by dr Andrzej Jakubiec - adwokat, mediatorSHAREHOLDERS DISPUTES IN POLAND
Conflict between business partners is one of the most serious risks to any investment. In Poland, shareholders disputes can quickly escalate into a corporate deadlock, blocking key decisions and paralysing operations for months or even years. For foreign investors, understanding the legal tools available under Polish corporate law is essential. Whether you are a majority investor from the United States or a minority shareholder from Switzerland, legal clarity protects your capital. At Jakubiec & Partners, we support international investors in resolving shareholder conflicts through negotiation, mediation and litigation.
Shareholders Disputes: Key Takeaways for International Investors
- Shareholder disputes in Poland often arise from poorly drafted Articles of Association.
- A 50/50 ownership structure may lead to a corporate deadlock.
- Polish law allows mechanisms such as shareholder exclusion or share buyouts.
- Mediation frequently resolves conflicts faster and at lower cost than litigation.
- Early legal advice significantly increases the chances of protecting the investment.
Common Causes of Shareholders Disputes in Poland
Many conflicts and shareholders disputes originate from weaknesses in the company’s Articles of Association (Umowa Spółki / Statut). Poorly drafted clauses often leave partners without a clear exit strategy. As a result, even minor disagreements may escalate into serious disputes.
Typical triggers of shareholder disputes
- Dividend disputes — disagreements over profit distribution versus reinvestment.
- Management obstruction — 50/50 ownership structures often lead to decision-making deadlocks.
- Information rights violations — minority shareholders may be denied access to financial or operational data.
- Competing activities — a shareholder may start a business that competes with the company.
Legal Tools for Resolving Shareholders Disputes in Poland
Polish corporate law offers several mechanisms to resolve shareholder disputes. Many investors, however, only learn about these tools once the conflict has already escalated.
The most common mechanisms include:
- shareholder exclusion lawsuits,
- negotiated share buyouts,
- mediation settlements,
- amendments to the Articles of Association,
- company dissolution in extreme cases.
Each mechanism requires a tailored legal strategy. Early legal analysis is therefore crucial.
Deadlock Resolution: Protecting the Company’s Future
A corporate deadlock is one of the most serious threats to a company’s stability. When shareholders cannot adopt resolutions, the company may lose strategic direction and operational continuity.
Can a shareholder be expelled from a Polish company?
Yes. Under the Polish Commercial Companies Code (KSH), shareholders may seek court exclusion of another partner in specific circumstances. Courts apply this remedy only when important reasons exist, and proceedings typically last 12–24 months.
For this reason, exclusion is considered a last resort.
How can a 50/50 deadlock be resolved?
Several contractual mechanisms may prevent or resolve deadlock situations, including:
- buy-sell agreements,
- shotgun clauses,
- structured share buyouts.
These tools allow one partner to buy the other’s shares at a fair market price, enabling the company to continue operating without disruption.
Why Mediation Often Outperforms Litigation
In shareholder conflicts, mediation frequently produces faster and more predictable outcomes than court proceedings.
Key advantages of mediation
- Cost efficiency — mediation avoids court fees, expert opinions and lengthy procedural costs.
- Confidentiality — unlike court proceedings, mediation remains private and protects the company’s reputation.
- Speed — while litigation may last years, mediation often results in a binding settlement within weeks or months.
Once approved by a court, a mediation settlement becomes legally enforceable.
When Should Investors Contact a Shareholders Disputes Lawyer?
Many investors seek legal advice too late. Early intervention often prevents long and expensive litigation.
You should consult a lawyer if:
- communication between shareholders breaks down,
- key decisions become blocked,
- financial transparency disappears,
- a partner begins competing with the company.
Strategic negotiation may resolve the dispute before it escalates. You should also seek legal advice if you are planning to end cooperation with a business partner and want to understand your options.
Expertise Beyond the Statutes: The Science of High‑Stakes Negotiation
In complex shareholder disputes, mastery of the law is only half the battle. Effective resolution also requires understanding human psychology and negotiation dynamics. This combination is what distinguishes my approach from that of many commercial lawyers.
I hold a PhD in Commercial Law and serve as a lecturer for the Advocates’ Bar Association. I have also lectured at the Faculty of Law at the University of Łódź. Yet legal expertise is only one dimension of my work.
Many disputes escalate due to psychological dynamics between partners. To address this, I expanded my professional education into behavioural fields.
I completed postgraduate studies in:
- Negotiations, Mediations and ADR at the University of Warsaw,
- Forensic Psychiatry and Psychology at the University of Łódź.
I am currently continuing my studies in Behavioural Analysis at the School of Emotional Intelligence in Wrocław.
This multidisciplinary background allows me to identify emotional and strategic drivers behind shareholder conflicts. As a result, disputes that appear chaotic often become structured, manageable negotiations.
Enhanced Security for International Investors
Having worked with foreign clients for many years, I understand that cross‑border investors require more than legal advice. They expect certainty, transparency and risk control.
To meet these expectations, Jakubiec & Partners introduced safeguards that exceed typical market standards.
Personal Accountability and €2.5M Professional Insurance
Our firm maintains €2.5 million in professional liability insurance.
As the lead partner, I also assume personal liability for the firm’s obligations, including the actions of every team member.
This provides clients with an additional layer of security.
The “Gold Standard” Conflict of Interest Audit
International clients often worry about hidden conflicts of interest.
We therefore conduct a rigorous verification procedure before accepting a case.
The process includes:
- signing a Non‑Disclosure Agreement (NDA),
- signing a Conflict Verification Agreement,
- performing a detailed internal audit of professional, business and social links with the opposing party.
After the audit, we issue a Declaration of No Conflict of Interest, secured by contractual penalties.
Proven Experience in Cross‑Border Transactions
International disputes require not only legal knowledge but also cultural understanding.
Our firm has represented investors from:
- the United States,
- the United Kingdom,
- France,
- Germany,
- Switzerland,
- Turkey,
- Ukraine.
One of our landmark projects involved managing the share acquisition in the Oscar‑winning Se‑ma‑for animation studio, representing investors from Switzerland and the UK. The project required complex coordination across multiple jurisdictions.
Shareholders Disputes: Frequently Asked Questions (FAQ)
Can a minority shareholder block key decisions in Poland?
Yes. Certain corporate decisions require a qualified majority (two‑thirds or three‑quarters). Minority shareholders may therefore block important resolutions. It happens commonly in shareholders disputes.
Are mediation settlements legally binding in Poland?
Yes. Once approved by a court, a mediation settlement has the same legal force as a judgment and may be enforced by a bailiff.
How long do shareholder disputes last in Poland?
Court proceedings typically last 12–36 months, sometimes longer.
Mediation or negotiated buyouts often resolve disputes much faster.
Does Jakubiec & Partners provide services in languages other than English?
Yes. We provide legal services and documentation in:
- English,
- French,
- Russian.
What are the typical legal fees in shareholder disputes?
Our standard fee is €250 net per hour. This covers consultations, document analysis and meetings.
For negotiations, mediations or litigation, we conclude a clear written agreement specifying the main fee and a success fee, depending on the complexity and value of the case.
Considering a Shareholder Dispute in Poland?
If you are facing a conflict with a business partner in Poland, early legal analysis may protect your investment. A short consultation often clarifies risks, negotiation options and the most effective strategy.
At Jakubiec & Partners, we provide strategic advice for international investors involved in shareholder disputes, focusing on practical solutions that protect both the company and the investor.
Resources and Legal Ethics
Polish legal professionals operate under strict ethical standards.
You may review the relevant regulations:
You may also read our guide on litigation costs in Poland and transparent fee structures:
You may also read my text linking Maerscheimer’s theory with shareholders disputes practice. If you’re curious, just click the link and read:
The Frontier of Modern Disputes: AI & Coupled Confirmation Bias
I actively monitor how Artificial Intelligence reshapes shareholder negotiations. I am the author of the concept of ‘Coupled Confirmation Bias‘—a phenomenon where AI-driven tools, if misused, can reinforce the existing biases of both parties, deepening corporate deadlocks. You can also explore my other article concerning tunnel vision and the role of LLM in shareholders disputes.
by dr Andrzej Jakubiec - adwokat, mediatorLEGAL FEES AND LITIGATION COSTS IN POLAND
The financial predictability of litigation costs in Poland is a decisive factor for foreign investors evaluating whether to pursue a commercial dispute. Understanding court fees, legal costs, and procedural risks is essential for making informed, ROI‑driven decisions.
See 3 Key Commercial Litigation costs in Poland:
- In the majority of commercial and civil cases, the court entry fee is 5% of the claim value, capped at PLN 200,000 (approx. EUR 45,000). Are there additional costs during the trial? Yes. Apart from the entry fee, you should budget mainly for:
- Expert Witness Fees: If the case requires technical knowledge, the court will appoint an expert. You will be required to pay an advance (zaliczka) for their remuneration.
- Sworn Translators: Since the official language of the court is Polish, all foreign documents and testimonies must be translated by certified professionals.
The “Loser Pays” Principle: Risks of Litigation Cost in Poland
What happens if I lose the case?
Litigation costs in Poland follow the “loser pays” principle. If you lose, you are generally required to reimburse the winning party for their court fees and a portion of their legal representation costs, as defined by statutory rates.
Example: Estimated Cost of a €700,000 Commercial Dispute in Poland
To illustrate the typical cost structure of litigation in Poland, consider a commercial dispute with a claim value of €700,000.
Court fee.
In most commercial cases, the court entry fee amounts to 5% of the claim value, which in this example would be approximately €35,000 (subject to the statutory cap).
Expert witness fees.
If the case requires technical or financial expertise, the court will appoint an expert. Depending on the complexity of the dispute and the number of expert opinions required, the advance for expert fees may range from approximately €2,000 to €10,000.
Legal representation.
The statutory minimum fee for legal representation in a case of this value is approximately PLN 15,000. In practice, the actual cost of legal services is usually higher and depends on the nature and complexity of the dispute, as statutory tariffs rarely reflect the real cost of complex commercial litigation.
Additional costs in our Firm typically include:
- court hearing attendance, for example approximately PLN 1,500 per hearing,
- hourly legal work, which in our firm’s case is €250 per hour for cross-border legal services delivered in English.
Other procedural costs.
Minor procedural expenses, such as travel reimbursement for witnesses, are usually relatively small (often around €50 per witness).
Risk of losing the case.
If the claim is unsuccessful, the losing party is generally required to reimburse the opposing party for their court costs and a portion of their legal representation expenses, according to statutory tariffs.
Alternative dispute resolution.
An alternative to court litigation is ADR, such as mediation. Mediation is usually significantly less expensive than a full court trial. In a dispute of this scale, a mediator’s fee may be approximately PLN 10,000 (around €2,400), although legal assistance costs should also be taken into account.
In our firm, legal services in mediation would typically be billed at the hourly rate of €250, potentially combined with a success fee ranging between 5% and 15% of the recovered amount, reduced by the fees already paid for hourly legal work.
In disputes other than monetary claims, success fees are determined using different criteria, depending on the economic value and strategic importance of the outcome.
Legal Fees: Why Predictability is Our Priority
For many international companies, litigation is not merely a legal procedure but a strategic instrument for enforcing contracts and protecting their investments.
At Jakubiec & Partners, we understand that foreign business clients need a fixed framework to operate. We compete on the quality of our work and our deep experience in commercial disputes and partnership mediations. Our pricing reflects a balance between senior-level expertise and operational efficiency, allowing us to provide high-quality representation without the cost structure typical of large international firms.
Transparent Remuneration Models
Our fee structure is always individually tailored to the specific case. However, the one thing that never changes is transparency. All rules regarding our remuneration are detailed in the initial contract. We guarantee that you will not be surprised by hidden costs mid-litigation.
Unrivaled Security and Professional Liability
We provide a level of security that goes beyond standard market practice:
- Insurance: Our firm is backed by a professional liability insurance (OC) of €2.5 million.
- Personal Accountability: As the lead partner, I am personally and fully liable with my entire private assets for the Firm’s obligations.
- Conflict of Interest & NDA: Before we start, we sign a strict NDA and a Conflict of Interest Verification Agreement. Both are secured by contractual penalties (liquidated damages) payable to the Client. We provide a written statement of the conflict check result, also secured by a penalty.
How much does a good lawyer in Poland charge per hour?
In addition to court fees and procedural costs, companies involved in cross-border disputes must also consider the cost of legal representation.
For cross‑border legal services delivered in English, our standard hourly rate is EUR 250 (net). Services provided in French or Russian are billed at EUR 300 (net). These rates apply to consultations and document drafting.
In the case of mediations, negotiations, and court litigation, fees are determined individually. They depend on the specific nature of the case, its complexity, and the total value of the dispute. If you would like to receive a quote for a specific matter, please feel free to contact us directly.
Experience Across Borders: Who Have We Helped?
We have successfully represented and advised clients from:
- North America: USA
- Europe: France, Germany, Switzerland, UK, Ukraine
- Asia/Middle East: Turkey
Our landmark projects include the legal management of the share acquisition in the Se-ma-for studio (Oscar winner). I worked for investors from Switzerland and the UK in this case. Then I applied this experience in many other M&A transactions. This experience allows us to understand both the legal and cultural aspects of international business disputes.
Frequently Asked Questions (main FAQ):
- Can I recover my legal fees in Poland? Yes, the court can award the reimbursement of legal representation costs from the losing party. They are often based on official state tariffs which may differ from your actual contract.
- Is mediation cheaper than a court trial? Almost always. Mediation avoids high Litigation costs in Poland. We actively encourage negotiations between partners to settle disputes efficiently.
- Can I trust a Polish lawyer in a case against a Polish company? Yes. We place immense importance on transparency and the elimination of any potential conflict of interest. This is why we have implemented a rigorous onboarding procedure. It goes far beyond the standard requirements of the Polish Bar Act and the Code of Ethics for Attorneys-at-law. We conduct a detailed investigation into any professional, business, or social connections between our team members and the opposing party. They include their management board, supervisory board, or disclosed shareholders. This verification is performed under a separate agreement for a fixed fee of EUR 250 net. Following this audit, we provide the Client with a written declaration regarding the conflict check results. This statement is legally binding and subject to a contractual penalty (liquidated damages) payable by us to the Client.
Other questions
- How long does a commercial court case usually take in Poland? On average, commercial disputes in Poland take between 12 to 24 months for a first-instance ruling. However, through our specialized negotiation and mediation services, we are often able to reach a settlement much faster. It allows us save our clients both time and court fees.
- Do I need to travel to Poland for the court hearings? Not necessarily. In many cases, especially after the recent digitalization of the Polish judiciary, hearings can be conducted remotely via video conferencing. Furthermore, as your legal representatives, we can handle most procedural matters on your behalf through a power of attorney.
- Is it possible to recover the 5% court entry fee if we settle? Yes. If a settlement is reached before the trial begins or during mediation, the Polish court system allows for a partial or even full refund of the court fee. It depends on the stage of the proceedings. If you win the case, the court fee may also be reimbursed by the losing party.
How to find a trusted law firm in Poland? You can also read the following guide:
Before recommending litigation, we carefully analyse the contractual documentation, the available evidence and the economic context of the dispute to assess the realistic chances of success.
If you are considering litigation or negotiations with a business partner in Poland, we can provide a preliminary legal and strategic assessment of your case. Based on the available documents, we will explain the realistic litigation risks, estimated costs, and possible negotiation strategies before any formal engagement.
In many situations, a short initial consultation is sufficient to determine whether litigation in Poland is economically justified or whether negotiation or mediation would be a more effective solution.
If you would like to discuss a specific dispute or potential claim, you can contact us directly to arrange a consultation in English.
by dr Andrzej Jakubiec - adwokat, mediatorJAKUBIEC & PARTNERS. A TRUSTED LAW FIRM IN POLAND
Are you looking for a trusted law firm in Poland? Foreign clients operating in Poland expect not only legal expertise, but also clear rules of cooperation and real guarantees of professional responsibility. We understand these expectations. Choosing a law firm in another country naturally raises questions about confidentiality, conflicts of interest, independence and financial security. To address these concerns, we have implemented solutions that make these issues transparent, measurable and predictable. In our firm you can find accountability, transparency and international standards.
NDA with a Contractual Penalty – it is our standard
Why are we a trusted law firm in Poland? At the client’s request, we sign a Non‑Disclosure Agreement that includes a contractual penalty (liquidated damages clause). This mechanism simplifies potential claims: in the event of a breach, the client does not need to prove the amount of damage — only that the breach occurred.
You can read more about our NDA’s philosophy: https://jakubieciwspolnicy.pl/en/nda-in-poland-contractual-penalty/
Written Conflict‑of‑Interest Statement
We provide a written declaration confirming that we have no business or personal ties to the opposing party. Transparency in this area is a core element of international professional standards.
Trusted Law Firm in Poland – Contractual Financial Liability
Our agreements may include a contractual penalty payable to the client in the event of a breach of confidentiality or a false conflict‑of‑interest statement. This ensures clear risk allocation and strengthens the security of cooperation.
Full Responsibility and Financial Stability. The Trusted Law Firm in Poland provides it.
The founder of the firm, attorney‑at‑law Dr. Andrzej Jakubiec, bears full and unlimited personal liability for obligations towards clients, as required by Polish law.
This responsibility is additionally secured by:
- professional liability insurance up to EUR 2.5 million, including contractual liability,
- the option to purchase an additional dedicated insurance policy for high‑value projects,
- full compliance with the Code of Ethics of the Polish Bar.
This combination of personal accountability and robust insurance protection provides clients with real financial security.
Experience with International Clients
We provide legal services to foreign companies operating in Poland. Our experience includes:
Switzerland – capital investments, support for technology startups, complex inheritance matters,
USA – IT contracts between American technology companies and Polish engineering teams,
France and Germany – shareholder disputes, transport law, intellectual property, ongoing corporate advisory,
United Kingdom and Sweden – capital investments, including in the technology sector, and multi‑layered business disputes,
Ukraine – legal support for agricultural and manufacturing companies.
A significant part of our practice involves shareholder disputes, conflicts in family‑owned businesses and projects requiring access to sensitive financial data, including due diligence processes.
Legal Expertise and Interdisciplinary Knowledge
Our dispute resolution and negotiation practice is grounded in strong academic preparation and an interdisciplinary approach.
The founder’s qualifications include:
a PhD in business law,
postgraduate studies in negotiation and mediation (University of Warsaw),
postgraduate studies in forensic psychiatry and psychology (University of Łódź),
ongoing education in behavioural analysis.
This combination of legal expertise and understanding of conflict dynamics allows us to conduct cases with attention to both formal legal aspects and the psychological mechanisms underlying disputes.
Contact Us
If you are looking for a trusted law firm in Poland that operates with ethics, clear rules of responsibility and transparent cooperation standards, we invite you to get in touch.
We will be pleased to discuss your project and the available confidentiality and contractual‑liability safeguards.
You can contact us by phone, email or through the form on our website:
📩 kancelaria@jakubieciwspolnicy.pl
📞 536 270 935
FAQ – Frequently Asked Questions
1. Can you provide a draft NDA?
Yes. We provide an NDA draft upon request. Clear rules for information protection are a foundation of our cooperation.
2. Does your insurance cover contractual liability, including penalties under an NDA?
Yes. Our professional liability insurance up to EUR 2.5 million covers contractual liability, including agreed liquidated damages.
3. Does the founder of the firm bear personal liability for obligations towards clients?
Yes. Under Polish law, an attorney running a law firm bears full and unlimited personal liability.
4. Is an NDA with a contractual penalty standard practice in Poland?
No, it is not common. In our practice, however, we treat it as an element of transparent risk allocation for international clients.
5. Can financial security be increased for large projects?
Yes. For high‑value projects, we can arrange an additional dedicated insurance policy.
How to find a trusted law firm in Poland? You can read also this text:
by dr Andrzej Jakubiec - adwokat, mediatorCONFIDENTIALITY AND NDAS IN POLAND
We do not sign NDAs because we doubt our team, our procedures, or our professionalism. We sign them because we are completely confident in all of these — and we want our Clients to see that.
NDA with contractual penalty? Yes, we do accept it.
We are a Polish law firm advising foreign companies, international investors and SMEs operating in Poland. We understand that confidentiality is not a formality — it is a fundamental business requirement. Sensitive commercial information, strategic plans, internal disputes, shareholder conflicts or financial data must remain fully protected.
Confidentiality is not only a contractual matter. Under Polish law, attorneys are bound by strict professional secrecy obligations. This statutory duty, combined with GDPR compliance and internal security procedures, forms the foundation of how we protect client information in every legal engagement.
NDA with Contractual Penalty – A Clear Allocation of Risk
We do not want to put anyone in the uncomfortable position of having to prove damages in court in order to recover losses caused by a breach of confidentiality. For that reason, we are prepared to sign a comprehensive Non-Disclosure Agreement (NDA) at the outset of cooperation. It includes a clearly defined contractual penalty mechanism where appropriate.
Under Polish law, a contractual penalty (kara umowna) simplifies enforcement: the injured party does not need to prove the precise amount of damage, only the fact of breach. In cross-border business relations, this predictability is often essential.
We are ready to agree on reasonable and proportionate penalty clauses reflecting the scale and nature of the project. This is not a symbolic gesture — it is a transparent allocation of risk and responsibility.
Such clauses are standard in international business practice, and we have no hesitation in accepting them within a professionally structured framework. Our professional liability insurance (EUR 2.5 million), which also covers contractual liability, provides an additional layer of financial security and ensures that any agreed responsibility is effectively backed by insurance coverage.
How We Protect Confidential Information
Our approach is simple and disciplined:
- we protect all data with strict internal protocols and controlled access systems,
- only authorised lawyers and team members involved in a specific matter have access to case materials,
- we maintain structured and traceable document management procedures,
- we apply GDPR-compliant data protection standards,
- we understand the commercial and litigation consequences of any breach of confidentiality.
In many disputes — especially commercial and corporate conflicts — improper handling of confidential information becomes a separate legal risk and may escalate the conflict itself. This is particularly relevant in M&A transactions, during Due Diligence processes, and in shareholder disputes, where access to sensitive financial and strategic data is central to the matter. Our role as legal advisors in Poland is not only to resolve disputes, but to prevent additional exposure.
Confidentiality as Part of Professional Ethics and Legal Services in Poland
Foreign clients often tell us that what they value most is not only legal expertise, but also discretion, predictability and accountability. We share this view.
Signing an NDA with a clearly structured contractual penalty is not a burden — it is a natural extension of:
- our statutory professional secrecy obligations under Polish law,
- our experience in cross-border legal services,
- our understanding of international compliance standards,
- and our commitment to secure, trustworthy cooperation.
If your business requires absolute discretion when operating or investing in Poland, we are prepared for it. Safeguarding your information is not just part of our work — it is a principle we stand by.
Contact Our Law Firm in Poland
Do you want to know how we work, discuss confidentiality arrangements, or request an offer for legal services? Feel free to contact us.
A conversation about the terms of cooperation is an opportunity for both sides to define expectations clearly and build a solid foundation of trust.
📩 kancelaria@jakubieciwspolnicy.pl
📞 +48 536 270 935
We know that confidentiality is the foundation of the attorney–client relationship worldwide. That is why we look to the highest international standards — such as the ABA’s guidance on confidentiality https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/rule_1_6_confidentiality_of_information/(americanbar.org in Bing — to ensure that our Clients receive the same level of protection.
NDA with contractual penalty. Frequently Asked Questions (FAQ)
1. Can you send us your NDA template?
Yes, of course. Please contact us and we will gladly provide a draft of our Non-Disclosure Agreement. For us, clear confidentiality terms are a foundation of professional cooperation.
2. Does your insurance cover contractual obligations such as NDA penalties?
Yes. Our professional liability insurance, up to EUR 2.5 million, also covers contractual liability, including obligations arising from agreed contractual penalties. This ensures that our commitments are financially secured.
3. Does the leader of your law firm bear personal liability toward clients?
Yes. Advocate Dr Andrzej Jakubiec, the founder of our law firm, bears full and unlimited personal liability for obligations toward our Clients. This reflects our approach to responsibility and professional integrity.
4. Is signing an NDA standard practice on the Polish legal market?
No. Many law firms in Poland are still reluctant to sign NDAs with contractual penalties. We are proud to do so. In our view, accepting clearly defined confidentiality obligations is a natural element of modern legal services for international business.
You can read about us here: https://jakubieciwspolnicy.pl/en/english-speaking-lawyer-in-poland-commercial-litigation-expert/
If you are courious, how do we perceive the shareholders disputes in modern conflict environment, read these two articles:
by dr Andrzej Jakubiec - adwokat, mediatorHOW TO FIND THE RIGHT LAW FIRM IN POLAND?
It is a Practical Guide for Foreign Companies. Choosing a law firm in a foreign jurisdiction is never simple. For international companies operating or entering the Polish market, the challenge is even greater: differences in legal culture, language barriers, unfamiliarity with court procedures, and uncertainty about enforcement standards may create real business risk. This guide provides foreign businesses with a practical framework for choosing a reliable, competent, and trustworthy law firm in Poland — particularly in the area of commercial litigation in Poland, dispute resolution in Poland, and cross-border enforcement in Poland. It is based not only on formal criteria, but also on real experience in representing foreign investors and SMEs in complex corporate and dispute matters.
1. English speaking lawyer in Poland
The base is to find an English speaking lawyer in Poland. For foreign companies, seamless communication is fundamental. A Polish lawyer should be able to:
- communicate fluently in business-level English (or German, French, Russian etc.),
- prepare bilingual contracts and pleadings,
- explain Polish legal procedures clearly and without unnecessary jargon,
- represent the client in negotiations and before Polish commercial courts.
A short introductory call is often enough to verify whether the lawyer is truly an English speaking lawyer in Poland, or whether communication will be filtered through intermediaries.
2. Look for Proven Experience With Foreign Investors
Cross-border representation requires more than language skills.
In my practice, I have:
- represented Swiss and UK investors in the acquisition of the Oscar-winning Se-ma-for Film Studio in Łódź,
- served on the supervisory board of Se-ma-for on behalf of foreign investors,
- handled joint venture disputes and shareholder conflicts,
- represented foreign clients (including from Sweden and France) in family-business conflicts involving commercial structures,
- established companies in Poland for German and Ukrainian entrepreneurs,
- structured M&A transactions and investor agreements as a PhD in commercial law.
These matters required not only knowledge of Polish corporate and civil procedure law, but also an understanding of how foreign investors assess legal risk, governance standards, and strategic exposure.
When choosing a law firm, ask for specific examples of cross-border experience — not general declarations.
3. Experience in Commercial Litigation and Shareholder Disputes
Many foreign companies seek assistance only once a conflict has escalated: unpaid invoices, breach of contract, deadlocked joint ventures, or shareholder disputes. Effective representation in commercial litigation in Poland requires:
- strong courtroom experience,
- strategic use of interim measures,
- familiarity with evidentiary rules under the Polish Civil Procedure Code,
- experience in shareholder disputes and corporate governance conflicts,
- knowledge of enforcement mechanisms through Polish bailiffs.
The Mediation and Negotiation Advantage: Litigation, however, is not always the optimal path. In many cross-border disputes, a carefully designed negotiation strategy or mediation process can significantly reduce financial and reputational risk. Early strategic intervention often determines whether a matter escalates into full-scale litigation or is resolved through structured settlement discussions.
I completed postgraduate studies in Negotiations, Mediations, and other Alternative Dispute Resolution (ADR) methods at the University of Warsaw: https://wpia.uw.edu.pl/pl/studia/studia-podyplomowe/podyplomowe-studia-negocjacji-mediacji-i-innych-alternatywnych-metod-rozwiazywania-sporow, as well as postgraduate studies in Forensic Psychiatry and Psychology at the University of Łódź: https://www.wpia.uni.lodz.pl/psychiatria. To further refine my strategic approach to conflict, I am currently continuing my professional development at the Behavioral Analysis Studies in Wrocław: https://sie.edu.pl/analiza-behawioralna/#Opis.
I am also a member of the Advocates’ Mediation Center at the District Bar Council in Łódź: https://lodz.adwokatura.pl/adwokackie-centrum-mediacji/mediatorzy/
4. Understand the Real Concerns of Foreign Clients
Foreign entrepreneurs often express specific concerns:
- unpredictability of court practice,
- duration of proceedings,
- litigation costs,
- reliability and accountability of local counsel.
I am personally familiar with these concerns.
Predictability and Timelines
I outline realistic timeframes and procedural stages at the outset of every case. While no responsible lawyer can guarantee the duration of court proceedings, it is possible to explain procedural milestones, likely evidentiary phases, and potential appeal scenarios.
Cost Transparency
I provide a clear cost structure and explain which elements are predictable (court fees, standard procedural costs) and which depend on developments during litigation. Clients receive a structured estimate and ongoing updates to avoid financial uncertainty.
Professional Accountability
As a Polish attorney, I bear personal professional liability. I guarantee the quality, integrity, and diligence of our work with my own name and assets. My professional liability insurance coverage amounts to EUR 2.5 million.
5. Independence and Conflict-of-Interest Procedures
Foreign companies should always request:
- a written conflict-of-interest check,
- confirmation of independence,
- written engagement terms.
Professional dispute resolution in Poland requires strict compliance with ethical and procedural standards.
6. Choose a Firm That Matches Your Scale
In our experience representing foreign SMEs in Poland, the most common strategic mistake is choosing a law firm that is too large — primarily because of brand recognition.
The Risk of Over-Scaled Structures
In such firms:
- the client often pays high hourly rates,
- the matter is delegated to a junior associate with limited courtroom experience,
- the well-known partner signs off but is not deeply involved.
Direct Partner Involvement
For many foreign SMEs involved in disputes or cross-border enforcement in Poland, a specialized boutique firm provides:
- direct partner involvement,
- strategic consistency,
- proportional cost structure,
- real courtroom experience.
Before instructing any firm, ask directly:
“Who will personally conduct representation before Polish commercial courts?”
The answer is decisive.
7. Transparency in Corporate and Transactional Work
As a PhD in commercial law, I have extensive experience in:
- company formation in Poland,
- drafting shareholder agreements,
- structuring M&A transactions,
- preparing investor agreements,
- designing joint venture frameworks.
I place particular emphasis on clarity of contractual provisions and transparent cooperation rules with clients. Many shareholder conflicts originate from ambiguous clauses drafted without anticipating dispute scenarios.
Preventive structuring is often more valuable than litigation.
8. Cultural Awareness in Dispute Resolution
Disputes are not only about statutes and procedural codes. They also concern negotiation culture.
Companies from Germany, Switzerland, the UK, France, Scandinavia, the US or Ukraine often differ in:
- risk tolerance,
- documentation standards,
- approach to settlement,
- internal decision-making dynamics.
Effective dispute resolution in Poland requires understanding these differences and aligning litigation strategy accordingly.
9. Practical Verification Checklist
Before hiring a Polish law firm, consider:
- Does the firm have real cross-border experience?
- Who will personally handle your case?
- Does the lawyer have litigation experience?
- Has the firm handled shareholder or joint venture disputes?
- Are costs and procedural risks explained transparently?
- Is the firm experienced in cross-border enforcement in Poland?
- Is communication direct and structured?
10. Common Mistakes Foreign Companies Make
- Selecting a firm solely based on brand size.
- Assuming all lawyers speak fluent English.
- Not verifying who actually conducts representation.
- Ignoring litigation experience.
- Contacting a lawyer too late.
- Failing to monitor registered address data in the KRS.
- Underestimating enforcement risks.
Avoiding these mistakes significantly improves your position in any commercial dispute in Poland.
Jakubiec & Partners – Your Trusted Partner Across Poland
We support international clients across major Polish business hubs. We offer clear, practical guidance tailored to SMEs investing, operating, or resolving disputes in Poland. Whether you are entering the Polish market, managing a shareholder conflict, or seeking to recover assets, we provide strategic legal representation grounded in experience and analytical precision.
Contact us today to discuss your business objectives in Poland or to schedule a strategic legal consultation. English speaking lawyer in Poland:
📩 kancelaria@jakubieciwspolnicy.pl
📞 536 270 935
You can read more about us here: https://jakubieciwspolnicy.pl/en/cross-border-commercial-disputes-in-poland-jakubiec-partners/
and here you see my text about shareholders disputes in three-person companies: https://jakubieciwspolnicy.pl/en/what-does-j-mearsheimer-teach-us-about-shareholders-conflicts/
FAQ – Foreign Companies and Legal Disputes in Poland
How long does commercial litigation in Poland usually take?
First-instance proceedings often last between 12 and 24 months, depending on complexity and evidentiary scope.
Can proceedings before Polish commercial courts be conducted in English?
Court proceedings are conducted in Polish. Documents in foreign languages require certified translations.
Can a foreign company sue in Poland without a Polish subsidiary?
Yes, if jurisdiction exists under EU regulations or applicable private international law rules.
How are foreign judgments enforced in Poland?
EU judgments are generally enforceable after formal recognition. Non-EU judgments require separate recognition proceedings before enforcement.
What are typical litigation costs?
Court fees are statutory and predictable. Legal fees depend on scope and complexity. A structured cost estimate should always be provided at the outset.
by dr Andrzej Jakubiec - adwokat, mediatorLEGAL SUPPORT FOR FOREIGN SMES OPERATING IN POLAND
We are english‑speaking lawyers in Poland. Jakubiec & Partners is a Polish law firm specializing in cross-border commercial disputes and strategic legal advisory for international SMEs operating in Poland. Based in Łódź, with a strong presence in Warsaw and representation capabilities throughout Poland, we advise and represent foreign entrepreneurs who require not only legal compliance, but also strategic clarity in a complex regulatory and negotiation environment. For 17 years, our founder has worked with approximately 60 foreign companies from, among others, the United Kingdom, Germany, Switzerland, France, and Turkey. We support international SMEs both in day-to-day corporate matters and in high-stakes commercial disputes before Polish courts and arbitration tribunals.
Who we help?
We support international SMEs that operate in Poland or are involved in commercial disputes with Polish counterparties.
Commercial Disputes and Strategic Legal Advisory in Poland
Our Practice Focuses On:
- Cross-border commercial disputes in Poland
- Strategic negotiation structuring in complex cross-border business conflicts
- Corporate advisory for foreign investors
- Commercial litigation, mediation, and asset recovery in Poland
- Risk mitigation and dispute prevention strategies
Business Entry, Operations & Growth
We assist foreign entrepreneurs in navigating the complexities of Polish business law, ensuring secure and compliant operations from day one.
Our services include:
Company Formation & Market Entry: Establishing subsidiaries, branches, and representative offices aligned with your long-term strategic objectives.
Corporate & Shareholder Matters: Advising on shareholder disputes, joint ventures, corporate governance issues, and internal restructuring.
Mergers, Acquisitions & Joint Investments: Legal support in negotiations concerning the acquisition of commercial companies, joint ventures, and strategic partnerships.
Commercial Real Estate: Legal due diligence, negotiation, and oversight of property acquisitions and commercial lease agreements.
Employment & Compliance: Drafting employment contracts, advising on HR policies, and ensuring compliance with Polish labor regulations.
We regularly advise foreign clients in payment disputes (claims for receivables), corporate conflicts, and strategic governance matters.
Cross-Border Disputes & Strategic Negotiations
For international companies facing disputes with Polish contractors, suppliers, shareholders, or business partners, we provide a structured and analytically grounded approach. Our firm has extensive experience in complex business negotiations, particularly in:
- Shareholder conflicts and disputes within joint ventures
- Deadlocks in strategic investment projects
- High-value commercial disagreements
Our founder previously served on the Supervisory Board of the Oscar-winning animation studio Se-ma-for Sp. z o.o.: https://en.wikipedia.org/wiki/Se-ma-for, representing a Swiss / British investor. This role required navigating sensitive cross-border corporate dynamics and investor protection issues.
In addition to a PhD in Commercial Law and postgraduate studies in Negotiation and Mediation (University of Warsaw): https://wpia.uw.edu.pl/pl/studia/studia-podyplomowe/podyplomowe-studia-negocjacji-mediacji-i-innych-alternatywnych-metod-rozwiazywania-sporow as well as Forensic Psychiatry and Psychology (University of Łódź), our founder completed the Cycle de Droit Comparé at Université Robert Schuman in Strasbourg: https://pl.wikipedia.org/wiki/Université_de_Strasbourg_III. He is currently undertaking advanced studies in behavioral analysis in Wrocław: https://sie.edu.pl/analiza-behawioralna/#Opis, focused on business and organizational conflict, further strengthening our analytical framework for understanding conflict dynamics.
Dr. Jakubiec is also a Certified Mediator. He is officially registered on the List of Permanent Mediators maintained by the President of the District Court in Łódź (official registry link).
What do we apply?
- Strategic negotiation structuring and conflict de-escalation techniques
- Analysis of counterpart’s behavioral patterns
- Litigation strategy aligned with business objectives
This interdisciplinary approach enables us to effectively manage negotiation stalemates and dispute escalation. We provide a long-term strategic perspective rather than focusing on a purely procedural one.
Our founder regularly publishes on negotiation dynamics, AI in disputes, and behavioral aspects of commercial conflict.
Furthermore, Dr. Jakubiec is the architect of the Coupled Confirmation Bias (CCB) framework. He developed this concept to explain the phenomenon of rapid dispute escalation observed in his practice. Particularly in scenarios where both parties utilize AI to interpret the counterparty’s intentions and design their own strategic moves. You can explore his in-depth analysis of CCB here: The Coupled Confirmation Bias
and CCB Part 2
Litigation, Arbitration & Asset Recovery in Poland
When litigation becomes necessary, we provide rigorous representation before Polish courts and arbitration tribunals.
Commercial Litigation in Poland: Representation in payment claims, contractual disputes, shareholder conflicts, and corporate litigation.
Mediation & Alternative Dispute Resolution (ADR): Strategic mediation support aimed at preserving business value while resolving disputes efficiently.
Securing Transactions & Risk Mitigation: Preventing disputes before they arise through carefully structured contracts and enforcement planning.
Asset Tracing & Recovery in Poland: Identifying, securing, and recovering debtor assets within the Polish jurisdiction.
Enforcement Proceedings: Efficient navigation of enforcement mechanisms under Polish law to ensure successful recovery of claims.
Why International SMEs Choose Us in Poland?
Strategic Approach: Deep understanding of Polish enforcement mechanisms and procedural strategy.
Conflict Resolution: Experience in complex negotiation stalemates, particularly in shareholder and joint venture disputes.
Multilingual Communication Without Intermediaries: Direct legal support in English and French, with additional assistance in Russian.
Global Perspective: Cross-border experience gained through long-term cooperation with foreign investors and international SMEs.
Jakubiec & Partners – Your Trusted Partner Across Poland
We support international clients across major Polish business hubs. We offer clear, practical guidance tailored to SMEs investing, operating, or resolving disputes in Poland. Whether you are entering the Polish market, managing a shareholder conflict, or seeking to recover assets, we provide strategic legal representation grounded in experience and analytical precision.
Contact us today to discuss your business objectives in Poland or to schedule a strategic legal consultation:
📩 kancelaria@jakubieciwspolnicy.pl
📞 536 270 935
FAQ
1. Can a foreign company pursue a commercial claim against a Polish contractor?
Yes. Foreign SMEs can file commercial claims in Poland, and Polish courts regularly handle disputes involving international parties. We represent foreign companies throughout the entire process, from pre‑litigation strategy to enforcement.
2. How long does commercial litigation in Poland typically take?
Most commercial cases take between 8 and 18 months in the first instance, depending on complexity and the court’s workload. Well‑prepared filings and strategic case management can significantly shorten the timeline.
3. Can a foreign judgment be enforced in Poland?
Yes. Judgments from EU countries are enforceable under EU regulations, while judgments from non‑EU jurisdictions may require recognition by a Polish court. We handle both recognition and enforcement proceedings.
4. What documents are needed to start a dispute in Poland?
Typically: the contract, correspondence with the Polish counterparty, invoices, proof of delivery or performance, and any settlement attempts. We assist clients in preparing a complete evidentiary package.
5. Do you provide legal support directly in English or French?
Yes. We offer direct legal support in English and French, without intermediaries. We also provide assistance in Russian through a lawyer with a background in Russian philology.
6. Are out‑of‑court dispute resolution methods effective in Poland?
Yes. Our firm has extensive experience in resolving disputes through mediation and structured negotiation. We also represent clients in arbitration proceedings. These methods help avoid the natural risks of court litigation, reduce procedural costs, and typically lead to significantly faster outcomes.