The Law Office RGW Roclawski Rechtsanwälte provides advice to entrepreneurs carrying out business activity in the territory of Poland and Germany in the areas including but not limited to corporate affairs (preparing draft resolutions, agreements, conducting shareholders’ meetings and general meetings of shareholders, filing petitions with bodies keeping relevant registers, representing Clients before courts and government offices) as well as in the area of concluding and completing commercial contracts (negotiation of contracts, drafting contracts, making amendments to contracts, asserting claims in case a contract is not executed or improperly executed, representation of a Client at the stage of pretrial proceedings and court hearing).

Considering that the right compliance policy allows to avoid many effects unfavourable to business entities, an important aspect of our activity is the carrying out of legal audits and preparing legal opinions with the aim of analyzing possible effects of specific actions of corporate bodies and assessing them in respect of conformity thereof with the standards of civil, administrative and criminal law.

To the entities entering the market or interested in restructuring their enterprise we offer legal aid in establishing commercial law companies which inter alia covers drawing up a deed of incorporation, partnership agreement or articles of association and completion of the process of registration before the relevant registering authority in Poland and in Germany.

The Law Office RGW engages also in M&A transactions preparing in a comprehensive way the processes of mergers, acquisitions and transformation of business entities, including due diligence. Thanks to close cooperation with tax advisers of the RGW group, we are in a position to provide supervision of tax aspects of transactions of this type.

Furthermore, we provide advice on matters involved in liquidation of a company, declaration of bankruptcy or conduct of bankruptcy proceedings.

Important legal instruments:

Germany

Poland
Commercial Code (Handelsgesetzbuch, abbr “HGB”) The Act of 15 September 2000, Commercial Companies Code (Kodeks spółek handlowych, abbr. “KSH”)
The Act on Limited Liability Companies(Gesetz betreffend die Gesellschaften mit beschränkter Haftung, abbr “GmbHG”) The Act of 20 August 1997 on the National Court Register (Ustawa o Krajowym Rejestrze Sądowym)
The Act on Joint-stock Companies (Aktiengesetz, abbr “AktG”)
The Business Activity Act (Gewerbeordnung abbr “GewO”) The Act of 2 July 2004 on freedom of business activity (Ustawa o swobodzie działalności gospodarczej)
The Act on Bankruptcy Proceedings(Insolvenzordnung, abbr “InsO”) The Act of 28 February 2003, Bankruptcy and Composition Law (Prawo upadłościowe i naprawcze)