Rymarz Zdort Maruta advises on cross-border conversion of Dutch company into Polish limited liability company

We are pleased to announce that we advised on the legal aspects of a pioneering cross-border conversion of a Dutch B.V. company into a Polish limited liability company (spółka z o.o.). This was one of the first cross-border conversion processes ever finalised in Poland.

On 15 September 2023, certain new regulations came into force in Poland whereunder Polish companies can change their legal forms and simultaneously transfer their registered offices to other EU member states, while companies based in other EU member states are allowed to transfer their registered offices to Poland.

This was the first conversion deal in the history of our practice, and we performed it in cooperation with the Dutch branch of a leading international law firm. Despite the rather large amount of documentation in multiple languages, the entire conversion process on the Polish side went very smoothly.

“We are delighted to have the opportunity to participate in such innovative projects and to see that our clients are increasingly bolder in reaching for new solutions. Taking advantage of new legislation is always a big challenge, especially given the lack of related practice and jurisprudence and that very few studies on the subject can be found in the legal doctrine. Conversion is a complex and challenging process, but, if performed correctly, it guarantees benefits and new business opportunities”, said Dr Marek Maciąg, the head of the corporate & commercial advisory team of Rymarz Zdort Maruta.

Our transaction team comprised Dr Marek Maciąg (partner) and Aleksandra Pustiowska (senior associate).