They support the implementation of restructuring and reorganization procecces, advise on transactional processes, financing acquisition, support takeover processes, the sale of companies and the preparation of company valuations.
We provide services in the following areas:
- Support in entering the NewConnect market
- Support in going public
- Management of financial efficiency
- Corporate risk management
- Cost and business efficiency management
- Fraud risk management
- Detection of crimes and economic abuses
- Business valuation
- Corporate mergers - legal and tax aspects
Business valuation
Valuation is intended to estimate the value of the entire enterprise (EV) or the value of the equity belonging to its shareholders. It is also an essential element of privatization procedures, which have had and continue to have significant importance due to systemic changes in Poland. In the equity privatization procedure, valuation is the basis for determining the sale price of the company's shares in an offer on both the public and restricted market.
Valuations also play a significant role in merger and acquisition procedures. When valuing a company in these processes, in addition to typical valuation methods, specific methods specific methods should be used to value the synergy effect (surplus value of the combined enterprises over the sum of the values of these companies as separate entities).
Business valuations are also used in concluding property (economic) insurance agreements and are used in economic and civil (inheritance, divorce) court proceedings. They also form the basis for determining tax liabilities both in direct and indirect taxes.
Corporate risk management
Any business, even a well-run one, is constantly exposed to various risks that can cause serious and difficult to reverse damage. Modern companies increasingly recognize the need to reduce/eliminate risks and prevent negative consequences of threats and decide to apply solutions that minimize risks in their companies.
Properly designed and implemented risk management systems in modern organizations are an important tool supporting the management of the company, contributing to an increase in the company's competitive advantage and often translating into its market success.
A cleverly designed risk management system frees up the company’s key resources (employees) from constant monitoring and identifying potential risk areas, as well as from spending time on “salvaging” situations when certain risks materialize. A well-functioning corporate risk management system allows to focus on the core, profitable operational activity, without the need to spend time on risk management tasks.
We offer comprehensive services in the field of designing and implementing internal control and risk management systems, including:
- Support in the process of implementing risk management programs in the enterprise (ERM);
- Preparation of risk prevention and reduction plans;
- Development of methods for assessing the likelihood of risk occurrence and its potential materialization;
- Development and implementation of procedures, processes, and programs for operational risk management;
- Design and implementation of internal control systems;
- Verification of compliance of implemented corporate risk management solutions with applicable standards and law;
- Review of security and control measures and insurance programs applied;
- Development of solutions aimed at measuring the effectiveness and efficiency of risk management systems;
- Examination aimed at identifying risk areas in the company (operational risks, project risks).
Support in going public
We provide legal and tax advisory services at every stage of the process of going public, starting from support in the preparation of a public offering, through assistance in developing a plan and schedule for listing on the stock exchange, drafting a prospectus, to comprehensive ongoing legal and tax advisory for a public company.
Our experts have specialized knowledge and many years of experience in conducting securities offerings and operating in the capital markets. Membership in an international consulting network has enriched their knowledge with information on operating in foreign capital markets.
Our services include i.a.:
- Review of the company's readiness for going public;
- Developing a plan to prepare the company for its stock market debut (so-called Pre-IPO assessment);
- Assessment of the possibility of raising capital through a public offering;
- Analysis of historical financial information in the prospectus;
- Analysis of the issuer’s financial forecasts;
- Conducting due diligence analyses;
- Development of the company's long-term business strategy;
- Support during the stock market debut (preparation of a report on the company's activities, presenting its financial results);
- Support in preparing a public offer;
- Advice on meeting the financial reporting requirements for the prospectus purposes;
- Support in the development of the prospectus;
- Analysis of the tax implications related to the IPO process;
- Tax advisory regarding the restructuring process;
- Advice on converting financial statements to IFRS, US GAAP or other reporting standards;
- Support in the valuation of the company for the public offering;
- Advice on good practices (so-called corporate governance) and communication with the market;
- Legal and tax advice on financial instruments;
- Advice on compliance with reporting requirements by public companies;
- Support in the investor relations management process.
Corporate mergers - legal and tax aspects
A merger, as an instance of commercial merger, involves the transfer of the assets (and liabilities) of the target company to another company (the acquiring company) already in existence, or the transfer of the assets of the merging companies to a newly formed company.
The current shareholders (stockholders) of the acquired company or companies merging by establishing a new company receive shares (stocks) of the acquiring or newly formed company for the transferred assets. The acquired company or companies merging by establishing a new company cease to exist.
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Contact Us:
dr Andrzej Dmowski
Managing Partner
phone: 22 276 61 80
email: This email address is being protected from spambots. You need JavaScript enabled to view it.
