Kochanski & Partners

The Polish Deposit and Return System launches on 1 October. This is a real revolution for businesses, whether they are producers, importers, distributors or traders. Indeed, its implementation brings with it a number of challenges, including, perhaps less obviously, concerning VAT. Here is a brief guide to the most important issues relating to the Polish Deposit and Return System. Legal basis and objectives of the Deposit and Return System The Polish Deposit and Return System is primarily based on the Act on the Management of Packaging and Packaging Waste of 13 June 2013, the Waste Act and numerous implementing ordinances, which regulate, among other things, the deposit amounts, the levels of separate collection, the obligations of operators, entities placing packaging on the market and traders, and the rates and rules for the payment of product fees or the design of labels. The main objectives of the system are to: Reduce the amount of packaging waste entering the environment Promote recycling and a circular economy Encourage consumers to return packaging and packaging waste through a deposit mechanism Achieve the packaging collection rates required by the EU (77% between 2025 and 2028 and 90% from 2029) What packaging is covered by the deposit and return system? Single-use plastic (PET) beverage bottles up to 3 litres Aluminium and steel beverage cans up to 1 litre Reusable glass beverage bottles up to 1.5 litres All these types of packaging will have to be labelled accordingly. System participants and their key roles The deposit and return system involves a number of actors, each with specific roles and responsibilities. Deposit mechanism: how does it work in practice The deposit is a specific amount charged when a product is sold in packaging covered by the system. The amount is set by the implementing ordinance. The deposit per unit of packaging for: Single-use plastic beverage bottles with a capacity of up to three litres, including their plastic caps and lids, excluding glass or metal beverage bottles with plastic caps and lids, shall be PLN 0.50 Metal cans with a capacity of up to one litre shall be PLN 0.50 Reusable glass bottles with a capacity of up to one and a half litres shall be PLN 1.00 The deposit “follows the product”: It is collected at each stage of distribution – from the company placing the product on the market to the wholesaler, the retailer and the consumer Return of the deposit: The consumer is refunded the full amount of the deposit when the empty, undamaged packaging (or packaging waste) is returned to a designated collection point (usually a shop) Deposit and product price: Importantly, the amount of the deposit is not included in the VAT base of the product price Placing on the market vs. sale These are two different concepts, which also have different implications with regard to the deposit and return system: Placing on the market: This is the first making available of a packaging or a packaged product on the territory of a country (domestic production, import, ICA) for use or distribution Sale: This is the seller’s obligation to transfer ownership of the goods (packaged product) to the buyer and to deliver the goods, and the buyer’s obligation to collect the goods and pay the price to the seller. The mere physical placing of packaging on the domestic market does not in itself give rise to an obligation to collect a deposit. This obligation arises when a product is sold in packaging covered by the deposit and return system. Tax aspects of the Polish Deposit and Return System – challenges and solutions Businesses have many questions and concerns about tax issues, especially VAT. Deposit and VAT – key principles Deposit charged on the sale of a product: as mentioned above, the deposit does not increase the VAT base of the product itself, being treated as an amount not subject to VAT at the time it is collected VAT on unreturned deposits: This is a more complex situation. The deposit on packaging that has not been returned by consumers, i.e. the deposit that has not been refunded to them, is subject to VAT: The company that places the packaged products on the market is the VAT  payer The operator of the deposit and return system is the VAT remitter VAT settlement and tax records: The operator (remitter) calculates the difference between the value of the deposits on packaging placed on the market and the deposits on packaging returned during the calendar year. On the basis of this difference, the operator remits the VAT due to the tax office. The deadline for payment is 31 January of the year following the settlement year The entity placing packaged products on the market (taxable person) increases the tax base in its VAT return (JPK_V7) for the first tax period of the year following the year to which the deposit settlement relates by the amount of the difference between the deposit on the packaging placed on the market and the deposit on the packaging returned during the calendar year in question Both entities are required to record the data necessary to establish the tax base and to keep it for a period of 5 years from the end of the year for which the tax base is established, resulting from the difference between the value of the deposit collected for packaging covered by the deposit and return system and placed on the market in that year and the value of the deposit refunded for packaging or packaging waste covered by the system in that year. As a result, the rules are unclear as to whether VAT should actually be charged only on deposits that are not returned. According to the literal wording of some of the provisions, the difference between the value of the deposit on packaging placed on the market and on packaging returned in a given calendar year should be taken into account, although placing on the market does not necessarily imply sale and collection of the deposit. Recording, reporting and checking Tax records are not the only record-keeping requirement under the deposit and return system. The system requires participants to fulfil other record-keeping and reporting obligations. Entity placing packaging on the market: Must keep detailed electronic records of, inter alia, the number, type and value of deposits collected for packaging placed on the market and the number, type and value of deposits refunded for packaging returned in a given year. These records must be kept for 5 years Operator of a deposit and return system: Should also keep detailed records of packaging collected, deposits refunded and waste sent for recycling. The operator should submit annual reports to the province marshal (marszałek województwa) (by 15 March) and to the head of a commune (wójt) or mayor (burmistrz or prezydent miasta) (by 31 January). Commercial entities (collection points): Also required to keep records of deposits collected and refunded and of packaging collected Polish Deposit and Return System – what else to consider There are concerns that by undercutting rates, operators will try to pass on some of the costs of running the system (e.g. the handling fee) to wholesalers and shops. The problem is the lack of precise rules in this regard. Another important issue is the financing of the refund of the deposit by shops. Retailers will have to refund the deposit to consumers “in advance”, and settlements with the operator will be made on a monthly basis. This means that they will have to temporarily fund the deposit refund from their own resources, which may be problematic for smaller operators. Implementing the system also requires extensive preparation: adapting IT systems, logistics, accounting, training staff and informing customers. The selection of an operator and the negotiation of contract terms will be key. Summary The Polish Deposit and Return System is an ambitious project with the potential to make a real difference to the environment. However, its success depends on the seamless functioning of all its components, including clear and workable tax settlement rules. Our recommendations to companies Analyse now how a deposit and return system could affect your business Allow time to adapt your IT, accounting and logistics systems Monitor the process – bear in mind that individual implementing regulations may change Contact potential system operators, ask for quotes and carefully consider the terms and conditions of cooperation If you have any doubts about taxation, consider applying for an advance tax ruling, either yourself or with the help of specialists The implementation of a deposit and return system is a dynamic process that is constantly changing, so keep up to date and seek expert assistance.

PIB Group Poland has been present in Poland since 2020. From that time, it has continually made acquisitions, building a strong group of insurance intermediaries. Its portfolio already includes insurance brokers, reinsurance brokers, multi-agencies and specialised entities operating as MGAs (Managing General Agents). We recently advised the Group on another transaction – the acquisition of RCU Ubezpieczenia and Ramius. This is another important step in the company’s development and implementation of its plan to consolidate the Polish insurance intermediation market. With this merger, PIB will gain new synergies and expand its range of services. RCU Ubezpieczenia and Ramius are well-established companies with a unique business model and a strong brand. Their integration into the PIB Group is another milestone in the development of our organisation and in building a powerful group of insurance intermediaries in Poland, says Bartosz Słupski, CEO of PIB Agency. The project was handled by Paweł Cholewiński, Partner and Head of the Transactional Practices Group, Natalia Kotłowska-Wochna, Partner in the New Tech M&A Practice, and Adam Czarnota, Senior Associate in the Corporate Law and M&A Practice. It is a great honour for us to have provided legal services to PIB Group Poland. This transaction fits perfectly with the consolidation trend we are seeing in the Polish insurance intermediation market. Due to the extensive network of RCU intermediaries and unique cooperation models, the structuring of this acquisition required us to translate the client’s business objectives into transactional documentation. We are proud to have worked with the PIB Group Poland team on this project and to have helped the client achieve its objectives, said Paweł Cholewiński, Partner, Head of the Transactional Practices Group / Real Estate, M&A. Our advisory services included a due diligence investigation of the companies, structuring of the transaction, and drafting and negotiation of the project documentation. The transaction required consideration of not only legal issues but also the specific nature of both businesses in order to develop the optimal solution. Advising on this deal was an interesting opportunity to learn about the business realities of the insurance market, added Natalia Kotłowska-Wochna, Partner in the New Tech M&A Practice. The seller was represented by Andersen Tax & Legal Srokosz i Wspólnicy and cc group as financial advisor.

3 April 2025 | Knowledge, News Over the past two years, we have seen a significant increase in the number of M&A deals involving companies based on artificial intelligence or using AI components. First of all, at the global level, both the number and value of transactions involving AI companies are growing. Even in our domestic market, the highest ranking of the top 10 Polish start-ups in 2024 were AI-related companies. This shows the dominance of such companies in the market, notes Natalia Kotłowska-Wochna, attorney at law and Head of the New Tech M&A Practice. According to Aventis Advisors, in 2025, the number of AI acquisitions will exceed 400, with a cumulative annual growth rate of 26%. The US accounts for approximately 38% of all global acquisitions in the AI sector (2022-2024), due to the concentration of major innovators and technology companies in this market. In terms of the number of large acquisitions, the situation in Poland is similar to the global one, but Polish managers show a less ambitious approach. According to PWC’s “CEO Survey. Time for Reinvention”, as many as 46% of Polish CEOs are not planning any acquisitions in the next three years. By comparison, the global figure is 30%. Impact of the AI Act on investment decisions Will new regulations such as the AI Act affect investor interest in companies using artificial intelligence? I think that for the time being, the regulatory risks associated with AI do not have a determining influence on the decisions of private equity funds. Of course, this is one of the elements taken into account, but is not the main factor, emphasises Natalia Kotłowska-Wochna. In addition to the standard company assessment, which includes regulatory and technological issues (such as personal data protection, cyber security and intellectual property), there is now a completely new element – compliance with the AI Act. AI in transaction processes Artificial intelligence is not only the subject of transactions, but also a tool used in M&A processes. According to DealRoom, within the next three years, 80% of M&A processes will use AI at various stages of the transaction – from identifying potential targets, through due diligence and financial analysis, to post-merger integration. Polish law implementing the AI Act In February, the Ministry of Digital Affairs presented an amended draft of the Artificial Intelligence Systems Act, which includes changes to the rules for monitoring the safety of products and services, as well as solutions to support innovation. The new draft also provides for the establishment of a regulatory sandbox, i.e. a space for testing new solutions. I think the amendments to the AI Systems Act are going in the right direction, and the final regulations are expected to be published in the first quarter of this year. We have a lot of experience, for example in the context of personal data protection, where regulations have already been introduced in a similar way […]. So I think these regulations will also be positive. Nevertheless, it is worth waiting for the final versions of the drafts, which will be published soon, comments Natalia Kotłowska-Wochna. Companies’ preparation for new regulations How are Polish businesses preparing to comply with new regulations? It seems that the degree of readiness varies and depends on the size of the companies: Large companies (especially those with foreign capital) – advanced preparation, in line with the company’s overarching policy Smaller companies – slower process, preparation of documents and procedures and implementation of compliance is not a priority At this point, I think there will still be a lot of companies that will not be fully prepared for these regulations, especially since we still don’t know exactly what approach the regulators will take – says the head of our New Tech M&A Practice. Mapping responsibilities in light of the AI Act Under the AI Act, any company that develops, sells, uses or provides an artificial intelligence system must comply with certain requirements. Each company should therefore map its responsibilities in this regard by: identifying tools that have an AI component assessing tools to determine whether they meet the definition of an AI system classifying tools according to risk level (prohibited, high, limited or minimal) determining the scope of responsibilities and adapting to those responsibilities The definition of an AI system is a key issue that we as lawyers are now focusing on. It contains six mandatory requirements and an optional one. It can be difficult to assess whether a given tool is an AI system because the definition is based on technical aspects such as the degree of autonomy or automation, explains Natalia Kotłowska-Wochna. Challenges and opportunities for start-ups For innovative start-ups, which often develop new AI tools themselves, the regulations represent both a challenge and an opportunity: Start-ups that want to launch AI-based tools on the market need to be properly prepared in terms of procedures and documentation. In particular, if such start-ups want to attract investment, they must be prepared to have their system audited for compliance with regulations that will come into force in the near future, emphasises Natalia Kotłowska-Wochna.

Deregulation, especially in the area of tax and energy law, is the main and long-standing demand of the business community. We have one of the most complex and at the same time strict tax systems in the world, and the lack of systemic solutions in the field of renewable energy development and responsible implementation of energy transition limits the competitiveness of Polish companies and the opportunities for new investments. The solution seems to be a deregulation package prepared as part of the Sprawdza-MY initiative by businessman Rafał Brzoska, who promises that his proposals will make it easier to do business. The aim is to bring about real, tangible change. Controversial legal mechanisms will be abolished, barriers removed, administrative procedures simplified and red tape cut. We hope that this project has a chance to permanently change the reality of business and the economic climate, not only in Poland, but also in the entire Central and Eastern European region in the future. That is why we have joined the team of the Warsaw Enterprise Institute, which is the only think tank advising Rafał Brzoska on this issue, along with a large group of employers’ organisations. Our aim is to contribute to a simple, modern and friendly legal environment for entrepreneurs. Poland’s energy sector deserves effective deregulation Łukasz Młynarkiewicz and Agata Dziwisz-Moshe will lead the teams working with WEI on deregulation. Łukasz, Partner in the Infrastructure, Energy, Environment and ESG Practice Group and Head of the Nuclear Energy Practice points out that the main issues in the energy sector will include: Creating a transparent regulatory environment and setting clear guidelines for investments in the sector Improving the transparency, quality and stability of legislation Streamlining administrative processes to accelerate energy transition Adopting solutions to increase available connection capacity and support the integration of new energy sources into the Polish Power System (KSE) Promoting long-term strategic planning that includes energy transition and greater business involvement in renewable energy Developing wind energy and relaxing setback rules Poland’s energy transition is trapped in a maze of regulations and complex administrative procedures. The time has come for well-designed deregulation that will unlock the sector’s investment potential, says Łukasz Młynarkiewicz. Let’s look at the facts: the average time to complete an onshore wind project is currently around 6 years, and for an offshore project like Baltic Power it can be as long as 13 years. This is not a pace that allows us to keep up with European commitments. We need a transparent and predictable legal environment that provides clear guidelines for investors. It is also crucial to streamline administrative and judicial procedures, which will significantly reduce project implementation time. In particular, there is an urgent need to implement more liberal setback rules for wind-power projects. It is also important to increase the available connection capacity and integrate new energy sources. Deregulation in this area will open the door to greater business involvement in renewable energy and allow for long-term, strategic planning of the energy transition of the entire economy. I have no doubt that without thorough deregulation and increased legal stability, Poland’s energy transition will grind to a halt. And time is running out, adds Łukasz Młynarkiewicz. Practical proposals for deregulating the tax system In Poland, the tax system often appears to be an obstacle for entrepreneurs rather than a facilitator of economic development. Taxation is therefore the area that entrepreneurs see as most in need of change. The biggest problems cited by the business community include: The length of tax audits and proceedings The abuse of criminal tax proceedings to suspend the statute of limitations Excessive documentation and reporting obligations required in the course of doing business Frequent changes in regulations combined with short vacatio legis, resulting in excessive cost burdens for companies that have to adapt to new regulations. Excessive regulatory complexity Introduction of multiple ‘quasi-taxes’ Entrepreneurs expect not only a simplification of regulations, but above all a reduction of excessive obligations in the area of transaction documentation and tax reporting. Another important issue is the elimination of the phenomenon of suspending the statute of limitations for tax liabilities by initiating criminal tax proceedings in a case shortly before the deadline. Businesses are also calling for solutions to eliminate the excessive duration of tax audits and tax proceedings, for example by proposing that no interest should be charged on late payments in the case of audits lasting more than six months. Another key issue for the business community is the increase in the number of general tax rulings issued by the Minister of Finance, which will help to clarify ambiguities on an ongoing basis. The Polish tax system is a dense forest for entrepreneurs in which even the most experienced can easily get lost, says Agata Dziwisz-Moshe, Partner and Head of the Tax Practice. Every day our clients face problems that should not be happening in a modern economy. Today, taxpayers are often treated as potential fraudsters rather than as honest businessmen who may make a mistake. This approach is particularly evident in the course of tax audits and tax proceedings against companies. Particularly appalling is the abuse of tax criminal proceedings to suspend the statute of limitations on tax liabilities, a practice that undermines the fundamental principles of the rule of law. The issue of interpretation of rules is also problematic. Businesses need predictability and stability in the tax system, but at present tax authorities often interpret the same provisions in different ways, frequently calling into question the protection to which taxpayers are entitled on the basis of tax rulings they have obtained, she adds. The biggest problem arises when foreign companies are confronted with the reality of the taxpayer’s dealings with the tax authorities in Poland, which in a broader perspective may deter such companies from investing in Poland.    Therefore, the main deregulation proposals of Agata Dziwisz-Moshe’s team include: A proposal that the initiation of criminal tax proceedings in a case should not result in the suspension of the statute of limitations The abolition of income taxes, which could be replaced by a single, simple revenue tax. This is a radical reform, but one that has the potential to bring many benefits to the economy, businesses and citizens Elimination of so-called quasi-taxes, which were not introduced by tax legislation but de facto fit the definition of taxes. This is an important step towards simplifying the entire system and increasing the transparency of the law. Introduction of a legal requirement that all laws introducing public levies be prepared exclusively by the Ministry of Finance as government bills. This will ensure that changes to the law are the result of comprehensive analysis by the Ministry, which will ensure their consistency and accuracy. The centralisation of the process will in turn eliminate inconsistencies in the law and increase the efficiency of legislation Introduction of the ‘one minus two’ rule – this is a key element of real deregulation of tax regulations, according to which for every new tax regulation, two existing ones should be abolished Change of Vacatio Legis – from one month to 12 months, which would be a step towards legal stability and allow better preparation of entrepreneurs for new regulations Introduction of the genuine liability of tax administration staff for errors made during tax audits and proceedings Tax deregulation should be based on a relationship of partnership between taxpayers and the administration. And this is the direction our proposals will take. From simple changes that have the potential to bring immediate relief to strategic solutions, everything should be built on these principles, says Agata Dziwisz-Moshe.

Mitmar is one of the leaders in the Polish FMCG market and has been setting quality and innovation standards in its industry for almost 30 years. Serving customers in the European Union, Eastern Europe, Asia and West Africa, the company continually invests in development to meet the challenges of today’s food industry. Since its inception, the company has demonstrated that it is not afraid to innovate. Most recently, it has developed ground-breaking technology in food processing. The challenge was not only to create a new, convenient technological solution, but also to ensure that it was legally protected. In this process, they chose to work with our Intellectual and Industrial Property Law Practice team. Patents successfully protect innovative technologies Karolina Marciniszyn and Tomasz Szambelan managed the complex process of obtaining patent protection for Mitmar’s proprietary solution. The project required conducting a detailed legal analysis, precise preparation of documentation and effective representation before the Polish Patent Office during a procedure that lasted almost three years. The patented technology, which uses a compact and closed production line, is a breakthrough in the FMCG industry. The solution not only improves the quality of the end product, but also responds to today’s environmental challenges, including by significantly reducing the carbon footprint. The closed-loop process allows the temperature of the raw material to be reduced, resulting in an accelerated freezing process and improved microbiological conditions. Patents are an opportunity for faster growth The success of the project proves that proper protection of intellectual property is a key element of an effective growth strategy in the industrial sector. A patent not only secures a competitive advantage, but also opens the door to new growth opportunities. Our work with Mitmar demonstrates the importance of a comprehensive approach to intellectual property protection in the development of innovative industrial solutions. However, for such a process to be effective, it is necessary not only to have knowledge of the law, but also to be willing to learn and understand the specifics of the industry and the client’s needs – says Tomasz Szambelan With the successful implementation of its solution and the effective protection of its intellectual property, Mitmar has once again confirmed its position as an innovative leader. The company has consistently pursued a growth strategy based on modern technologies, while maintaining the highest standards of quality and energy efficiency.

For many years, the largest law firms were predominantly run by men. Today, 43% of our partners are women. And they are not only great lawyers, but also courageous visionaries who are the driving force behind every positive change. Because they can see the big picture and stand up for what they believe in. And by changing the law, they change the world around us. So what can we do to empower women – and do it on their own terms? We have joined the Women’s Empowerment Principles initiative. And we are the first Polish law firm to do so. Not for an award or a certificate – but because we believe in the power of diversity. Women’s Empowerment Principles at Kochański & Partners The WEPs are a set of seven principles established by United Nations Women and the United Nations Global Compact to guide business in promoting gender equality. Their ultimate goal is to strengthen women’s empowerment, both in the workplace and in other areas of social life. As a WEPs signatory, we have become part of an international community of companies and organisations that are actively working towards a fairer and more sustainable world. At the same time, we are sending an important signal that we are fully committed to the programme’s agenda at the highest levels of our firm. I like working with women because they are creative and innovative, but at the same time practical, reliable and well prepared for the tasks they take on. Their enthusiasm is infectious and they have the belief that the sky is the limit, while keeping their feet firmly on the ground, says Piotr Kochański, Managing Partner. That is why we are committed to: Implementing a policy of equal pay for work of equal value Creating an inclusive working environment Supporting the career development of women Promoting education and training Implementing initiatives that benefit the local community Regularly measuring progress and reporting results Women’s Club at Kochański & Partners Joining the WEPs community is also another step in building an organisational culture based on diversity and inclusion. Indeed, the past year was full of such initiatives and events. One of the most recent was our Women’s Club, a project born out of a need to integrate the women working in our firm and the desire to create a space where they could spread their professional wings. The Club hosts meetings, workshops, an ongoing mentoring programme and information campaigns on topics such as women’s health. The future is built on different perspectives, management styles and ways of thinking. And the women who work with us prove this every day, says Diana Tavera, initiator of the K&P Women’s Club. For more information on the Women’s Empowerment Principles initiative, please visit the website.

The world today is urgently seeking ways to reduce the negative impact of human activities on the environment, and to better protect and reuse resources. And, where possible, to repair the damage done. Responsible companies are no different, taking a hard look at processes, asking questions that challenge the status quo and redesigning what can be improved. For the good of the planet and their business. For us in 2024, arbitration is one such area, where we focus on modern methods of peaceful dispute resolution, new European arbitration centres, mediation and the role of technology. And it is technology that will help us take the next step towards a greener approach in this area. Campaign for Greener Arbitrations at Kochański & Partners Earth Day at a law firm must be concrete. Solid and real. So a good demonstration of this is the news that we are the only Polish law firm to have signed the Green Pledge of the Campaign for Greener Arbitrations – a global campaign for greener dispute resolution. Its founders analysed the activities involved in arbitration. Based on a case study of a large international arbitration case, it was estimated that almost 20,000 trees would be needed to offset the CO2 emissions generated by the case. The main source of these significant emissions was air travel, but also other modes of transport, printing of documents and hotel accommodation. In order to facilitate the mitigation of the negative environmental impacts associated with the provision of arbitration services, the Green Protocols, a set of guidelines and instructions aimed at law firms, institutions and individual arbitrators, among others, have been developed. The Green Protocols can also be applied to the organisation of arbitration conferences. In the words of the initiative’s founders, ‘the responsibility to reduce the carbon footprint of arbitration is shared by all members of the industry community’. The Green Protocols in practice The Campaign for Greener Arbitrations: what does it mean for us? That we commit to reduce the carbon footprint of the cases we handle. That we will change those of our practices that may have an adverse impact on the environment, and that we will actively develop and promote those that help protect it – declares Piotr Kochański, Managing Partner. Also, that we will plan and implement projects more consciously, promote the Campaign for Greener Arbitrations and encourage our partners, including arbitrators and counsel for the other side and cooperating institutions, to develop similar activities or to become actively involved in this initiative. We have signed the Green Pledge The Green Pledge is a commitment to eight guiding principles to promote environmentally sustainable arbitration practices, such as using electronic correspondence and online submissions, videoconferencing as an alternative to travel, avoiding printing and using electronic versions of documents, questioning the need for air travel, and offsetting carbon emissions for all arbitration-related travel. Green arbitration in action The greener arbitration is a win-win for everyone – for the planet and its resources, for our clients and for ourselves. Today, it is also an important competitive advantage, helping us to stand out in the market by living our values, where we are part of a global community and with a shared responsibility to protect our planet. Read more about the Campaign for Greener Arbitrations.

The debate on nuclear energy is one of the hottest topics currently attracting the attention of the public, energy transition experts and representatives of the scientific, political and business communities. But what does Poland’s economy need? What role should nuclear energy play in the overall electricity system and how can this sector develop, taking into account European policy, current trends, expectations and technological progress? Wojciech Wrochna discussed these questions with his guests on the second day of the Future Energy Congress. Future Energy Congress 2024 This is one of the most exciting industry events focusing on energy transition, decarbonisation and renewable energy. During this unique event, representatives from business, academia and the public sector have the opportunity to discuss the most pressing issues facing the energy market. It was the third time that we were a partner of this conference. In addition, we had the pleasure of moderating one of the main panels, this year devoted to the importance of nuclear energy for the Polish economy. The guests of the panel moderated by Wojciech Wrochna were Dr Łukasz Młynarkiewicz, Tomasz Nowacki, Dr Dawid Piekarz, Damian Ołdziejewski and Adam Rajewski. Everyone agreed that Poland needs nuclear power. The problem is how to speed up the implementation of such projects. Modern nuclear reactors are essential for energy security, and will also play a key role in the energy transition by replacing traditional fossil fuel power plants with new carbon-free energy sources. However, there is a need to consider how to reconcile the operation of nuclear technologies (both large NPPs and SMRs) and RES to deliver real benefits to consumers and the system.  

B. Braun is a world leader in medical technology. An innovator and active promoter of progress, it has been creating and setting global standards in healthcare for more than 180 years. With a presence in 64 countries and more than 63,000 employees, the company today offers more than 5,000 healthcare products. B. Braun, in focusing on the further development of its product sales, decided to sell the company Ortopedicum, which owns a specialist orthopaedic hospital in Krakow. And we advised them on this transaction. An important step in the professionalisation of the Polish medical services market Our advice included structuring the transaction, drafting and negotiating transaction documentation and coordinating the entire process of selling the company. B. Braun remains focused on its core business areas of manufacturing and distributing highly specialised medical products. The hospital services provided by Ortopedicum were a side business. For LUX MED, on the other hand, the acquisition of Ortopedicum is another important step in its market strategy, says the head of our M&A practice. LUX MED changes the Polish healthcare market LUX MED has acquired 100% of the shares in Ortopedicum, adding another – the sixteenth – hospital to its portfolio. I am extremely pleased to announce that the renowned Ortopedicum hospital in Kraków is joining the LUX MED Group! I believe that if you want to change the healthcare market in Poland, you have to be ready to make bold decisions and investments, and the acquisition of the Ortopedicum hospital – a modern orthopaedic and rehabilitation centre – is undoubtedly one of these, said Anna Rulkiewicz, President of the LUX MED Group. The buyer was represented by the Gessel law firm.

There are over 100,000 foundations and public benefit organisations in Poland. Each of them, despite carrying out socially important and useful missions, operates in an extremely competitive market. This is because they have to raise public awareness of the issues they deal with and actively secure resources to maintain and implement their tasks. At the same time, they must build their own image, brand and reach to be even more effective. Not every organisation thrives in such a commercial environment, yet what they do is important and necessary. That’s why philanthropy is the role of a mature business. And that is why we support those who care about others. Our commitment to support the work of KALYNA For almost six years, since the establishment of KALYNA, the Polish-Ukrainian-Canadian Scholarship Foundation, we have been a partner and patron of this small but highly effective organisation, which supports scholars and artists dealing with the difficult question of Polish-Ukrainian relations, and assists in providing opportunities to study in Poland for the children of Ukrainian soldiers, killed or seriously injured in the defence of their homeland. As every year, in mid-June, our Warsaw office hosted members of the Council, comprising of Grażyna Staniszewska, Prof Andrzej Friszke, Prof Tomasz Stryjek, Janina Kuźma, Ewa Pocztar, Rev Artur Graban, Adam Stec and Piotr Kochański, our Managing Partner. Achievements and publications At the beginning of the meeting, Mrs Grażyna Staniszewska, President of the Foundation’s Management Board, presented a factual and financial report on KALYNA’s activities in the past year. After the discharge was passed, the meeting decided to establish a representative office in Canada, with Adam Stec being responsible for the effective work in this regard. Council members also reviewed the performance of existing scholarship holders, students from Cardinal Stefan Wyszyński University, the AGH University of Krakow, Jagiellonian University and the Vistula University in Warsaw. They also considered new applications from candidates who dream of studying in Poland. It is very encouraging to see that, despite the ongoing war, life, including intellectual and academic life, continues and develops consistently. Just as Kalyna’s capacities are expanding, says Piotr Kochański. And this is a signal to us that we must not cease in our efforts to support the Foundation and raise funds not only for these important scholarships, but also for new initiatives that we are only discussing today, adds our Managing Partner. Last year, in addition to academic scholarships, KALYNA also supported scientific and artistic work, resulting in the publication of Mariusz Sawa’s book „Pociski jak paciorki różańca” (“Bullets Like Rosary Beads”) and two essay collections „Polska i Ukraina: przeszłość i przyszłość” (“Poland and Ukraine: Past and Future”) by Adam Balcer and Nadia Koval. KALYNA’s new plans for 2024 and 2025 KALYNA representatives intend to expand the Foundation’s activities, both in terms of the number of people supported, more systemic activities and the involvement of new Canadian partners. Therefore, among the plans and tasks for 2024 and 2025, in addition to the projects implemented so far, they mention the establishment of cooperation with Canadian companies and paid internship programmes for young Ukrainians, as well as the start of work on a school textbook, thanks to which Polish and Ukrainian students will have the opportunity to learn and understand their common history and to take pride in the heritage that links our two nations. Although these are difficult and time-consuming undertakings, we are giving them our full support. Read more about the Foundation’s activities to date.

Dutch industry is renowned for its innovative technologies, advanced IT systems and an environment conducive to the development of cutting-edge products and services. Not surprisingly, it was here that Cyclomedia was founded over 30 years ago. Today, the company is a global leader in digital mapping, and its highly accurate 360° visual data enhanced by AI-powered analytics is used all around the world. Expanding its footprint and product portfolio, Cyclomedia has just acquired the Polish company Smart Factor. And we advised it on the transaction. Investment in technology, greater reach and brand strength We are excited to welcome Smart Factor to Cyclomedia. This acquisition marks a significant milestone in our strategy to expand into new markets, enhance our service offerings and improve the scalability of our company. Poland is a rapidly growing market with immense potential, and Smart Factor’s strong position in road and tax asset inventories will be a valuable addition to our capabilities, said Serge Lupas, CEO of Cyclomedia. Smart Factor is one of the key players offering urban space, road and network infrastructure inventory services, and is at the same time an important partner in the digital transformation of Polish cities. Pragmatic and innovative, the Dutch have recognised that the company’s know-how and technology stack will perfectly complement their existing offering. At the same time, they promise to accelerate international expansion, broaden their offering and strategically focus on fast-growing markets. Today, Cyclomedia is primarily present in the US and Western European markets. The transaction was significant for Cyclomedia as it enables it to further expand and develop its market position in the CEE region, says head of our M&A practice. Our advisory services included a legal and tax due diligence, transaction structuring, drafting and negotiation of transaction documentation, and coordination of the entire company acquisition process. Cyclomedia’s key shareholder, the PE fund Volpi Capital, was also involved in the work on this project. Joining forces with Cyclomedia is a tremendous opportunity for Smart Factor. With the backing of a market leader, we can offer our clients even better products and services. The scale and speed of delivery will improve significantly, benefiting all our customers and partners, emphasised Tomasz Turczynowicz, CEO of Smart Factor.

Finding the ideal location for a business is a long and complicated process. This is especially true when the business requires particular conditions and the company itself has very specific needs. These include logistical or communication requirements, the ability to adapt the facility to the nature of the business, as well as ESG considerations. The decision on where to locate office or production space dictates employees’ lives and determines subsequent decisions. That’s why it’s important to get everything right. By entrusting it to specialists. Univacco Europe at Hillwood Łódź Chocianowice Based in Taiwan, UNIVACCO is a world leader in high-tech printing, hot stamping, coating, holographic and digital transfer products. It was looking for a large office space of several thousand square metres and production halls for its European subsidiary, which it found in the Hillwood Łódź Chocianowice logistics park. We chose Hillwood Łódź Chocianowice because the park offered everything we were looking for when thinking about creating a modern distribution centre for the whole of Europe. Our new investment underlines the importance of the European market and will provide an even higher level of technical and sales support to our customers and network of distribution partners. We are confident that by locating our operations in Łódź, we will be able to achieve our ambitious business goals, says Chris Corbett, President North America & Europe at UNIVACCO. Hillwood Łódź Chocianowice is a modern facility in a prime location, which is ideal for the headquarters of the European branch of a global giant. According to company representatives, the new investment will be a state-of-the-art processing and distribution centre, ensuring the highest level of customer satisfaction. Its proximity to the centre of Łódź and the Port Łódź Retail Centre, as well as easy access to the S14 expressway and the A1 and A2 motorways, will certainly help to achieve this goal. Paweł Cholewiński’s team assisted Univacco Europe in concluding the lease. Univacco Europe is a new project for which the owner has very specific business and financial expectations. We understand this very well, which is why it was essential for us to ensure that all of our client’s requirements were met in order to tailor the facility to its needs and specificities. We are keeping our fingers crossed for Univacco’s successful expansion into the demanding European market, says the head of our Transactional Practices Group / Real Estate, M&A.

The recent spectacular sale of the Ukraina Hotel in the centre of Kyiv for more than UAH 2.5 billion is not a random event, but a sign that the Ukrainian real estate market is entering a new phase. While most seem to be waiting for the ‘golden moment’, informed investors are already spotting unique opportunities to buy strategic properties in prestigious locations that are discounted by up to half the price and still available. Is it worth holding out? The figures speak for themselves. An increase in demand of more than 20% and a growing number of bidders vying for property assets suggest that the window of opportunity may be shorter than it seems. Especially as Ukrainian law guarantees foreign investors exactly the same conditions as local entrepreneurs. Privatisation in Ukraine opens doors to foreign capital Increasing number of bidders per auction – from 2.9 in 2023 to 3.2 in 2024 13 properties privatised in the first half of 2024 UAH 2.51 billion – the exact sale price of the Ukraina Hotel in Kyiv (September 2024) – the first such large transaction since the beginning of the war Why invest in the Ukrainian real estate market? Transparent purchase process: Prozorro online auction system Full access to property documentation in virtual data rooms Equal conditions for domestic and foreign investors The Prozorro system provides full transparency within the bidding process, allowing each stage of the transaction to be tracked in real time. Access to documentation, including financial statements, incorporation documents and contracts, enables a thorough analysis of potential investments before participating in the auction. All documents are available electronically, significantly streamlining the due diligence process. Investment potential Lower property prices (25-50% compared to pre-war levels) 22% increase in demand Opportunity to enter the market before competition The current situation offers a unique opportunity to enter the market. And at very attractive prices. Experienced investors know this. Particularly interesting is the case of Kharkiv, which, despite its proximity to the front line, has seen a significant increase in interest in commercial property, confirming the long-term investment potential of the entire region. State support Active policy focused on attracting foreign investment Continuous improvement of the privatisation system Access to detailed property information via official government platforms The Ukrainian authorities actively support foreign investors, including by simplifying administrative procedures and ensuring equal treatment of all market participants. The State Property Fund regularly updates the database of available properties and provides information support, which greatly facilitates decision-making. How can we help you? We offer comprehensive support in the investment process in Ukraine. Our expertise includes: Legal analysis of properties for privatisation Conducting due diligence Representation in tender procedures Advice on investment risk assessment Investment security in Ukraine We advise on risk assessment and help to analyse the location of properties, including from a security perspective, using available data and our own analysis of the situation in particular regions or sectors. So if you are considering investing in Ukrainian state property, contact us today. Together we can work out the best investment strategy for you, and together rebuild a stronger Ukraine.  

Infrastructure and Energy have always been critical areas of the economy. If well managed and invested in, they ensure the stable functioning of the country in every aspect, and their condition has a direct impact on the quality of our life and the sustainability of the complex system in which we function. And it’s currently an interesting time for the Polish energy sector, as it is facing probably the biggest challenge in its history. Transition to renewable, green energy and investment in Poland’s first nuclear power plant require gigantic investments, international cooperation and bold decisions, including a completely new way of thinking about our country’s energy security. That is why we need real professionals in this field, industry-recognised specialists with international experience and contacts. Such an internationally recognized expert is Łukasz Młynarkiewicz, PhD, Attorney at Law, Partner in the Infrastructure, Energy, Environment and ESG Practice Group and Head of the Nuclear Energy Practice. An expert who understands the challenges of transition Łukasz knows the Polish Energy Industry inside out, and is also familiar with Infrastructure and Environmental issues. As a former manager of important industry institutions and companies, he has unique professional experience, which he uses in his academic work and in the management of international, expert industry organizations. He was the President of the National Atomic Energy Agency, where he supervised nuclear facilities. As Director of the Environmental Impact Assessment Department at the General Directorate for Environmental Protection he analysed and was responsible for environmental proceedings for key infrastructure projects in the country. As Vice-President and Acting President of the Management Board and Chief Permitting Officer at Polskie Elektrownie Jądrowe, he has negotiated complex economic projects worth billions of zlotys. He knows how to effectively, safely and adroitly guide a company through investment processes and how to manage such investments. He is an expert in project management. He has supervised strategic infrastructure projects. He co-created Polish laws, strategies and government programs, and appeared before the CJEU and the European Commission. Łukasz Młynarkiewicz is the President of the International Nuclear Law Association (INLA), the largest and most important international legal association of the nuclear energy industry. Łukasz has an excellent understanding of the challenges and opportunities facing Poland’s future nuclear energy industry and is totally committed to these ideas and plans. Energy transition is not just a slogan – it is a real process that is changing the face of the Polish economy. We are moving away from coal, opting for renewable and nuclear energy sources, modernising networks, and investing in energy storage and hydrogen. This requires not only considerable investment, but above all wise, continuous and consistent planning in addition to effective implementation, says Łukasz. And he lists the key challenges of the Polish energy sector, which include: Diversification of energy sources – a safe transition from coal to an energy mix based on renewable and nuclear energy sources Modernisation of existing infrastructure – via development of smart grids and energy storage facilities Technological innovation – development of hydrogen technology and energy storage systems Transition financing – raising funds for green investment Climate law compliance – providing support in meeting ESG and environmental reporting requirements Business needs concrete ideas, not theory What is the feedback of Polish energy companies? At a time when they need to simultaneously modernise their infrastructure, meet increasingly stringent environmental requirements and remain competitive, companies need an advisor who can not only refer to the appropriate regulation but, above all, suggest practical solutions and ensure the implementation of projects in the investment process. Piotr Kochański, experienced market participant, co-author of the Infrastructure, Energy, Environment and ESG Practice Group strategy and Managing Partner, knows this well. Łukasz is a top-class professional, highly educated, recognized in the international expert environment, who understands the business, knows the investment process and is able to combine different perspectives into a coherent whole, understanding the logic of cause and effect. He is a true business lawyer, a Partner in the Law Firm, and precisely what energy companies need today as they go through their transition process, which is certainly the greatest economic challenge of this decade. Our clients will therefore benefit from the unique support of a recognized expert who not only knows the law, because he co-created a number of legal solutions for nuclear power, infrastructure and environmental protection, but understands the whole process from the execution side, and is able to organize and manage transactions in terms of the selection of technology and application of relevant regulations, says Piotr Kochański. We knew how the realities and demands of the market would change and Łukasz has a unique mix of experience. He has run complex projects and knows the people and the industry. He knows well that in such complex, decades-long, extremely expensive projects, international businesses expect thoroughly analysed, fast, precise and practical solutions, oversight of the process, documentation of negotiations and transactions as well as support in negotiations and dispute resolution. Advice on ESG and sustainability will soon be just as important to them. Therefore, such practical knowledge and information is and will be invaluable. But there is also something that makes him an outstanding Partner in our team – it is his absolute focus on our clients’ business, adds our Managing Partner. One-stop shop – a formula for a successful Infrastructure, Energy, Environment and ESG Practice Łukasz has a clear vision of what he and our Infrastructure, Energy, Environment and ESG Practice Group team need to achieve. It’s the idea of the so-called one-stop shop – offering a comprehensive and complementary service in all areas of the practices operation, but based on relationships, a deep understanding of the business and ensuring its security, which is a unique combination to make our Practices with Łukasz a broad modern business professional platform. We want to adapt flexibly to our clients’ plans and share their concerns, while knowing and understanding the technological processes. This allows us to help clients shape their business, create opportunities and take responsibility for them, says Łukasz Młynarkiewicz. The main objectives? Our shortlist includes: Support for strategic investments in the Polish energy sector – from nuclear power plants to the modernisation of transmission networks Helping Polish companies to transition successfully without losing competitiveness Facilitating the development coordination and co-generation of innovative energy technologies Proposing practical solutions carefully selected from the industry regulatory jungle Every energy project is a complex organism. It requires the combining of technical, environmental and legal requirements while ensuring security of supply and profitability of the investment. It’s like putting together a multi-dimensional jigsaw puzzle, where every piece has to fit perfectly, but taking into account market, time, financial and human realities. It’s a big challenge, adds Łukasz. Effectiveness requires understanding The biggest projects, not just energy projects, can only succeed if all parties – investors, contractors, government and local authorities – are able to work together. Our role is not just to provide legal advice, but first and foremost to create opportunities and help build solid bridges between the various stakeholders, says Łukasz. Łukasz’s joining the Infrastructure, Energy, Environment and ESG team is a signal to the market that we are ready to support clients in the biggest challenge facing the Polish economy. After all, the energy transition, including the construction of Poland’s nuclear reactors, long awaited by 92% of adult Poles, is not just an obligation – it is an opportunity for a technological, economic and civilisational leap into the future. And we want to be the ones to make it a complete success, adds Piotr Kochański with conviction.