Skip to main content

Transactions – mergers, takeovers, obtaining financing, reorganizations

We provide legal support in corporate matters concerning companies and their governing bodies, and we advise on transactions. We combine expertise from multiple areas, including commercial, business, tax, and financial law, in order to develop optimal legal and business solutions. We offer professional advice on transactions, restructurings, and due diligence reviews. We support clients in the incorporation, transformation, and liquidation of companies, as well as in mergers, acquisitions, and cross-border mergers. We conduct due diligence reviews of companies and real estate, prepare investment agreements, and advise on recapitalisation.

Paulina Meller-Kmiecik

Head of practice

Paulina Meller-Kmiecik
Attorney-at-law, Partner

Partner at GJW Law Firm, attorney-at-law, and Head of the Corporate Law practice – transactions, transformations, and due diligence – as well as the Cross-Border Legal practice. Her areas of expertise also include investment processes, EU funds, and employment law. She has more than a dozen years of professional experience and has led the legal support of numerous high-value projects.

Our services

What we offer

Our clients

Who we advice

  • Management Boards

    we support Management Boards in the secure execution of mergers, acquisitions, and corporate transformations, minimizing legal risks and ensuring that the actions of corporate bodies are fully compliant with corporate governance requirements and the company’s business interests.

  • Partners

    we advise Partners on structural and capital changes, safeguarding ownership interests and negotiating optimal terms of agreements and arrangements during the transformation of the company’s legal form or its ownership structure.

  • Shareholders / LLC

    we provide comprehensive support in share acquisition and disposal processes. We conduct targeted due diligence and ensure maximum legal and financial security in the event of corporate restructuring or investment exit.

  • Shareholders / JSC

    we deliver comprehensive support in investment entry and exit processes, ensuring the legal security of transactions, the effective exercise of corporate rights, and the protection of capital interests within joint-stock structures.

  • Executive Management

    we advise Executive Management in managerial and transactional processes, mitigating personal liability risks and providing support in making key decisions regarding corporate transformations, mergers, and day-to-day corporate governance.

  • Restructuring Advisors

    we offer specialized legal support in due diligence processes and the execution of complex transformations and transactions aimed at optimizing and restoring the capital structure of enterprises.

Our work

Selected projects

Transaction Advisory:

  • Legal advisory during the process of concluding an investment agreement between investors acquiring a total of 150,000,000 shares and Polimex-Mostostal S.A.
  • Legal advice in the process of acquiring assets of EDF Investment SAS in Poland – providing legal support to a fuel and energy group interested in the acquisition.
  • Legal advisory during the sale of shares in Szpital Uzdrowiskowy Energetyk sp. z o.o. (Spa Hospital).
  • Legal support in the process of divesting shares in furniture manufacturing companies operating in the Wielkopolska region.
  • Legal advisory in a transaction for the subscription of a new share issue in PIAP Space Sp. z o.o., a subsidiary of the Industrial Research Institute for Automation and Measurements (PIAP), part of the Łukasiewicz Research Network.
  • Legal support for an energy sector company in a tender for the sale of real estate, equipment, and technical infrastructure for heat transmission in Środa Wielkopolska, specifically a Separated Organized Part of an Enterprise (SOP) of the Municipal Heat, Water, and Sewage Company (MPECWiK sp. z o.o.)..

Due Diligence:

  • Legal and tax due diligence of a company operating in the field of space projects.
  • Legal and tax due diligence of a manufacturing company in the clothing industry.
  • Legal and tax due diligence of a company operating in the shipbuilding sector.
  • Legal and tax due diligence of a company involved in operator activities on Ostrów Island in Gdańsk.

Corporate Reorganizations:

  • Legal support for the merger of ENEA Centrum Sp. z o.o., Entur Sp. z o.o., and IT Serwis Sp. z o.o., all members of the ENEA Capital Group.
  • Legal advisory on the conversion of the legal form of a Shared Services Center (SSC) within a fuel and energy group – transforming from a joint-stock company (S.A.) into a limited liability company (Sp. z o.o.).
  • Legal advice regarding the merger plan of Andersia Property sp. z o.o. and Andersia Retail sp. z o.o.
  • Legal advisory on the formation of a limited partnership with foreign participation, specialized in steel trading.
  • Legal support for the establishment and registration (in the National Court Register – KRS) of a corporate foundation for a fuel and energy sector company, including the drafting of internal legal acts.

Financing Transactions:

  • Legal advisory during the process of securing financing from the European Investment Bank (EIB) in the amount of PLN 950,000,000 for investment projects in the electricity distribution sector.
  • Legal advice on establishing a PLN 4,000,000,000 Bond Issuance Programme as part of a “Raising Finance for Investment Projects” scheme for an energy sector company.
  • Legal advisory on the conclusion of an intra-group bond issuance agreement for a power generation company, based on a programme agreement and a bond underwriting agreement up to PLN 4,000,000,000.
  • Legal advice on the agreement for the organization, underwriting, and execution of a bond issuance programme with an estimated value of approximately PLN 5,000,000,000.
  • Advisory during the negotiation of a framework agreement for a bank guarantee facility with a limit of PLN 200,000,000.
  • Legal advisory during the conclusion of an investment loan agreement for up to PLN 4,000,000,000 to finance investment projects for a fuel and energy group.
  • Legal support in the process of concluding a bond underwriting agreement for an amount not exceeding PLN 1,000,000,000, aimed at financing the issuer’s current operations and investment projects.
Our team

Dedicated experts

Paulina Meller-Kmiecik

Attorney-at-law, Partner, Head of Practice

Czesław Starosta

Attorney-at-law

Marta Rospądek

Attorney-at-law

Filip Kaplita

Attorney-at-law

Maciej Gramza

Attorney-at-law

Anis Benamer

Attorney-at-law
Cross border

Cross-border Transactions & M&A

We offer comprehensive legal and tax advisory for complex corporate transactions — covering mergers, takeovers (M&A), obtaining financing, and strategic reorganizations.

At GJW Law Firm, we provide full-spectrum legal and tax advisory for clients navigating domestic and international business combinations. Our expertise covers transactional due diligence, deal structuring, and securing debt or equity financing. We support both institutional and private investors throughout the entire transaction lifecycle — from the early deal diligence and negotiation phase to post-closing integration and regulatory compliance.

Our goal is to ensure that every transaction—whether a cross-border merger or a local reorganization—is legally secure, tax-efficient, and aligned with the long-term strategic objectives of the business.

Due Diligence in Corporate Transactions

The foundation of a safe transaction is a thorough due diligence process. We conduct extended legal and tax audits that go beyond standard checklists, combining a deep understanding of business operations with rigorous risk assessment. Our team analyses corporate governance, shareholding structures, material commercial contracts, employment matters, intellectual property, and potential regulatory or litigation risks.

Visit Cross-border legal

We support businesses in overcoming boundaries between legal jurisdictions. We are a Polish law firm specialising in providing services to international companies and corporations operating or intending to start operating in Poland.

Go to Cross-border

Paulina Meller-Kmiecik How can we help?

    HOW CAN WE HELP?

    Select the service you are interested in and describe the problem or subject of the order. You can also attach documents. We usually respond within the next business day. We estimate our services free of charge.










    Please be advised that the administrator of your personal data is GJW Gramza i Wspólnicy Kancelaria Radców Prawnych Partnership company with registered office in Poznań (61-626), at ul. Szelągowska 27. Personal data will be processed for contact purposes based on the legitimate interest of the administrator manifesting in response to the question asked via the contact form on the basis of art. 6 par. 1 lit. f RODO. More information on personal data and related rights is provided in Privacy policy