Domański Zakrzewski Palinka

Deals corner

We advised Infracapital, which is the infrastructure part of M&G Investment, on a joint venture with Nokia. The companies won a tender for a project to build and maintain fibre optic networks providing internet access in regions in Poland with the least developed IT structures. The companies will now be responsible for supplying modern telecommunications connections in 13 regions.

We advised FBSerwis on the purchase of 100% of shares in Przedsiębiorstwo Higieny Komunalnej Trans-Formers Wrocław, a leading player on the waste management market in Dolny Śląsk, and 100% of shares in Trans-Formers Karpatia. The total transaction value was PLN 155 million.

Based on a contract signed today, a consortium of DZP, Mott MacDonald and Crido Taxand is to provide the Ministry of Development and the City of Krakow with full-range legal, economic, financial and technical advice, which will include preparing the legal structure for the first project in Poland to design, build and operate part of a tramway undertaking entitled "Krakow Fast Tramway – stage IV".

We have advised Envelo (Poczta Polska Usługi Cyfrowe sp. z o.o.), the biggest postal services platform in Poland, in an interpretational dispute over VAT on their flagship product, i.e. the sale of e-stamps – neostamps.

We advised Wielton SA, the largest trailer and semi-trailer manufacturer in Poland and one of the three largest in Europe, on the acquisition of 100% of shares in the German Langendorf GmbH. The Langendorf Group manufactures trailers, semi-trailers and special vehicles for transporting, e.g. glass. The Group operates in Germany and has a Europe-wide service network.

Poland's ambitious plans to develop electromobility are increasingly leading local authorities to change their traditional fleets for fully electrified rolling stock (frequently with the support of EU funds). This is forcing interested parties to purchase the infrastructure needed to charge the vehicles, in accordance with the Public Procurement Law.

DZP's Real Estate Practice has successfully represented the capital city of Warsaw before the Supreme Court in a case involving the following legal issue: Whether an owner-like possessor has the capacity to be party to a court action for remuneration for non-contractual use of real estate (articles 224 and 225 of the Civil Code) when it has given the real estate over for dependent possession.

SBB Energy, which has operated for over 20 years in the power sector and industry, has acquired a majority shareholding in "ELMAX" Przedsiębiorstwo Usługowo-Handlowe Andrzej Hołub sp. z o.o. based in Opole. We advised SBB Energy on the acquisition of over 50% of shares in ELMAX and helped draw up the terms on which the remaining shares would be purchased in the future.

Our law firm has represented Obrascón Huarte Lain (OHL) in a precedential case in which OHL demanded that funds owed to OHL be excluded from the bankruptcy estate of Hydrobudowy Polska (HBP).

DZP represented a pharmaceutical company in an emergency procedure (to annul tax decisions) before the tax authorities and administrative courts in a VAT case.

With DZP's support, Algonquin, a pan-European investor and hotel operator, has sold one of the best and most profitable hotels in Poland - the Sheraton Grand Kraków. The buyer is Invesco Real Estate, a global investment management company. The transaction value was EUR 70 million and constituted Algonquin's exit from the investment. 

DZP, in conjunction with the Austrian law firm Binder Grösswang and the Czech Kinstellar, has advised the Belgian Puratos Group NV on the purchase of 100% of shares in Diamant Polska sp. z o.o., a leading manufacturer of bakery ingredients in Austria with a strong market position in Poland and the Czech Republic too.

In February 2013, the company Obrascón Huarte Lain (OHL) in consortium with two other entities carried out a project for Gdańsk City Municipality - Gdańskie Inwestycje Komunalne sp. z o.o. entitled Construction of a road link between Gdańsk Airport and the Port of Gdańsk - Trasa Słowackiego, Task II, ul. Potokowa - Al. RzeczpospolitaSection. OHL provided a bank guarantee for proper performance of contract that clearly listed the circumstances in which it could be enforced.

From 1 January 2017, under the Preventive Vaccination Plan, all new-born babies in Poland are given the anti-pneumococcal vaccination. Consequently, at the end of October the Public Procurement Department at the Ministry of Health announced a tender for the vaccines. In view of the scope of the supply (all new-born babies), the procedure conducted was the first of its kind in Poland.

We acted for Enea Wytwarzanie in negotiations with a consortium of Mitsubishi Hitachi Power Systems Europe and Polimex-Mostostal. Our support covered negotiating an annex to a contract to build a 1075 MW energy unit in Kozienice by which the investment completion date was extended by five months, i.e. to 19 December 2017.

We provided full-range legal assistance to Przewozy Regionalne sp. z o.o. in a contract award procedure for the purchase of modern electric multiple units.

We represented our client in a complaint procedure before the European Commission over the infringement of EU laws on the excise duty exemption of ethyl alcohol used to manufacture medicines by the provisions of the Polish Excise Tax Act.

The law firm Domański Zakrzewski Palinka represented PKP Intercity in an arbitration over the payment of a contractual penalty by Alstom for delayed supply of Pendolino trains. The arbitral tribunal awarded PKP Intercity EUR 42.3 million with interest, allowing the greater part of its action. This is one of the largest amounts awarded to a claimant in the history of Polish arbitration. The arbitral tribunal also dismissed the greater part of the supplier’s counterclaim (allowing only about 0.5% of its claim).

On 24 November the Constitutional Tribunal ruled that the regulation based on which payments are made in the form of overnight allowances for international transport drivers is not compliant with the Polish Constitution, thereby upholding the stance taken in the case by DZP's lawyers. The application for a ruling on whether article 21a of the Act on Drivers' Working Time is constitutional was filed in February 2015 by the "Transport & Logistics Poland" Employers' Association.

DZP lawyers have advised in a case to obtain a European Commission decision on state aid for the coal mining sector in the years 2015-2018. The aid programme was approved by the European Commission on 18 November 2016.