Month: July 2017

On 1 June 2017, the Act of 7 April 2017 Amending Certain Other Statutes entered into force. The purpose of this act is to facilitate claiming debts. Under the act, among other provisions of law, Article 647(1) of the Polish Civil Code was amended. The article concerns the issue of the joint and several liability of the investor and the contractor (general contractor) for the payment of a subcontractor’s fee in exchange for construction works carried out thereby.

The motivation behind the amendment is to facilitate the procedure whereby the contractor notifies the investor about a subcontractor – the requirement to provide the investor with the agreement concluded with the subcontractor was waived, as well as the regulation whereunder the investor’s failure to raise objections or express reservations within 14 days from receiving the agreement concluded with the subcontractor or a draft thereof (with relevant documentation) was taken to mean that the investor had expressed consent for such agreement to be concluded and, as a result, was jointly and severally liable for the payment of the fee for construction works carried out by given subcontractor.

Today, in order to extend to the investor the liability for the payment of the fee due to a subcontractor on account of construction works carried out thereby, one should only provide the investor with a detailed description of what the construction works of given subcontractor are to concern, which should be taken care of before the start of said works. The investor will be jointly and severally liable with the contractor (general contractor) for the payment of the fee due to such subcontractor unless, within 30 days from notifying the investor about the subcontractor, the investor notifies the subcontractor and the contractor that it objects to such works being carried out by the subcontractor.

Nevertheless, in the case where construction works to be carried out by given subcontractor are described in detail in the agreement concluded between the contactor and the investor, the investor and the contractor (general contractor) will be jointly and severally liable without the need to notify the investor as specified above.

The investor’s liability for the payment of the fee to the subcontractor is expressly limited under the discussed provision of law to the value of the fee determined in the agreement between the subcontractor and the contractor, unless the amount of the fee of the subcontractor is higher than that of the contractor. Should this be the case, the investor’s liability for the payment of the subcontractor’s fee is limited to the fee due to the contractor.

All contractual provisions excluding the application of the regulation in question are invalid.

On 7 June, in Warsaw a conference was held which focused on “Improving business processes and data analysis in a company”. Our experts, Piotr Ćwiertniewski and Patrycja Leszczuk delivered a presentation about new conditions and restrictions regarding the use of data in the context of the GDPR.

With the support of act BSWW, ECC Group has signed new lease agreements for space in a shopping centre near Warsaw. The group of Nowa Stacja tenants was joined by a Danish household goods distributor Jysk, one of the leaders in the optical industry Vision Express and a producer and importer of sports clothing, footwear and accessories Martes Sport. Other tenants of the shopping centre include, among others, H&M, Carrefour, Multikino, Super-Pharm, Euro RTV AGD, CCC, KFC, Olimp, Zdrofit, and tour operators Itaka and Rainbow.

act BSWW advised ECC Group during negotiations of the lease agreements, starting with preparing a draft agreement, through negotiations with tenants and, ending with issues related to the performance of the agreements.

The work of the legal team was headed by Michał Wielhorski, managing partner. The project was coordinated by Katarzyna Okonek, associate. The team also included Alicja Sołtyszewska, partner, Katarzyna Marzec, partner, and Izabela Żmijewska, senior associate.

“We see the growing potential of shopping centres located outside the main Warsaw commercial zones. It is definitely an answer to the needs to those who live on the outskirts of the capital but often work in Warsaw,” said Michał Wielhorski about the current situation on the commercial real estate market.

The Nowa Stacja shopping centre has a leasable area of 26,000 square metres and 3 floors, comprising more than 120 commercial premises. In addition to shops and service outlets, shopping centre customers will also enjoy sports and entertainment facilities.

The group of partners of act BSWW has been joined by Iwona Kurylak and Łukasz Piekarski, both specialising in securities issue. The BSWW team has also grown by one more expert – Małgorzata Wąsowska who is a tax advisor with many years of experience gained, among others, in the Big Four.

“The corporate bond market in Poland has been growing steadily over the last few years thanks to relatively low interest rates. The debt market has also benefited from the stagnation on the share market. As a result of those two factors as well as deeper specialisation and expansion of the client portfolio of our law firm, our team handling security-related issues is growing strong. The fact that Iwona Kurylak and Łukasz Piekarski have been made partners is the natural consequence of our growing share in the security market,” said Piotr Smołuch, the leader of the security practice at act BSWW. “Tax-related issues are a material part of the business concerns of our Clients, in particular, in the current economic situation. It is important that the Clients feel that they are in good hands. Małgorzata Wąsowska is definitely a tax expert whom our Clients can trust completely,” he adds.

Iwona Kurylak is an attorney-at-law and a partner at act BSWW. She provides legal services with respect to issuance of securities, with particular emphasis on the issuance of secured bonds. Iwona has comprehensive experience in mergers and acquisitions (i.a., preparation of NDA, supervision and performance of a due diligence analysis, preparation and negotiation of transaction structure, preparation and negotiation of transaction documents, including investment contracts, share purchase agreements or agreements for the sale of undertakings/their organized parts/assets, preparation of contracts related to a joint venture). Iwona also participates in legal services related to bankruptcy law and restructuring processes. She also provides day-to-day corporate assistance to commercial companies, including listed companies. Her practice extends to capital markets law, commercial law as well as bankruptcy and reorganization law.

Łukasz Piekarski is an attorney-at-law and partner at act BSWW. Łukasz deals with the broad area of commercial and criminal law, including criminal-economic cases. He also possesses experience in civil and criminal litigation as well as advising on the issue of bonds.

Małgorzata Wąsowska has vast experience in tax advisory services in the field of M&A as well as share and asset deals. She has supervised and conducted a few dozen tax due diligence investigations, developed transaction structures, negotiated share purchase agreements and agreements regarding the sale of enterprises or organised parts of enterprises/their assets. In the years 2013-2015 she worked as the M&A manager. She has many years of experience in every-day tax advisory services provided to companies operating in the real property, construction, e-commerce, energy and FMCG sectors. She has represented clients in proceedings before tax authorities and administrative courts on many occasions and provided cross-border legal services.