Capital Markets

We provide support to our Clients within all kinds of transactions in the capital market being the most transparent place of trade of financial instruments.Our Client portfolio includes investment fund companies, investment funds, brokerage houses, PE / VC funds, private investors, companies whose financial instruments are listed on the main market of the Warsaw Stock Exchange / New Connect / Catalyst as well as companies planning to have their financial instruments listed on these markets.

Furthermore, we actively help Clients with proceedings under the (compulsory) resolution regime. We carry out restructuring processes in corporate groups, including reviewing strategic options and reviewing essential assets.

Our law firm offers advanced legal advisory to companies from the FinTech, InsurTech and RegTech sector, accelerating their development.

We support capital market Clients within investment processes, including tender offer for securities. We develop and implement schedules and structures of planned transactions. We prepare and negotiate all transaction documents (e.g. investment agreements).

What distinguishes us is an in-depth and practical knowledge of capital markets law, including securities law, financial institutions law, bonds law, the Act on the Bank Guarantee Fund, Deposit Guarantee Scheme and Resolution (the Act on BFG), commercial law and corporate governance regulations.

We support our Clients dealing with the Polish Financial Supervision Authority (KNF), the Warsaw Stock Exchange (WSE), the Central Securities Depository of Poland (KDPW) and the Bank Guarantee Fund (BFG).d the Bank Guarantee Fund (BFG).

We provide:

comprehensive legal services regarding IPO (and pre-IPO), LBO, MBO processes, including support in maintaining relations with supervisory authorities, market operators, depositories and transaction advisors,
support in preparation of comprehensive documentation regarding issuing debt securities, including bonds (e.g. convertible bonds, revenue (income) bonds and pre-emptive bonds),
practical knowledge and support in fulfilling reporting obligations, in particular imposed by the Market Abuse Regulation and the Delegated Regulation,
support in licensing proceedings regarding obtaining relevant approvals / permissions by capital market entities as well as in other proceedings executed by capital markets supervisory authorities,
support to public companies in terms of corporate services, with particular respect to capital market requirements, including conducting general meetings of public companies,
support to investors in acquisitions, mergers and divisions of public companies,
legal due diligence audits of public companies as well as preparation and negotiation of all transaction documents, including investment agreements,
development and implementation of effective defence strategies against hostile takeovers in the capital market.

REPRESENTATIVE MATTERS

Legal advice – listing of shares on the Warsaw Stock Exchange

Comprehensive advice to shareholders regarding listing the company's shares on the GPW. The consultancy included legal analysis of the existence of the prospectus obligation, legal support in the analysis of full corporate documentation with relevant resolutions of the shareholders meeting, the supervisory board and the company's management board, coordination of the activities of the investment company and legal support concerning activities related to listing company's shares, including proceedings before KNF, KDPW and GPW.

Legal advice in delisting of shares from the Warsaw Stock Exchange

Advising shareholders on delisting the company's shares from trading on the regulated market of the GPW. The consultancy included legal support in the analysis of full corporate documentation with relevant resolutions of the shareholders meeting, resolutions of the supervisory board and the company's management board regarding the delisting of the company's shares, coordination of the activities of the investment company and legal support in the delisting of the company's shares and proceedings before KNF, KDPW, GPW.

Takeover of management of the investment fund

Advising on the takeover the management of an investment fund and on the diversification of the fund's assets in accordance with the requirements of law and the Polish Financial Supervision Authority. Legal support in negotiating an agreement to take over the management of the fund, a cooperation agreement between fund participants and TFI, and supervision over the preparation of other legal documentation, as well as in the preparation of legal framework regarding the diversification of the fund's assets according to law and structuring debt financing as bonds’ issuance.

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