Constructing and analyzing contracts is the subject of our everyday professional practice. When performing these activities, we always put the client’s interest first. The process of creating a contract is not limited to placing relevant provisions in it in accordance with the will of the client. In order to meet the client’s expectations, we also provide support in terms of negotiations with the contractor. The following steps can therefore be briefly identified in the contracting process:
⦁ Economic goal – Determining with the client his expectations and the purpose that the contract should meet – always taking into account the specificity of the client or the profile of his professional activity.
⦁ Comparison – Assessment of the scope of the client’s negotiating potential in relation to its potential contractor.
⦁ Project – drafting the contract
⦁ Negotiations – Participation in the process of negotiating possible additions or modifications in order to determine the final content of the contract.
⦁ Finalization – signing the final version of the contract approved by the parties.
If, after the conclusion of the contract, i.e. at the execution stage, there will occur problems with the interpretation of its provisions – in particular with regard to the manner of contract performance – we provide support in the interpretation of its content.
The law firm has extensive experience in drafting and auditing contracts of varying complexity – from basic sales contracts, through slightly more complex contracts for construction works, to the most complicated ones, such as outsourcing banking services.
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The law firm provides full support at every stage of criminal proceedings, in particular in cases related to economic and fiscal crimes. We represent both the accused (suspects, detained) and the victims. We operate throughout the country.
In the field of servicing business entities, in the criminal aspect, we offer you services consisting of:
- representing the Company before law enforcement authorities and before courts in cases initiated pursuant to the provisions of the Act on the liability of collective entities at every stage of criminal proceedings;
- representing the Company before law enforcement authorities and before courts in the scope of criminal cases in which the Company has the status of an aggrieved party;
- representing natural persons – members of governing bodies and employees of the Company summoned for questioning as a witness (a witness may have an attorney!) in criminal cases related to the company’s operations.
We represent our clients in the following matters:
- corruption offenses: bribery, influence peddling, economic corruption;
- all kinds of fraud;
- theft, misappropriation of the Company’s property;
- crimes to the detriment of the employee;
- money laundering;
- mismanagement of the management staff;
- breach of trade secrets;
- crimes to the detriment of the creditor;
- crimes included in the Commercial Companies Code: e.g. failure to file for bankruptcy;
- tax crimes including “VAT carousels”;
- crimes against the credibility of documents.
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Corporate law, M&A
A group of experts from Karbowski Rasiński & Partners Law Firm provide multi-level legal and tax services for companies. Within this area, we can distinguish the following services:
⦁ establishing a company and its registration;
⦁ Preparation of draft corporate acts (articles of association / statute, resolutions);
⦁ Legal services for the shareholders’ meeting (in the case of a limited liability company) or the general meeting of shareholders (in the case of a joint-stock company) and meetings of supervisory boards;
⦁ Comprehensive legal audit preceding the acquisition of an enterprise (due diligence);
⦁ Handling transactions of sale or purchase of shares, stocks or all the rights and obligations of a partner;
⦁ Preparation of legal opinions under the Commercial Companies Code;
⦁ Repeal or annulment of a shareholders’ resolution.
⦁ Mergers or transformations of companies (including the transformation of a sole trader into a limited liability company);
⦁ Termination and liquidation of the companies;
⦁ Representing companies before the Registry Court.
The law firm has experience in carrying out multi-million M&A transactions preceded by due diligence for entities, among others from the industrial, pharmaceutical, construction and financial markets.
At a time when national and European legislators are breaking records when it comes to lawmaking, business activities are subject to an ever increasing exposure to the risk of non-compliance with legal provisions and regulatory guidelines. The entrepreneur is required to know the law and conduct his business in accordance with its letter.
To meet this challenge, the Law Firm has specialized in creating and servicing compliance systems in enterprises, regardless of the industry. The essence of compliance is to ensure compliance of the company’s operations with the law, internal regulations, recommendations of supervisory bodies and ethical values adopted in the organization.
Our support areas:
- Compliance audit – consists in verifying the functioning of the procedures and regulations in force in the Company in terms of identifying gaps and irregularities along with conducting inspections and tests, the culmination of which is a report containing recommendations for the Company. We also audit the work of the compliance or compliance officer.
- We create individualized compliance procedures. The compliance procedures we design are aimed at ensuring legal security for both the Company and the management team.
- Compliance HOTLINE. As part of the ongoing compliance consulting, we provide, among others the possibility of obtaining legal opinions or other advice in electronic form, ongoing telephone and e-mail consultation with a professional tutor. We also guarantee assistance in detecting irregularities and crimes committed to the detriment of the company or by persons for whose actions the company is responsible.
- We offer teaching in the form of closed training courses for managerial staff: closed classes for compliance officers based on the case-study method or training for employees in the form of direct or accessible webinars. The trainings concern, among others functioning of the designed compliance, anti-corruption and whistleblowing procedures, detection of irregularities and crimes in the Company and proper verification of contractors.
We offer comprehensive support for reporting channels and participation in internal investigations. As part of the internal investigation, the report from the Whistleblower should be thoroughly verified, and its result should be a report for the management board, which will include the course of the proceedings, the evidence taken and conclusions, together with any recommendations on the actions necessary to take. We offer support during explanatory proceedings, emphasizing reliability, impartiality and timeliness.
We provide tax advisory services in the following areas:
⦁ tax structure of equity transactions;
⦁ legal analyzes and audits as well as assessing the correctness of calculating tax liabilities;
⦁ tax planning;
⦁ corporate income tax;
⦁ personal income tax;
⦁ Value Added Tax (VAT);
⦁ tax on civil law transactions;
⦁ duties and foreign exchange law.
Start-UP, IT, IP, RODO
Each new business needs special legal protection – from idea stage to its implementation.
We provide comprehensive support to start-ups from various industries, primarily helping in the appropriate selection of legal measures for the planned activity.
The protection of personal data is urgent matter, not only in online business, but for every other entrepreneur. People often violate the act without even knowing that we are processing personal data.
Taking care of the personal data of our clients, and thus of their clients and business partners, we have prepared a comprehensive package of services related to the protection of personal data.
- Personal data protection audit;
- Adaptation of data protection procedures to legal requirements;
- Preparation of all records required by law;
- Trainings for employees;
- Performing the function of the Information Security Administrator;
- Preparation of contracts for entrusting the processing of personal data;
Consumer rights and competition law
The Law firm provides legal protection to consumers by offering, among others services in the field of:
⦁ representing consumers in disputes with entrepreneurs, both at the stage of the complaint process and in court proceedings.
⦁ pursuing claims for unfair market practices (restriction of competition, price fixing, discrimination against participants in economic transactions).
⦁ preparation of documents specifying the rules of cooperation between the seller and the consumer (guarantees, regulations, complaint forms).
In addition, we provide legal protection to participants in business transactions injured as a result of activities contrary to the principle of fair competition (e.g. as a result of price-fixing by entrepreneurs).
Innovations and new technologies
In a dynamically developing sector of the economy, valuable assets are knowledge-based intangible goods such as know-how, works, industrial or utility designs, or inventions. These assets are often of considerable value, hence there is a need to provide them with due legal protection. In this area, the Law Firm offers, among others the following services:
- legal advisory in the field of copyright
- drafting and reviewing license agreements and copyright transfer agreements
- developing a copyright management strategy
- claiming copyrights
- protection of moral and property copyrights
- image commercialization, contracts with actors and models
- representation in pre-litigation and court disputes in the case of copyright infringement
- advising on advertising campaigns
- support in legal relations with collective management organizations
- support for publishing activities, publishing and related contracts
- legal service of transactions related to the sale, transfer and encumbrance of industrial property rights
- developing the concept of know-how protection (including the construction of comprehensive NDAs)
- registration of trademarks, industrial designs and patents in national, EU and international procedures
- analysis of the ability to register marks, designs and patents
- handling cases related to infringement of exclusive rights
- pursuing claims in connection with infringements of exclusive rights
- drafting contracts related to trade in trademarks, designs and patents
- protection of reputable trademarks
- brand protection and combating unfair competition
The Law Firm has experience in providing legal services to business entities from the IT sector, advertising, production of industrial machines and their components, as well as scientific and research units.
The Law Firm also provides services in the field of labor law – both from the perspective of the legal interest of the employee and the employer.
We offer employees, among others legal services in the field of:
a) pursuing claims for unjustified termination of employment;
b) claiming overtime claims;
c) representation in matters of determinig an employment relationship;
d) optimization of employment, employee rights related to leave (including maternity / paternity and parental leave)
Employers, in turn, can obtain legal support from the Law Firm in the field of:
a) preparing and giving opinions on all acts of labor law, including: employment contracts, regulations, statutes, ordinances, privacy policies, etc.
b) planned layoffs – both individual and group;
c) migration of workers due to a merger or takeover of an enterprise;
d) collective disputes;
e) consulting the employer with employee representation.
Construction law, Real estate law, Public procurement
- Court disputes and arbitration in matters related to construction law
- Preparation and negotiation of construction contracts
- Support in obtaining permits and decisions required by law
- Support in concluding a real estate sale agreement (both from the perspective of the interests of the seller and the buyer), including drawing up or giving an opinion on a preliminary sale agreement.
- Legal audit of real estate before a potential transaction – examination of the legal status of the real estate being the subject of a potential transaction, detailing potential risks and threats.
- Drafting and issuing opinions on lease / tenancy agreements (both from the perspective of the interest of the tenant and the landlord – including business entities professionally involved in renting real estate).
- Analysis of developer contracts and pursuing claims under these contracts.
- Advising ordering parties and contractors in public procurement
- Advising on PPP projects
- Representation and defense in appeal proceedings before the National Board of Appeal and common courts.