Commercial law
The company's formation, organisation, operation, dissolution, merger, division, or other transformation falls under the commercial law. Our law firm provides such services. We perform services to all commercial entities, including limited partnerships, limited joint stock partnerships, limited liability companies, and joint stock companies. The holding law (group company law) provisions introduced into the Commercial Companies Code provide new opportunities. It was acknowledged that many other countries already have similar laws in place. According to the World Bank's “Doing Business” reports, Poland is viewed as an appealing investment destination by foreign investors. The holding law was developed to increase competitiveness and attractiveness of investing in Poland. Until now, the operation of holding companies in Poland has not been separately regulated. However, holding companies operated as de facto or contractual holding companies under the provisions of the Civil Code, in accordance with the principle of contract freedom.
National commercial law continues to have some flaws that make effective management of holding companies difficult. For instance, Polish commercial law prohibits another specialized company from managing a company. The aforementioned solutions are available in many other countries such as Luxembourg, Cyprus and the Netherlands. Thanks to international business contacts, our law firm assists in the formation of holding companies in countries where management can be delegated to another company. Limited partnerships and limited joint-stock partnerships are exceptions in Poland, where the company's affairs may be managed by another company. For instance, a limited liability company. The law also permits moving a company's registered office from one EU country to another.
The culmination of the holding structure in well-structured family businesses should be a family foundation, the purpose of which is to ensure the business's succession, i.e., to leave it within the family. In cases where succession law is involved, it is about transferring the business between successive generations without the risk of the company’s fragmentation. In Polish law, the concept of a family foundation is constantly developing. The Family Foundation Act is the subject of legislators’ work. Family foundations for Polish entrepreneurs, on the other hand, can be established in various countries. We believe that Liechtenstein, an EEA (European Economic Area) member, has an advantage over other countries. As a result, Liechtenstein, like Norway and Iceland, as well as Switzerland (which is an EFTA member), benefits fully from the EU internal market freedoms despite not being a member of the EU itself. Therefore, the quality of law and administration is in favour of Liechtenstein when selecting the country of residence of the family foundation.