MTS Law Firm offers legal support to clients who are key persons in capital companies.
Restrictive practice of state authorities, new rules of liability provided for by the so-called Polish Arc, newly drafted regulations increasing the liability of management board members, increasing economic competition, as well as fluctuations in the financial situation, argue for the use of instruments that allow to limit the liability (primarily compensatory, tax, administrative, criminal, and criminal and fiscal) of persons performing critical functions in companies.
The Law Firm’s advice in this regard includes, in particular:
- legal advice in the selection of the most appropriate policies covering insurance for members of management boards, proxies and financial directors (D&O policies);
- preparation and implementation of the division of competencies and appropriate procedures to limit the criminal and fiscal-penal liability of board members;
- design and implementation of procedures and guidelines, defining the management board’s expected course of action by the company, allowing for the recognition that the decisions taken by the management board were within the limits of reasonable risk (Business Judgment Rule) and thus limiting the management board’s liability for damage caused to the company;
- legal advice on minimizing the risk of management board members’ liability for the company’s liabilities.
Lawyers of the Firm have experience in conducting tax proceedings, including in the field of joint and several liability of management board members for the company’s tax liabilities, administrative proceedings and criminal-tax proceedings, which collectively allows for informed advice on limiting the liability of management board members, proxies and financial directors. The experience of the firm’s lawyers includes representing clients:
- before tax offices and administrative courts in cases involving the assignment of joint and several liability for tax liabilities of limited liability companies and joint-stock companies (including a joint-stock company that is an investment fund company);
- before the Social Insurance Institution and common courts in cases involving the assignment of liability for the company’s arrears of contributions to social security, health insurance and the Labor Fund and Guaranteed Employee Benefits Fund;
- before common courts in cases brought by the company’s creditors based on Article 299 of the Commercial Companies Code;
- in fiscal penal cases, in which members of the management board are held liable for tax crimes and offenses as persons dealing with the company’s business affairs.
Contact person: Remigiusz Stanek, remigiusz.stanek@mts-legal.pl; Paweł Maniewski, pawel.maniewski@mts-legal.pl.