TGC Corporate Lawyers

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Director of Company Law Department and Corporate Secretarial Services She has been a member of our team since 2021. EXPERIENCE: Graduate of the Faculty of “Law and Administration” (master of law, 2005) at the University of Warsaw, “Center for American Law Studies” in cooperation with the University of Florida and postgraduate studies at renowned Polish universities: “Academy of European and Polish company law” (SGH), “Property Management” (SGGW), “Postgraduate Management Studies” (SGH) More than 15 years of experience in providing corporate services to Polish and foreign clients and international corporations Assistance to foreign clients in starting operations on the Polish market, sale of ready-made shelf companies (several hundred sold companies), consulting and establishing new companies, branches, representative offices Consulting and liquidation of companies and branches Consulting on statutory services for companies and keeping company documentation Transactions of increase and decrease the share capital, changes in the composition of bodies, changes to company articles of association, etc. Comprehensive assistance in approving annual financial statements and submitting documents to the National Court Register Transactions of sale of shares / stocks Coordination of meetings of the company’s bodies, representation of partners / shareholders at shareholders ‘meetings / general meetings, including preparation of minutes from ordinary and extraordinary shareholders’ meetings Supervision on Nominee Management Services during holding of position in companies’ bodies by director’s in finalizing transactions related to the real estate market, real estate management, mergers and acquisitions, assurance of funding Assistance with opening bank accounts for Polish and foreign clients Electronic documents’ management Cooperation with international law firms in relation to ensure service for foreign clients and realization of international projects

Partner, Attorney at Law Legal Advisor specialized in energy law, geological law and mining law as well as M&A transactions support. He supports foreign investors in the process of purchasing industrial and commercial properties. EXPERIENCE: Consulting for domestic and foreign investors as well as legal assistance with regard to the creation of companies and partnerships, mergers, divisions and acquisitions of companies and the financing of such transactions; Regulatory issues resulting from various legal regulations, i.a. from geological and mining law as well as energy law; Legal assistance for foreign investors including due diligence, preparation of transaction documents as well as obtaining the consent of the President of the Office of Competition and Consumer Protection (UOKiK) for concentration in Poland; Full legal assistance with regard to the creation of an association of employers composed of the biggest Polish and foreign companies exploring for or extracting oil or gas in Poland; Legal assistance for foreign investors with regard to the creation of the transaction structures including the acquisition of industrial and commercial properties.

Bartłomiej Urbanek

Senior associate, Advocate He has been a member of our organisation since 2014. EXPERIENCE: Preparation of provisions concerning intellectual property rights and participation in negotiations of contracts concerning sale and implementation of ERP software; Making an analysis of intellectual property aspects in commercial contracts, analysis of the effectiveness of transfer of copyrights in cooperation agreements between companies from the IT sector having their registered office in various legal regimes (USA and EU member states); Making analyses of agreements concerning disposal of industrial property rights, including patents for inventions; Due diligence of companies from the perspective of intellectual property management; Current services provided to companies with regard to intellectual property management – registration/prolongation of protection rights for trademarks; Legal representation in commercial contentious proceedings before common courts and arbitration courts, including representation before the International Chamber of Commerce (ICC) in Paris, Stockholm Chamber of Commerce (SCC) in Stockholm and the Arbitration Court at the National Chamber of Commerce (KIG) in Warsaw.

General Partner, Advocate EXPERIENCE: Consulting with regard to competition law, including with regard to antitrust procedures, legal issues of abuse of a dominant position and court disputes concerning unfair competition; Cooperation and consulting with regard to M&A, including representation of investors from the pharmaceutical and chemical sectors in the process of privatization of state-owned enterprises; Representation of clients in litigious proceedings and arbitration proceedings, including before the National Chamber of Commerce (KIG), International Chamber of Commerce (ICC) and Stockholm Chamber of Commerce (SCC); Consulting with regard to corporation law, including, among others, preparation and completion of a squeeze out option; Coordinator of many privatization projects and projects related to the purchase of shares by strategic investors; Commercial court disputes: unfair competition law, contract law, pharmaceutical law and abuse of a dominant position in the market; Preparation and completion of a squeeze out option; Preparation and completion of share capital increases in joint-stock companies with various share prices (issue price and nominal price)/”share capital increase by the specific amount”; Wide experience gained during many complex commercial and civil disputes as well as during arbitration proceedings.

Christian Fielding

Partner, Solicitor Area of Responsibility Engaged in the work of our company law department His clients include mainly international public companies and small andmedium-sized enterprises Business Experience Worked earlier in the registered office of an international law firm Slaughterand May in London and Paris Wide experience in the area of commercial law and economic activity law, mergers and acquisitions and finance as well as with regard to asset leasing, structured finance, derivative instruments and the restructuring ofcompanies Sepcialises in commercial and company law and restructuring

Grzegorz Witczak

Director of the Commercial Law and Property Department, Advocate He has been a member of our organisation since 2011. EXPERIENCE: Preparation and negotiation of commercial contracts (including i.a. distribution agreements, license agreements, service agreements, joint venture agreements, cooperation agreements for companies from the automotive, FMCG, electronic, telecommunications, chemical, security and clothing sectors) for companies from the automotive, telecommunications, hotel, FMCG, clothing and jewelry sectors; Consulting with regard to competition law, i.a. with regard to block exemptions in the automotive sector, the shaping of the pricing policy, distribution networks as well as vertical and horizontal agreements; Consulting with regard to consumer protection law, preparation of internal procedures related to transactions involving consumers, including complaint procedures; Negotiation of lease or tenancy agreements, including commercial lease of commercial and office spaces; Consulting with regard to real estate transactions, including preparation and negotiation of documentation related to the investment process; Consulting with regard to the realization of infrastructure investments for contracts from the engineering and design sectors; Conduct of legal audits of companies and properties during M&A processes and real estate transactions; Consulting with regard to and representation of clients in court disputes concerning civil and real estate law.

Advocate, Senior Associate Experience: Advising clients from retail, residential, PRS and warehouse sector as part of transactions on the real estate market, including in particular: preparing due diligence reports on the legal status of real estate, preparing and negotiating transaction documentation, representing clients during negotiations. Drafting, analysis and opinions on agreements for lease of commercial and office space, lease agreements (umowy dzierżawy), including lease agreements for land intended for investments in telecommunications sector. Advising on the aspects of sale transaction of telecommunications infrastructure by a leading mobile network operators (advising on the acquisition of mobile communication base stations portfolio). Day-to-day legal advice to developers, including advisory at each stage of the investment process, including advising in administrative proceedings, drafting and reviewing design works contracts, general contractor contracts and advising on planning and zoning issues. Representing clients in administrative proceedings and in court disputes in the field of administrative, civil and real estate law. A graduate in law from Jagiellonian University, international relations from Warsaw University and postgraduate studies on legal and economic aspects of the investment process carried out within the framework of the Warsaw School of Economics.

Katarzyna Zarzycka

Foreigners' Consultant Katarzyna has been dealing with the legalization of residence and work of foreigners for 15 years. EXPERIENCE: She works both for companies incorporated in Poland which employ foreigners and for foreign employers who delegate their employees to work in Poland. Furthermore, she supports management board members performing their functions in Poland. Katarzyna acts for clients mainly from the IT and construction sectors as well as works for the insurance and trade sectors as well as manufacturing companies. Also, she provides assistance to temporary employment agencies with obtaining relevant documentation for foreign employees taking up jobs in Poland.

Magdalena Wilkoszewska

Director of The Labour Law Department, Attorney-At-Law She has been a member of our organisation since 2013. EXPERIENCE: Advisory services on employment structure, including non-standard forms of employment, such as temporary work, civil law contracts; Advisory services in the field of employment restructuring, including, among others, individual and group layoffs, transitions of workplaces, employee outsourcing; Representing clients in court disputes before courts of all instances throughout the country and negotiating settlement agreements in labour law matters, including mobbing, discrimination, accidents at work, employee claims resulting from termination of employment contracts; Drafting internal company documents, including work and payroll regulations, anti-discrimination policies, employee monitoring and privacy policies; Advisory services in the event of accidents at work, including post-accident proceedings, risk and employee claims management; Advisory services on the legalisation of work and residence of third-country citizens; Advisory services in all legal aspects of posting foreigners to Poland and posting Polish citizens abroad; Assistance in obtaining a work permit in Poland. Preparation and negotiation of commercial contracts, including distribution agreements, joint venture agreements, supply and sales agreements; Consulting with regard to competition law, including assessment of compliance of the actions taken with the applicable competition law as well as with regard to the commercial and pricing policies; Negotiation of lease or tenancy agreements, including commercial lease of commercial and office spaces; Preparation and negotiation of agreements related to the processing and protection of personal data; Preparation and implementation of general terms and conditions of sale and provision of services; Consulting with regard to company law, in particular preparation of documentation with regard to the acquisition, division, transformation and liquidation of companies; Conduct of legal due diligence in connection with investment agreements and acquisitions of companies by foreign investors; Comprehensive legal assistance with regard to real estate transactions, in particular due diligence, making an analysis of the possibility of development of a property from a legal perspective and preparation of draft sales, commercial lease and tenancy agreements; Representation of clients before courts of all instances in commercial and civil cases.

Michał Frąckowiak

Senior Associate, Advocate In our organisation since 2013 EXPERIENCE: Consulting for domestic and foreign entrepreneurs with regard to commercial law and company law on a regular basis; Consulting with regard to international transactions concerning sales of enterprises (conducting due diligence, preparation of the transaction concept and as well as creation and negotiation of transaction documents) Consulting with regard to restructuring projects (mergers, transformations, divisions and liquidations of companies); Creation and negotiation of trade agreements (including i.a. service agreements, framework cooperation agreements, joint-venture agreements, distribution agreements for companies from the FMCG, IT, energy, electronic and manufacturing sectors); Consulting with regard to commencement of manufacture in Poland by foreign investors (consulting with regard to purchase of property, creation of general contracting agreements, supervision of the investment process and commencement of manufacture) Consulting for entities from the energy sector (with regard to the monitoring of fulfilment of concession obligations, monitoring of compliance of current activity with law and creation of general terms of sale and provision of services) Representation of clients before courts and public administrative bodies.

Advocate, Senior Associate Experience: Advising on real estate transactions, including real estate sales contracts (mainly shopping centres and retail space) Drafting and negotiating documentation related to the real estate acquisition process and investment process Investigation of the legal status of real estate (due diligence) Drafting and negotiating tenancy and lease agreements, in particular commercial lease of retail and office space Day-to-day advice to real estate companies (developers, funds), including representation before public administration bodies Advising on issues related to the construction process and reviewing and negotiating construction contracts

Partner, Attorney at Law Legal advisor with 20+ years of experience in real estate transactions, investment financing, and refinancing. Advises international investment funds, private equity firms, developers, and financial institutions. Recognized by Legal 500. Key Experience: Advising an international investment fund on multiple commercial acquisitions in Poland Supporting investors and developers in prestigious residential projects Assisting an investment fund with financing and refinancing commercial properties Providing comprehensive counsel on hotel project execution Advising a private equity fund on acquiring a real estate portfolio for industrial development

Piotr Kryczek is an attorney at law specializing in labour law and personal data protection, as well as intellectual property law and competition law. Piotr is recommended by Chambers and Legal500 as a specialist in the field of labour law. For many years, Piotr has also been involved in pro bono activities, such as cooperation with the Helsinki Foundation for Human Rights. EXPERIENCE: Drafting and negotiating contracts for executive staff Representing employers before labour courts of all instances Support in employment restructuring processes and group redundancies Support in the implementation of GDPR in companies from aviation, telecommunications and e-commerce industries Advising on adapting group bonus programs for employees to Polish legal reality Conducting training on employment and personal data protection issues

Director of the New Technologies, Defence & Aerospace Department, Advocate An advocate who specializes in intellectual property law and legal services to defence & aerospace sector. Piotr also handles a variety of intellectual property transactions in publishing, IT, film production and defence sector. EXPERIENCE: Preparing, reviewing and negotiating offset agreements with leading foreign arms suppliers concluded for major defence contracts in Poland; Preparing, reviewing and negotiating agreements related to the implementation of offset obligations, including but not limited to service agreements, license agreements, technology transfer; Advisory for defence contracts on behalf of Polish and foreign entrepreneurs; Advisory for trade in dual-use goods for Polish and foreign entrepreneurs; Legal assistance in obtaining concessions, licences, permits necessary to conduct business operations by entrepreneurs from the defence industry and by air carriers; Preparing, reviewing and negotiating agreements for the transfer of ownership and leasing of aircrafts; Legal advisory for air carriers operating under Polish, EU and international aviation law, as well as on legal aspects of airworthiness, performance of typical and atypical aviation services; Drafting, reviewing and negotiating agreements on the disposal of intellectual property rights and licensing agreements; Advisory for the management of intellectual property rights portfolio, due diligence audits including but not limited to intellectual property rights issues; Advisory for the launch of new and innovative products and services in industries such as telecommunications, IT, video services, video games, aerospace, medical devices.