and Warsaw-based Partner Jakub Domalik-Plakwicz and Counsel Wojciech Kalinowski, 

DZP’s team included Partner Pawel Piorunski and Senior Associate Filip Krezel.

Polish lawyers Piotr Kunicki and Oskar Waluskiewicz have been promoted to Partner at DWF in Warsaw.

Piotr Kunicki heads DWF Poland’s Public Procurement Practice. According to the firm, “his practice includes advice on public procurement, construction law, infrastructure projects, and real estate law. Piotr’s experience covers the sectors of the medical and pharmaceutical industry, IT, TMT, energy, and infrastructure, as well as defense and security. [He]advises clients on forming consortia, preparing offers and applications for participation in proceedings, creating structures for participation in proceedings through SPVs and representing clients before the National Appeal Chamber and district courts. He also advises contracting authorities in preparing procurement procedures, including construction, supply and service contracts, and ToRs, advises in the course of procurement proceedings, and represents contracting authorities in litigious public procurement proceedings.”

Kunicki holds a Master’s degree from the European School of Law and Administration in Warsaw and a Ph.D. from the Institute of Legal Studies of the Polish Academy of Sciences. He practiced law for two years with Bodgan Miedzinski Consulting Group and over five and a half years with Kalwas & Partners, then spent almost two and a half years in-house with Paramedica Polska. He spent over four years with Wiercinski, Kwiecinski, Baehr, and almost four years with Wierzbowski Eversheds, before joining K&L Gates in 2015. The Warsaw office of K&L Gates was acquired by DWF in the spring of last year (as reported by CEE Legal Matters on May 2, 2019 https://ceelegalmatters.com/poland/10696-k-l-gates-withdraws-from-cee-dwf-group-takes-over-warsaw-team).

Oskar Waluskiewicz heads DWF’s Conventional Energy Practice within the Energy Department and specializes in legal services for transactions, regulatory issues, and investment projects in the sector. According to DWF, “he also advises industry organizations on legislative processes, as well as on solving legal problems and developing industry positions. He acts as an arbitrator in disputes in the energy sector.” He joined legacy K&L Gates in 2016.

DWF’s promotion round included Ewelina Wetrys, who was promoted to Counsel.  

“At DWF Poland we recognize and appreciate the strengths of lawyers who effectively develop their practices, who perfectly combine a high level of sector expertise with a business sense and understanding of the essence of building relationships,” said Managing Partner Michal Pawlowski. ”Piotr and Oskar’s partnership promotions and Ewelina’s promotion to the position of Counsel reflect the principles of our organizational culture which promotes and appreciates committed and outstanding lawyers.”

Greenberg Traurig has advised Wood & Co. as the sole global coordinator on an accelerated book-building process acquisition of 13.3% shares in Ten Square Games S.A. from its management board members Maciej Popowicz and Arkadiusz Pernal. The transaction is valued at PLN 220 million.

According to Greenberg Traurig, “Ten Square Games S.A. is a Polish developer and publisher of games available in the F2P model (free to play) for mobile devices (smartphones, tablets) and browsers.”

Greenberg Traurig’s Warsaw team included Partner Pawel Piotrowski and Senior Associate Agata Wisniewska, while its London team included Partner Dorothee Fischer-Appelt.

Greenberg Traurig could not divulge more info on the matter.

Editor’s note: After this article was published CEE Legal Matters learned that Rymarz Zdort advised Ten Square Games shareholders Maciej Popowicz and Arkadiusz Pernal on the deal. The firm’s team included Managing Partner Pawel Zdort, Partner Ewa Bober, and Associate Arkadiusz Karwala.

Greenberg Traurig has advised Wood & Co. as the sole global coordinator on an accelerated book-building process acquisition of 13.3% shares in Ten Square Games S.A. from its management board members Maciej Popowicz and Arkadiusz Pernal. The transaction is valued at PLN 220 million.

According to Greenberg Traurig, “Ten Square Games S.A. is a Polish developer and publisher of games available in the F2P model (free to play) for mobile devices (smartphones, tablets) and browsers.” 

Greenberg Traurig’s Warsaw team included Partner Pawel Piotrowski and Senior Associate Agata Wisniewska, while its London team included Partner Dorothee Fischer-Appelt.

Greenberg Traurig could not divulge more info on the matter.

With GDP growth for 2019 projected to be approximately 4%, the Polish economy remains strong, and the country’s real estate sector continues to set new records. The low availability of housing, strong domestic consumption, and stable industry production have boosted the profitability of real estate investments. Demand for land is high and developers compete fiercely for the shrinking number of attractive spots. In August 2019, a new law came into force which may make real properties held in a right of perpetual usufruct (RPU) more attractive than they used to be.

RPU is very similar to ownership, as the title holder (the perpetual usufructuary) has almost the same rights as the owner of the property. There are a few main differences: (i) the usufructuary’s obligation to pay an annual fee to the owner, (ii) it is limited by time (usually 99 years); and (iii) the manners in which the land may be developed are restricted to those set out in the relevant instrument (whether administrative decision or agreement) that created the RPU. Before the appearance of the new law, this last difference was often problematic, as many RPU instruments were issued in the early 90s and restricted the permitted development to the manner of use at the time. As a result, there are many formerly industrial RPU properties allowed only to be used for industrial purposes which are now located in areas zoned as residential or office. Such situations created risks for developers. First of all, amending the allowed-use RPU to match the zoning plans of indented developments required the consent of the owner – who could either refuse to grant it, or could demand an additional fee to do so. For example, the City of Warsaw used to ask for up to 12.5% of the land value for such modifications. Moreover, construction authorities sometimes refused to issue building permits, arguing that the intended development, even if in line with local zoning provisions, infringed the RPU’s conditions. 

The August 2019 amendment has created a more favorable situation for developers, as both the owner and the perpetual usufructuary may now request a change of the purpose of perpetual usufruct if there is a permanent change in the manner of use of the property stipulated in the decision or agreement. If the perpetual usufructuary submits such a request, the relevant authority must reply within two months. If the authority does not agree to change the purpose of perpetual usufruct or does not reply, the perpetual usufructuary may file a claim in the common court requesting that the court order the change of purpose. In addition, if, a change in the purpose of perpetual usufruct reduces the applicable interest rate of the annual fee (for example, from 3% of the land value to 1% when the purpose of perpetual usufruct changes from office to residential), the parties will be able to set a one-off fee for the benefit of the property owner – but no more than twice the current annual fee for perpetual usufruct. This is a major change, as previously the issue of payment for alteration of the RPU agreement was not addressed. Therefore, owners are no longer entitled to force the perpetual usufructuaries to pay extra to be able to develop the land or to simply deny the modification of the RPU conditions.

The construction rules were also amended so that authorities are no longer entitled to refuse a building permit for investments contrary to the RPUs’ designated purposes. Thus the position of the perpetual usufructuary has also been strengthened in this respect. 

The changes affecting RPU properties are designed to make RPU as ownership-like as possible, which may eventually lead to the liquidation of the RPU and the transformation of current RPU holders into owners. The new law makes many RPU properties more attractive as their development potential is enhanced and costs are limited.

By Tomasz Stasiak, Partner, Iwona Huryn, Senior Associate, and Marcin Zak, Senior Associate, Wolf Theiss Poland

This Article was originally published in Issue 6.11 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.

Poland’s Czabanski & Galuszynski law firm represented the AXA Association pro bono in an unspecified dispute before Administrative courts.

According to C&G, the AXA Association “has been operating since 2005, supporting social, educational, and charitable activities of local communities, and promoting an active and creative way of life for residents of local communities, implementing many key initiatives over several years.”

According to Czabanski & Galuszynski, “the case, which just ended with a Supreme Administrative Court ruling favorable to AXA, concerned funds for its operations.”

The Czabanski & Galuszynski team was led by Lawyer Katarzyna Sotyn.

DLA Piper has advised OEX on the buy-back of its shares.

OEX specializes in providing services and technology in the area of sales and customer service. It has been listed on the Warsaw Stock Exchange since 2005.

According to DLA Piper, “OEX purchased 421,052 of its own shares at a price of PLN 19.00 per share, resulting in a total price of almost PLN 8 million. The reduction rate was 69.6%. The purchased shares constitute 5.27% of OEX’s share capital and 4.49% of the total number of votes at the general shareholders’ meeting.”

DLA Piper’s included Partner Jakub Domalik-Plakwicz, Counsel Wojciech Kalinowski, Associate Adam Marszalek, and Junior Associate Michal Kuratowski.

DLK Legal has advised Nest Bank S.A. on the launch of Nest Bank API – a project in which the bank provides FinTech firms and other institutions with an interface for integrating their services with its own.

Nest Bank has several hundred branches throughout Poland, and services for both retail customers and micr-0enterprises. According to DLK Legal, ”when the project begins, three firms will use Nest Bank API services. From next year, all banks will be required to provide similar interfaces under PSD2. Nest Bank is also providing a Sandbox, which all firms interested in collaboration can use free of charge. The launch of Nest Bank API is the next in a series of innovative projects by the bank this year, which included providing an account comparison tool and introducing payment by Apple Pay and Garmin Pay.”

DLK Legal’s team was led by Managing Partner Krzysztof Korus.

WKB has advised the Intel Corporation on Polish aspects of its acquisition of Habana Labs, an Israeli company specializing in the design of processors for machine learning and artificial intelligence applications. Paul Hastings was global counsel to the Intel Corporation on th deal, which was valued at approximately USD 2 billion.

According to WKB, “Habana Labs was founded in Tel Aviv in 2016. While the company’s main office is located in Israel, it also has offices in San Jose, Beijing, and Gdansk. As at the transaction’s closing, Habana Labs had obtained external investment amounting to USD 120 million. Following its acquisition by Intel, Habana Labs will remain an independent business unit within Intel’s Data Platforms Group, which focuses on AI products.”

WKB’s team was led by Partners Jakub Jedrzejak and Ben Davey and included Partners Wioleta Polak and Agnieszka Wiercinska-Kruzewska, Advocate Maria Obara-Piszewska, Attorneys at Law Michal Hady and Agnieszka Kosla, Lawyers Dominik Kulpa and Agata Mielczarek, and Counsel Lukasz Czekanski.

WKB did not reply to our inquiry on the matter.