Forms of contracts – does every contract have to be in writing?

We are probably unaware that each of us enters into dozens of contracts every day (when shopping, traveling by public transport, or taking a jacket to the dry cleaner’s). The vast majority of these are verbal agreements. Are such agreements legally binding? When is it necessary to conclude a written agreement? And when should we resort to an even “higher” form of agreement, such as a notarial deed?

Standby pay in a B2B contract

In the case of employment contracts, remuneration is due to the employee for simply “remaining at the employer’s disposal.” It therefore does not matter whether or not the employee actually performs any work during this time. The situation is different in the case of B2B contracts. In B2B contracts, the rule is that remuneration is paid only when tasks are actually performed. Does this always have to be the case? Are there mechanisms in place to guarantee remuneration even if no orders are carried out for a period of time and the B2B contract remains in force?

Statutory non-competition of a board member of an LLC

Entering into non-competition agreements is extremely popular nowadays. However, not everyone knows that a board member of an LLC in Poland does not have to sign such an agreement at all in order to be bound by a non-compete with the company. This is because the prohibition of competition for members of the management board of an LLC in Poland derives directly from Article 211 of the Commercial Companies Code (CCC) and is a so-called statutory prohibition.

Simplified share capital increase – is it always possible?

Simplified share capital increase – what is it about?

It has almost become a standard nowadays to introduce into the articles of association of a limited liability company a provision on the possibility of increasing the company’s share capital to the value specified in the agreement within a certain period of time, without the need to amend the agreement (so-called simplified share capital increase). This provision is practical insofar as, in the event of a need to quickly recapitalize the company, it is possible for shareholders to pass a resolution to increase the share capital without the need to involve a notary public in the entire process. However, this popular element of the articles of association may not always be used in practice, and sometimes shareholders, despite unanimous agreement on the need for a share capital increase, must resort to the traditional solution, i.e. a capital increase by amending the articles of association.

Coronavirus and executing trade contracts

The global coronavirus outbreak has put tradesmen, as well as entrepreneurs, in a very difficult situation. The execution of previously signed contracts is currently difficult, sometimes even impossible. What steps can and should be taken to protect the one’s business?

“Consortium agreement – what is it and is it worth signing?”

The consortium agreement is nowhere explicitly regulated by law in Poland. However, in practice (especially in the construction industry) it is extremely popular. This is because it allows the implementation of large contracts, which without the help of other entities (consortium members) we simply would not be able to perform (for financial, personnel, technological, time or other reasons).