Shareholder conflicts


Businesses often become a platform for clashes caused by the conflicting interests of their shareholders or officers. When conflicts reach a level of severity threatening a client’s interests, it may be necessary to use case-specific legal instruments.

Our team of dedicated lawyers have unique experience in conducting these difficult cases, combining knowledge of civil law, corporate law (including mergers and acquisitions), capital markets, and civil and criminal procedural law. We can assist you in defining the problem, setting your goals and finally developing and successfully pursuing a tailor-made strategy.

Since corporate disputes can be highly volatile, we are vigilant in monitoring changing situations, dynamically responding to unfolding events and the moves of your opponent to ensure comprehensive protection of your interests and realisation of your business goals.

How we can assist you

Our assistance includes, among other things:

  • legal audits to identify fraud, including the identification of civil and criminal liabilities;
  • assistance in shareholders’ meetings, including the use of measures to protect minority shareholders, such as  proposing draft resolutions, extending the agenda, convening meetings, assisting in the dividend payment process, obtaining information about the company from the Management Board, electing the Supervisory Board in groups, appointing company auditors, temporarily delegating members of the Supervisory Board to the Management Board and providing ongoing advice in this respect, concluding agreements with shareholders or agreements to transfer or encumber corporate rights;
  • assistance in obligations arising from the regulation of public companies;
  • assistance in capital changes, including company and group reorganisation;
  • representation before regulatory authorities and the registry court (including in proceedings concerning information or stock manipulation, failure to meet notification obligations, staying the process of registration of changes in the National Court Register), law enforcement authorities (on the side of the injured party or as the defence);
  • representation or defence in common or arbitration courts in connection with claims relating to corporate disputes, such as: challenging of resolutions, determination of the composition of shareholding or the composition of the company’s governing bodies, determination of the inability to exercise voting rights, determination of the existence or non-existence of resolutions of company governing bodies, appointment of a guardian, establishment of receivership, claims for damages (including actio pro socio), claims for payment of dividends, declaring actions invalid, stopping imminent threat of damage, ordering specific forms of conduct, declaring agreements invalid, personal rights matters, and claims for performance of contract;
  • conducting negotiations;
  • securing the client’s interests in the context of conclusion of settlement agreements, including preparation of case-specific documents.

More information


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Contact us:

Rafał Rapala

Rafał Rapala

Attorney at Law, Partner, Head of Corporate Practice, Shareholders Conflicts

+48 608 444 650