Financial, Capital Markets and Innovative Legal Solutions for Business

Transcription

1 Professional Legal Solutions for Businesses Financial, Capital Markets and Innovative Legal Solutions for Business

2 Table of Contents Firm Profile 1 Project Financing 2 Bank Lending 3 Derivatives and Structured Products 4 Debt Financing 5 Investment Funds 6 Securities 7 Leasing Factoring 8 Collateralization and Securitization 9 Banking law practice 10 RAACS Modern Communication and Project Management 11

3 Firm Profile Kochaƒski Zi ba Rapala & Partners laureate of the Business Center Club, the Polish Ministry of Foreign Affairs and the European Economic and Social Committee European Medal 2013 Kochaƒski Zi ba Rapala & Partners is a full scope business law firm. The company was founded in 1998 by advocate Piotr Kochaƒski. Currently, the legal team consists of 24 Partners and 25 lawyers: advocates, legal counselors, tax counselors, trademark and patent attorneys and trainees, who work together in the Warsaw, Cracow and Lublin offices. We have both legal expertise and experience, as well as knowledge of the market and the specific needs of particular industries. We have advised entities, inter alia, from the FMCG, automotive, trade and logistics, retail chains, chemical, pharmaceutical, energy, financial, media and advertising industries. Kochaƒski Zi ba Rapala & Partners is a modern company adapted to the needs of our clients. We offer them permanent access to all documents within a given case through our innovative IRAAPORT system. The IRAAPORT platform is our own project, which was developed and is used to improve both the exchange of information and our day to day relationship with our clients. We have been among the highest ranked law firms in Poland for many years and are recommended as leading experts in many areas of the law by such prestigious professional publications as PLC Which Lawyer, Legal 500, European Legal Experts. With a chain of offices in Poland and membership of international legal organizations i.e. The International Lawyers Network and Mackrell International, we provide our clients with full support both in local as well as multi-jurisdictional projects. KZR&P is ranked the 24th largest Polish law firm by number of qualified lawyers by Rzeczpospolita Magazine; Ranking of Law Firms, April 17,

4 Project Financing In a challenging market environment, our clients expect from us more than just a key strategy. They require practical, commercially minded legal advice to help them to respond swiftly and effectively to the challenges and opportunities they face. Our project finance team offers industry-focused experience and professional advice on project financing in various industry sectors. Rafa Zi ba r.zieba@kochanski.pl Advice on all aspects of project finance; Optimal risk transfer and mitigation tools; Structuring contracts, subcontracts and security packages; Investing equity and advancing all forms of debt into project finance deals; Bidding strategy. Tomasz Zaleski t.zaleski@kochanski.pl

5 Bank Lending We advise both lenders and borrowers in connection with banks and credit institutions financing of various types of transactions, including in particular: project finance, acquisition finance, real estate acquisition or other asset finance, and current activity finance. Our advice includes inter alia participation in the preparation of various types of concepts and structured finance, negotiation with banks and credit institutions of finance conditions and assistance in the preparation of standard documents related to the activity of banks and credit institutions. Katarzyna Komulainen Due diligence of borrowers; Preparation and negotiation of finance documents, including within the Loan Market Association; Drawing up legal opinions within the scope of banking law; Assistance during closure and after closure of finance transactions; Preparation of standard contracts and banking product regulations; Advice on securitization and sale of receivables projects. Agata Szymaƒska-Rapkiewicz

6 Derivatives and Structured Products Many corporations use derivatives conservatively to offset risks from fluctuating currency and interest rates. But over recent years, companies have run into serious financial trouble using derivatives in a more dangerous fashion - to speculate. We understand the difference between simply assisting our clients when they enter into derivatives contracts and helping to guide them to safety opportunities the derivatives gave them. Our legal team helps to grow our client s business in an efficient manner, mitigating the risk involved in complex transactions including derivatives and structured products. Rafa Rapala r.rapala@kochanski.pl Providing legal opinions on general terms and conditions regarding structured products; Drafting contracts regarding derivatives; Assisting in issuing financial instruments other than securities and trading them on regulated markets; Assisting in issuing and trading in short-term debt securities offered by banks operating on the Polish market (debt certificates, investment promissory notes). Karolina Klunder k.klunder@kochanski.pl

7 Debt Financing KZR&P advises its clients in selecting and obtaining the most appropriate form of debt financing, e.g. using foreign capital. We provide assistance in transactions related to taking out credits or loans (long and short term) as well as in issuing debt securities, particularly bonds (inter alia corporate bonds and high yield bonds). If it is needed to obtain financing, we also assist and advise on placing bonds for trading on the Catalyst Market. Our advice includes inter alia assistance in analyzing and selecting the most effective form of financing, negotiating terms of financing with financial institutions and assistance in the preparation of documents related to obtaining debt financing, including the preparation and negotiation of loan agreements, bond issue conditions, disclosure documents and other financing documents. Rafa Zi ba Due diligence; Advice on selection of the most effective debt instruments; Assistance in preparing presentations and materials for potential investors (including within the scope of road shows ); Preparation and negotiation of financing documents, including credit facilities, bond issue conditions; Assistance and advice on placing bonds on the Catalyst Market; Support during and after the closing of financing. Szymon Ga kowski

8 Investment Funds We provide legal services to investment funds and investment fund societies. We advise not only through on-going legal services, but also on all types of transactions involving investment funds. Rafa Rapala Due diligence of companies which intend to invest in investment funds; Drafting articles of association, regulations and other documents relating to investment funds and investment fund societies; Representation of investment fund societies and investment funds in all proceedings before public administration bodies, in particular before the Polish Financial Supervision Authority (KNF). Pawe Cholewiƒski

9 Securities We help our clients with regards to securities law. Our approach is to thoroughly understand a company's business objectives so that we can better and more effectively advise them as well as to help ensure that any documents required to issue the securities are accurate and complete. Szymon Ga kowski s.galkowski@kochanski.pl Advising on transactions involving the issuance of securities (shares, warrants and bonds, including convertible bonds); Advising on introducing the securities to public trading; Advising on incentive programs covering securities issuance for managers and employees; Preparing strategies involving buy back of shares. Rafa Zi ba r.zieba@kochanski.pl

10 Leasing Factoring Owing to our long-term professional experience, we are capable of offering support in constructing leasing and factoring agreements as well as assessing the effects of agreements already concluded, both in terms of law and taxation. We also prepare for our clients framework solutions for their activities within the scope of leasing and factoring. Our experience and knowledge of tax law allow us to provide services tailored in a comprehensive manner to the needs of our clients. We advise both companies providing leasing and factoring services as well as their clients. Preparation and negotiation of leasing and factoring agreements; Development of a business model from the legal and tax aspects; Providing opinions on agreements; Analysis of legal and tax consequences of debt trading; Legal and tax advice on assignment of lease agreements; Advice on the impact of the change of a legal structure and restructuring activities on the rights and obligations resulting from the leasing agreements. Andrzej Malec a.malec@kochanski.pl Anna Zi ba a.zieba@kochanski.pl Tomasz Zaleski t.zaleski@kochanski.pl

11 Collateralization and Securitization The term collateralization denotes the act where a borrower pledges an asset to the lender in the event that the borrower defaults on the initial loan. Our team has experience in advising clients on collateralization of assets giving lenders a sufficient level of reassurance against default risk. The term securitization is the financial practice of pooling various types of contractual debt and selling this consolidated debt as bonds, pass-through securities, or obligations to various investors. The principal and interest on the debt, underlying the security, is paid back to the various investors regularly. Our lawyers also have extensive experience in advising on a variety of securitization structures. Rafa Zi ba r.zieba@kochanski.pl Assisting in collateralization of assets; Advising on securitization structures and programs including loans, debt obligations, trade receivables, future flows and sales contracts; Advising on sales of asset-backed securities. Pawe Gunia p.gunia@kochanski.pl

12 Banking Law KZR&P offers a wide range of legal advice in respect of banking law issues. We help our clients with matters that concern banking law, banking litigation and new banking technologies. Katarzyna Komulainen k.komulainen@kochanski.pl Our expertise in the field includes advice in respect of: Banking litigation; Financing of business activity, including hedging structures; Derivatives and derivatives-based litigation; Consumer credit facilities; Matters of compliance; Payment cards; PSD; Banking Execution Titles. Katarzyna Ziomek k.ziomek@kochanski.pl

13 RAACS Modern Communication and Project Management Due to the rapid development of IT combined with the impact that globalization is having on competition, companies face the challenge of identifying the most successful and cost-effective business solutions. As our clients business partners, we help them to find such solutions. To ensure effective, financially satisfying and advanced IT solutions for our clients, we use RAACS an innovative system, utilizing Cloud Computing, developed and tailored to our clients needs. RAACS provides our clients with round-the-clock secure access to project data and documents, facilitating remote progress monitoring and development of our joint projects. This solution enhances the transparency of our services while maximizing effectiveness and downsizing costs. RAACS is: 24/7 remote control of a project from any place on the globe Cost-effective communication and administration Uninterrupted access to updated information on costs and planned project expenditures Functional on-line access to documents The intuitive interface of a web browser Available for BlackBerry, ipad, iphone Unique application on the Polish market 11

14 Contact: tel fax Metropolitan Plac Pi sudskiego Warsaw, Poland Office hours: Monday-Friday 9.00 a.m p.m. 14