Within its services, OpusLegal offers corporate service of entities (companies, funds, foundations and others). We prepare agreements and articles of association for companies and other entities, as well as internal laws, regulations and resolutions of their bodies. Clients receive support in internal decision making process, as well as in their implementation (e.g. registering changes in articles of association, registering changes in compositions of the bodies of the entities and others). OpusLegal provides the service of partners’ or shareholders’ meetings: the support in organization, the service of the meeting and possible register proceedings.
On each stage of rendering corporate services the OpusLegal team takes care of compliance of the actions planned by the Clients with the requirements of local law regulations.
Acknowledging the importance of comprehensive transaction service, OpusLegal provides their Clients with legal advisory already on the stage of its planning, with the inclusion of the needs and legal security of the Client, as well as specificity of legislation which the planned transaction concerns. We run due diligence processes covering both the transaction itself and the entities which are parties in it, also outside Poland. We advice and help with constructing agreements. On the Clients request OpusLegal supervises the conclusion of agreements and their implementation. We offer support in the form of mediation with resolution of conflicts arisen on the transactional field.
OpusLegal specializes in the service of cross-border mergers (CGM) on every stage of this process. We advice on the choice of the method of the cross-border merger. We prepare the necessary documentation: the merger plan, announcement, motions to the courts in accordance with the law in the languages appropriate for the seats of given companies. Finally, OpusLegal conducts and coordinates merger proceedings in front of the right organs (courts, registers) in various jurisdictions.
In case of the cross-border change of seat type of service (CBCS) , the OpusLegal team performs the need analysis of the Client and individually selects the most optimal jurisdiction within the EU for him to transfer the seat of the commercial company. We provide professional consultancy of lawyers from different European jurisdictions and their support with preparing and implementation of the procedure of the cross-border change of seat, especially in the process of adjusting the provisions of the articles of association to the requirements of the host country. OpusLegal, with the cooperation of OpusTrust, runs the transfer of the entity’s whole economic activity to the new jurisdiction (e.g. transfer of the bank accounts, etc.).
Mergers and acquisitions is one of the key areas of OpusLegal specialization. Transactions of this type allow businesspeople to change the capital structure of their businesses, which positively influences competitiveness and attractiveness of the conducted business activity from the point of view of potential investors. OpusLegal provides the service of acquisition transactions, especially with the participation of foreign entities. The aim of such transactions is to obtain additional capital for the development of the business. They enable fiscal optimization of profits from the business activity.
We provide consultancy already on the stage of making strategic decisions regarding the choice of the method of carrying out the transaction, so that the legal security and effectiveness of the process is guaranteed to the Client. We pay particular attention to the thorough analysis of legal documentation of the entities which are parties of the transaction (legal due diligence), as well as the documentation of the transaction itself (agreements, corporate decisions). For the convenience of our Clients, the team of accountancy and tax and advisors from our partner companies OpusFinance and OpusTax supervise the transaction process from the accounting-fiscal perspective.
Planning of intergenerational succession is a new, but extraordinarily important phenomenon in Polish economic reality. It involves the necessity of solving a number of delicate issues, e.g. family, business and tax matters. The correct and appropriately early planning of succession, the choice of adequate legal tools, as well as professional supervision of succession plan implementation may ensure the next generation fluent takeover of the family business, and the predecessors’ influence on the way and results of transferring the business.
OpusLegal team takes into account all aspects of planning generational succession. We focus not only on effective use of available legal tools (e.g. family foundations, trusts, investment funds), but we also support the long-term planning of policies to do with running family business. Together with the specialists from OpusTax and OpusTrust we offer solutions that decrease fiscal costs of the generational change. We also advise on how to conduct a long-term and multiple stages process of transferring the business to the new generation, while preparing the plans of succession.
Benefiting from our rich experience with respect to corporate service of companies in various jurisdictions (especially in the common law systems), OpusLegal offers their Clients help with solving internal conflicts within their companies. Practical knowledge of legal solutions used in various jurisdictions allows us to ensure Clients substantial consultancy regarding matters of conflict, and in case of the negotiation success, we provide appropriately constructed agreements that end conflicts between partners. Appropriate consultancy and the right choice of a legal solution is particularly important in the situations when there is a conflict between real beneficiaries of the company.
OpusLegal team knows legal solutions regarding fiduciary relationship and the trust law in various jurisdictions, therefore, we effectively support real beneficiaries in solving conflicts between them. We also help with legal proceedings regarding disclosures of the real beneficiary’s identity.
In the situations where settling out of court is impossible, we offer assist and consultancy with litigation. We also ensure participation and substitute of a professional licensed lawyer from the jurisdiction specific to the company.
Foreigners interested in purchasing property in Poland can use the services of OpusLegal covering comprehensive consultancy and servicing the transaction of purchasing real estate or shares in commercial companies that own real estate. Together with the team of tax advisors from OpusTax we conduct legal-fiscal analysis of transactions and we prepare motions to the Minister of Internal Affairs and Administration for issuing a permit for purchasing real estate by foreigners or a promissory note for future issuance of such a permit.
We also organize and supervise the very process of the transactions of purchasing real estate or shares in companies which own real estate. In addition, after finalizing transactions, we prepare appropriate motions to the land registers or National Court Register in order to disclose the new owners of the property.
Poland as a country that attracts foreign investors, especially ones from Ukraine, Russia and other states from outside the European Union is more and more often chosen by foreigners as the place of residence and work. In order to meet their needs we offer help with removing barriers on their way to settlement in Poland and starting work here. We accomplish all formalities in order to obtain work permit or permanent residence permission. We prepare appropriate motions to the offices, we monitor the process of making an administrative decision and we continually advise on any matters concerning administrative procedure. We also help to meet some legal requirements necessary to obtain permits (e.g. invitations, assist with concluding job agreements etc.)