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KRS Act Amendments 2025 – What They Mean for Businesses

By Projects, Publications

AMENDMENTS TO THE NATIONAL COURT REGISTER ACT – WHAT DO THEY MEAN FOR BUSINESSES?

The amendment to the National Court Register (KRS) Act introduces significant simplifications to how the register operates. The most important change concerns the abolition of the mandatory publication of entries in the Court and Commercial Gazette (Monitor Sądowy i Gospodarczy). For businesses, this means faster legal effectiveness of registered changes – and less red tape.

NO MORE GAZETTE – KRS ENTRY IS SUFFICIENT

Until now, entries in the register of entrepreneurs were subject to mandatory publication in the Court and Commercial Gazette. Only from the date of publication could no one claim ignorance of the entry’s content. In practice, this caused delays and additional costs. Following the amendment, the entry in the Register itself will be sufficient. From the date of entry, it becomes effective against third parties. The exception applies to transactions made before the sixteenth day from the entry – in such cases, a counterparty may demonstrate that they could not have known about the entry’s content.

WHAT DOES THIS MEAN IN PRACTICE?

The changes will accelerate commercial transactions. New board members, changes in ownership structure, or data updates will take effect more quickly. This is particularly good news for companies operating dynamically – in the investment sector, industrial sector, or in transactions involving foreign capital. However, it is worth noting that certain categories of entries – such as tax identification number (NIP), statistical number (REGON), or electronic delivery address – will still be entered automatically and will not be subject to publication. Similarly, entries regarding suspension or resumption of business activity remain exempt from fees and publication requirements.

VOLUNTARY ANNOUNCEMENTS IN EU LANGUAGES

The amendment maintains the option of voluntary publication of entry information in any official language of the European Union. For companies with foreign capital – including Asian investors operating in Poland – this is a practical solution facilitating communication with foreign partners and institutions. However, in case of discrepancies between the content of an entry in Polish and a voluntary announcement in another language, the Polish version remains binding.

SUMMARY The amendments to the KRS Act represent a step toward digitalization and simplification of registration procedures. Entrepreneurs gain faster effectiveness of entries and lower administrative costs. At the same time, it is important to ensure that changes in company structure are reported promptly – from the moment of entry, counterparties may rely on its content. Jędrzejewska Jędrzejewski Attorneys at Law Partnership supports entrepreneurs in ongoing corporate services – from establishing companies, through KRS changes, to comprehensive investment support. If you need assistance in adapting to the new regulations or are planning changes to your company structure, please contact us.

Tailor-Made Work Regulations – How to Reflect the Specifics of Sales Representatives’ Work

By Bez kategorii, Projects, Publications

Recently, our law firm had the pleasure of preparing a comprehensive set of work regulations for one of our clients in the retail and distribution sector.
The goal was not only to ensure compliance with the Polish Labour Code, but also to reflect the realities of sales representatives’ work, performed in the field under a task-based working time system. The overriding value was to protect the employer’s interests and clearly define employees’ duties to prevent potential disputes over working time.

When drafting the regulations, we combined the traditional structure of internal workplace rules with a dedicated annex for mobile employees.
This approach allows the employer to:

  • clearly distinguish between the duties of office-based employees and sales representatives,
  • maintain full compliance with the rules on working time records and remuneration,
  • introduce transparent procedures for reporting, use of company assets and commission settlements,
  • simplify updates to internal policies for specific groups of employees without amending the entire document.

As a result, the work regulations are not merely a formal document but a practical management tool, fully tailored to the operational realities of the business.

For many companies – especially those with hybrid or field-based teams – such tailored regulations are essential to minimise the risk of employee claims.
A well-drafted set of work rules can become a genuine support instrument for business operations, not just a statutory obligation.

Document prepared by Attorney-at-Law Ewa Jędrzejewska
📞 +48 604 212 444
✉️ ej@radcowieszczecin.pl

Supporting Chinese Companies in EU Public Procurement for Public Transport Sector: Key Legal Update

By Projects

In recent months, our firm has been assisting Chinese clients in entering public procurement tenders within the European Union, particularly in the public transport sector. However, a recent ruling by the Court of Justice of the European Union (CJEU) significantly impacts this market and directly affects contractors from outside the EU, including China.

The CJEU’s October 2024 judgment (C-652/22) has clarified that contractors from countries without specific reciprocal agreements with the EU, such as China, may face restrictions or even exclusion from EU public procurement procedures. This ruling, based on Directive 2014/25/EU, underscores that without such agreements, non-EU companies may not receive the “no less favorable treatment” guarantee and could be restricted by individual Member States from accessing EU tenders.

For Chinese construction and transport sector companies planning to expand their market in the EU, this presents both legal and strategic challenges. In response, our firm offers comprehensive legal support to navigate these regulatory changes, including potential partnership structures and compliance strategies. Our expertise ensures that clients are well-positioned to meet new EU public procurement requirements and pursue opportunities effectively under the current legal landscape.

For further details on how this ruling could impact your participation in EU tenders and how our legal team can support you, please contact us directly.

Successfully Delivered Legal and Business Support for American Lens Poland Sp. z o.o.’s First Funding Round

By Projects

Description:

Our legal advisory company has proudly completed a successful project providing legal and business support for the first funding round of the optical industry startup, American Lens Poland Sp. z o.o. Our comprehensive services facilitated the entire process, from participating in the due diligence process to implementing the investment agreement.

Our accomplished scope of work included:

Participating in the due diligence process, providing thorough examination and evaluation of the investment opportunity, ensuring a solid foundation for the funding round.

Conducting necessary corporate changes to facilitate the investment, including registering the increase in share capital to accommodate the new investment.

Negotiating the terms of the investment agreement, safeguarding our client’s interests while fostering a mutually beneficial arrangement.

Overseeing the implementation of the investment agreement, ensuring a smooth and seamless execution.

Our team of experienced legal advisors and business professionals applied their expertise to navigate the complexities of the funding process, providing top-notch support that ultimately contributed to the successful completion of American Lens Poland Sp. z o.o.’s first funding round.

Successfully Delivered Legal and Business Support for Milkies International Capital Group’s First Funding Round

By Projects

Description:

Our legal advisory company has proudly completed a successful project providing legal and business support for the first funding round of the international capital group, Milkies. Our comprehensive services facilitated the entire process, from connecting the founder with an investment fund to implementing the investment agreement.

Our accomplished scope of work included:

Assisting with the matchmaking process between the founder and the investment fund, ensuring a suitable partnership for both parties.

Participating in the due diligence process, providing thorough examination and evaluation of the investment opportunity.

Conducting necessary corporate changes to facilitate the investment, including restructuring the capital group’s companies, carrying out entity transformations, and making ownership changes for assets such as patents, trademarks, and other intangible property rights.

Negotiating the terms of the investment agreement, safeguarding our client’s interests while fostering a mutually beneficial arrangement.

Overseeing the implementation of the investment agreement, ensuring a smooth and seamless execution.

Our team of experienced legal advisors and business professionals applied their expertise to navigate the complexities of the funding process, providing top-notch support that ultimately contributed to the successful completion of Milkies’ first funding round.

Legal advisory services for the establishment of security measures in investment loan agreements

By Projects

Description:

Our legal advisory company has successfully provided top-notch legal support for securing an investment loan agreement valued at over 30 million euros. Our team of experienced legal advisors ensured that the investment loan agreement was well-protected and compliant with all relevant laws and regulations.

Our accomplished scope of work included:

Analyzing and preparing the necessary securing the investment loan agreement, minimizing risks and safeguarding our client’s interests.

Drafting and reviewing applications and agreements related to mortgage registration and registered pledges, ensuring that all legal requirements were met.

Representing our client in proceedings before registration courts and during negotiations with the financing bank, including interactions with international law firms representing the bank.

Organizing and managing all required documentation, including powers of attorney, translations, and acting on behalf of our client in the country where the agreements were signed.

We offered our services in English and were dedicated to providing professional legal support, ensuring the successful completion of the investment loan agreement. Our expertise in navigating the complexities of investment loan transactions allowed us to effectively protect our client’s interests throughout the process.

Legal Advisory Services for STW Logistics Center – Słubice

By Projects

Description:

Attorney at Law Jędrzejewska Jędrzejewski Partnership has successfully provided comprehensive legal support for the STW Logistics Center project, focusing on the construction of a state-of-the-art transshipment hub in Słubice. With a project value exceeding 15 million euros, our team of skilled legal advisors was dedicated to ensuring the smooth and efficient execution of the investment project.

Our accomplished scope of work included:

Ongoing legal support for the warehouse construction aspect of the STW Logistics Center project, guaranteeing compliance with all applicable laws and regulations.

Drafting and reviewing contracts with subcontractors, protecting our client’s interests and minimizing potential risks.

Managing correspondence with the subcontractors regarding claims, obligations, and other matters arising from the contract.

Overseeing the legal aspects of project documentation, ensuring that all required permits, licenses, and approvals were obtained and maintained.

Our team demonstrated proficiency in FIDIC (International Federation of Consulting Engineers) contract standards and offered services in both Polish and English languages. Our expertise in navigating the complexities and professional legal support enabled us to safeguard our client’s interests throughout the project.

Legal Advisory Services for Port Quay Construction under the Polimery Police Project

By Projects

Description:

Attorney at Law Jędrzejewska Jędrzejewski Partnership has successfully provided comprehensive legal support for the Subcontractor in Polimery Police Project, a major investment project focusing on port quay construction. We offered our services in English and demonstrated our expertise in FIDIC (International Federation of Consulting Engineers) contract standards.

Our accomplished scope of work included:

Ongoing legal support for the port quay construction aspect of the Polimery Police Project, ensuring compliance with relevant laws and regulations.

Drafting and reviewing contracts with subcontractors, safeguarding our client’s interests and mitigating potential risks.

Managing correspondence with the general contractor regarding claims, obligations, and other matters arising from the contract.

Handling the legal aspects of project internal documentation, guaranteeing that all necessary permits, licenses, and approvals were obtained and maintained.

With a project value exceeding 20 million euros, our team of experienced legal advisors was committed to providing top-notch legal services, ensuring the successful completion of the investment project. Our expertise in navigating the complexities of port quay construction allowed us to safeguard our client’s interests at every stage of the project.

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Kancelaria Radców Prawnych Jędrzejewska Jędrzejewski Spółka partnerska

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70-444 Szczecin