Dr Anna Maria Panasiuk
Adwokat, Założycielka Grupy Yours
We have been there for our clients for many years, assisting in business restructurings and new investments, as well as negotiating and exercising owner’s supervision.
Successful business development in a fast-changing economic landscape requires not only to keep up with the pace imposed by the competition, but also to take an innovative approach to succession and expansion of family business. Therefore, we support our clients in restructurings that are not only essential to mitigate legal and tax risks, but also to address the economic need for development of your business. For many years, we have assisted our clients in negotiations regarding obtaining financing, sale and/or purchase of material assets, and conduct of significant international business transactions.
We are particularly honoured to have your trust with respect to succession matters and issues evolving the transfer of family assets securing the interests of particular beneficiaries, especially the closest family members.
The projects we run are just as diverse and interesting as our clients. It is clear to us that, together, we are not only trying to preserve the material and social values set by our clients, but we are also creating a new basis for business organisation, Polish economy and timeless social values.
It is our pleasure to present below selected projects on which YOURS Panasiuk’s team worked in the years 2016 – 2017.
A restructuring of a Polish group of investment companies worth approx. PLN 350 million. The specifics and, at the same time, one of the main difficulties of this project was the absence of a standard successor. Therefore, the core task was to hand over the group to the key employees and maintain employment. The project was also aimed at achieving other objectives set by the founder of the group and, at the same time, a foundation performing significant social projects. In the course of the restructuring, a precedent-setting decision (which was also crucial for the project’s success) was handed down in our favour by the Voivodeship Administrative Court.
A succession of one of the oldest Polish trade businesses, with more than 65 years of history. Since it was vital for the business to be handed over to grandchildren, we made sure that the transfer to the fourth generation was effected smoothly. The new legal form of the business aims at ensuring the firm’s continuity, at least until the 100th anniversary of its founding.
A restructuring of companies holding the majority stake in a Polish company listed on the WSE in Warsaw, including, among other things, contribution of the majority stake to a Polish company by a foreign controlling company, and next a cross-border merger of said companies (the project is in its end phase). The merger process is unusual, among other things due to the fact that it involves a takeover of the parent company by its subsidiary, i.e. the so-called downstream merger, and that the acquiring company is a limited liability company (and not a joint-stock company), which entailed the necessity of an extensive analysis of legal issues relating thereto, as well as the necessity of coming forward with appropriate solutions.
A complex and multi-layered restructuring of portfolio companies including, among other things, establishing a Closed-end Investment Fund and conducting a procedure (together with the Investment Fund Company managing said Closed-end Investment Fund) aimed on one hand at designing the ultimate structure for the purpose of investment activity (primarily in the real estate market) and on the other at preparing it for the needs of settlement of cash flows arising out of the disposal of the controlling stake in a major player operating in the TMT sector.
A multi—stage restructuring of one of the leading distributers of synthetic fertilisers, also operating in the freight forwarding and fuel trading market. The project included advice on a series of share redemptions together with share capital reduction in several companies, and their subsequent merger by way of takeover by a newly established company. In terms of finances, the restructuring also required development and implementation of amendments to the indenture with respect to bonds issued by one of the companies.
We participated in the establishment of a private foundation dealing with matters verging on public and private purposes. “The purpose of the Foundation of the House of Herse in Warsaw is to carry on the legacy of my forefathers”, says the preamble to the Herse Foundation’s statutes signed by its founder Jan Górski, the grand grandson of Adam Herse. The purpose of the Foundation is to restore the memory and the functioning of “the most famous, in the pre-war time, and also the largest in Poland and Central and Eastern Europe, Bogusław Herse’s Fashion House”. Together with the descendants of the Herse family, we had the pleasure of co-designing solutions which will contribute to the continuation of the Polish tradition of fashion art, and which will incontrovertibly become an inseparable part of the Polish national heritage. It should also be noted that these solutions also serve family and private purposes aimed at rebuilding the pre-war Herse business.
Thank you for putting your
trust in us.