Author: ts_admin

Amid the wave of advancing investments in offshore wind energy, we assisted a major manufacturing company in the energy sector participating in a tender for installation of submarine cables.

Negotiations with the foreign contractor were challenging. The rigid stance of the negotiators, who followed strict guidelines, made it difficult to reach an agreement on key business and legal issues. Additionally, the fact that the contractor was a large corporation, and the negotiations took place at their Polish headquarters (in their “home turf”) had a noticeable impact on their position. The negotiations were conducted in English.

We prepared thoroughly for the negotiations, drafting contentious clauses in advance and establishing their alternative, client-safe versions. We also leveraged our knowledge of Polish regulations, strong connections with other businesses involved in offshore wind, and our experience and understanding of the interdependencies of sub-tasks in such a large investment.

A brief and precise explanation of local practices, along with a presentation of the benefits and risks under various investment scenarios, captured the foreign contractor’s imagination and opened them up to significant changes that were crucial for our client.

This approach paved the way for a final agreement and allowed us to have a real influence on the contract’s terms, which initially seemed non-negotiable.

As a result:

• we avoided clauses that could have triggered multi-million-dollar disputes in the future,
• our client smoothly transitioned to further discussions, focusing on the technical and technological aspects of their scope of the project,
• thanks to our active involvement and presence during the negotiations, our client’s negotiating position was strengthened, allowing them to push through more favorable and, above all, safer contract terms.

We recently received a report from a major client in the maritime industry (also expanding into offshore wind energy) concerning disturbing disputes between two employees, where, according to witness statements, the conflict had escalated to physical altercations.

The matter also caught the attention of the social labor inspector, who sided with one of the parties involved.

From our law firm’s perspective, the case was straightforward – mobbing. Unfortunately, the client had not previously encountered such issues, despite having a significant number of employees. On one hand, it’s very good news that over a decade of operations had passed without employee-related problems. On the other hand, the client was unprepared procedurally to handle the situation in accordance with the law.

The Labor Code and other regulations require employers to establish procedures, even for such issues. However, in the maze of regulations and their interpretations by courts and the Labor Inspectorate, it’s easy to get lost.

To resolve the problem as quickly as possible, we developed a “step-by-step” procedure, through which the HR department conducted a thorough investigation involving the parties concerned. We also supported the directors in making a fair and, most importantly, legally compliant decision.

Crucially, our actions effectively prepared the client for similar situations in the future in a completely organic manner:

• without boring training sessions,
• without complicated legal explanations,
• with a clear, transparent, and automated procedure.

While we hope that employee conflicts remain rare, it’s essential to ensure that you are prepared for them.

Our law firm can help you with this.

In 2022, a client approached our law firm after purchasing a yacht. The purchase agreement had already been signed, but the client decided to change the financing method for the project. A new player entered the transaction: the lessor. This required renegotiation of the contract terms.

The negotiations were prolonged, as the seller intended to open a branch in another European Union country. Consequently, the yacht was to be delivered in that country.

However, it soon became clear that the seller would not be able to establish the entity in the agreed country or obtain the necessary tax details in time. This necessitated yet another revision of the contract’s final wording.

The original agreement stipulated that the yacht would be received abroad. As a result, the seller offered an additional service: transporting the yacht to Poland, where it was to be used. The seller also committed to assembling the yacht, commissioning it, and covering all associated costs.

Since the seller could not complete the sale abroad, a change was necessary: the yacht was to be delivered in Poland. The additional transport service was no longer needed, as the obligation to transport the yacht shifted to the seller under the sales agreement. However, other obligations of the seller remained unchanged.

After the yacht was delivered to Poland, the seller attempted to increase the yacht’s price to cover additional costs that, according to the contract, were his responsibility. Not only did he try to pass on the costs of the delivery delay to the buyer, but he also attempted to charge for transporting the yacht to Poland and commissioning it.

Thanks to the assistance of our law firm’s lawyers, the buyer successfully:

• constructed a buyer-friendly contract that protected his rights,
• avoided being burdened with costs that the seller was contractually obligated to cover.

This case involved further complications: the seller refused to deliver all the yacht’s equipment that was supposed to be included. As a result, the client has taken the matter to court, and the case is ongoing.

In 2024, a German lawyer reached out to us for assistance with a yacht registration issue. His client, a German citizen, had registered a yacht under the Polish flag, appointing a representative to facilitate the registration process. However, the client never received the final registration document from the representative.

The client decided that he ultimately wanted to sail under the German flag, not the Polish one. And that’s where the problems began.

To deregister the yacht from the Polish registry, it is necessary to return the registration document. But what can you do when the yacht owner never received it. The representative has disappeared, and all attempts to contact him have failed. So, what now.

The district office is Silesian Voivodeship, where the yacht was registered, informed us that the registration document has been collected. This meant that appointing another representative to retrieve the document was not an option.

In this situation, we applied for duplicate of the registration document. The application needed to be properly justified. Fortunately, this could be done at any district office in Poland, not just the one where the yacht was originally registered.

Our law firm is based in Szczecin, so the ability to file the application anywhere helped us avoid logistical challenges.

After about two weeks, the so called “plastic” arrived at the office. As a result, the yacht could be smoothly deregistered.

Common sense might suggest that since the owner intends to deregister the yacht anyway, the final registration document isn’t necessary. However, the law is the law, and as lawyers often say, there is no point in arguing with it.

What may seem like a trivial task can become quite problematic, especially when the yacht is registered under a flag foreign to the client. Fortunately, thanks to our experience in yacht registration and legalization matters, we knew how to resolve the issue.

If you need to register your yacht quickly and efficiently, our law firm can assist you. We offer services not only related to yacht registration but also obtaining radio licenses, EPIRB or PLB registration, and if your yacht is over 24 meters, we can easily register it in the ship registry.

A recruitment agency approached us seeking a favorable legal and tax solution for seafarers within a specific employment pattern. The key aspect of it was that, in addition to the intermediary, it involved several entities in the employment of the crew and the management of the vessel.

From a legal perspective, the involvement of multiple entities necessitates determining the appropriate countries and international agreements under which the sailor operates.

Another closely related issue was social security, which is also complex within the context of international regulations.

Our team efficiently identified the legal and tax implications of this employment model for the crew provided recommended solutions.

Thank to our expert support, the recruitment agency was able to:

• verify the accuracy of seafarers’ contracts, including their legal and tax implications,
• identify potential risks that may arise for sailors entering into contracts under this employment pattern,
• receive tailored recommendations specific to this employment model,
• provide comprehensive knowledge on the subject and inform seafarers, for whom they mediate employment, about potential actions before Polish tax authorities.

We invite recruitment agencies, seafarers and seafarers’ trade unions to collaborate with us.

A seafarer recently approached us. His career, from a legal and tax perspective, reads like an adventurous novel.

The client worked on drilling rigs, which are mobile platforms. He was employed through an agency based in a different country than the shipowner’s headquarters. At the same time, the shipowner had branches in several countries.

The work took place on a specific unit, with the possibility of the employee being transferred to other units owned by the shipowner in various parts of the world.

An additional complication in this scenario was that Poland had not signed a double taxation avoidance agreement with every country that needed to be considered in this case.

The client wanted to know if he had any obligations to the Polish tax office and, if so, whether his employment pattern would allow him to benefit from a tax exemption or abolition relief.

We treated the client’s seemingly intricate professional situation as a challenge.

We thoroughly analyzed the terms of his contract with the employer, the type of vessel, its operational location, and established the shipowner’s scope of activity.

Next, we carefully examined the relevant international agreements governing double taxation avoidance, as well as Polish tax regulations, to propose a solution that was both legally correct and most beneficial for the client.

The dedication, enthusiasm, and above all, the thoroughness and attention to detail of our team allowed us to break down this complex scenario into manageable parts and recommend steps that would not unnecessarily burden the client’s finances.

Thank to our efforts, the seafarer:

• received a favorable solution,
• can confidently prepare for the necessary steps before the Polish tax office,
• will be able to realistically reduce his tax liabilities in Poland, despite a very complex employment model.

In 2023, the owner of a yacht marina on a lake planned to expand the facility. He wanted to increase capacity and improve mooring conditions. However, to achieve this, he needed a new agreement with Polish Waters, which would include the use of an additional 8.200 m2 of water-covered land. That’s when he turned to our law firm for assistance in negotiations.

In September 2023, the owner submitted an application to Polish Waters for an agreement, indicating that he intended to use the land for recreation and water tourism. In October 2023, he supplemented the application with detailed information about the planned construction of water facilities for passenger transport.

In November 2023, Polish Waters proposed a rate of 5.00 PLN/m2. After careful analysis, we concluded that, given the actual intended use of land, this rate was too high.

We initiated negotiations, pointing out the discrepancies between the proposed rate and the intended use of the land.

However, the new year brought new rates, and as a result, in February 2024, Polish Waters raised the proposed rate to 8.90 PLN/m2. Through a series of exchanges between Polish Waters and our law firm, we initially managed to negotiate that the 8.90 PLN/m.2 rate would only apply during the season, while outside the season, it would remain at the originally proposed level of 5.00 PLN/m2.

In the end, we reached an agreement where the rate remained at 5.00 PLN/m2 throughout the entire year. The client agreed to this rate, provided that it would prevent further increases.

Our persistent efforts yielded a positive result – Polish Waters ultimately agreed to the 5.00 PLN/m2 rate year-round (despite the rate increase). This allowed our client to proceed with the marina expansion plans without excessive financial burden.

Thank to our collaboration and the negotiations we conducted:

• the client saved a significant amount, approximately 31.000 PLN annually, by avoiding an inflated rate,
• amidst the fluctuating rates that posed a risk to the client, we secured conditions that allowed for the continued expansion of the marina,
• we avoided potential legal disputes that could have delayed the project.

Finding simple, quick and effective solutions is our specialty.

A maritime industry client faced a significant potential issue with regulatory authorities. The entrepreneur wanted to treat a change in the investment as a modification foreseen in the contract. At first glance, such an approach seemed feasible.

However, we decided to thoroughly analyze the matter and formed a working group composed of several lawyers and technical specialists. The task was extensive – not only did we need to prepare documents to gain a complete understanding of the situation, but we also had to gather detailed technical data to confirm whether the proposed solution was even viable.

Thanks to the efforts of our dedicated “task force” and the use of modern solutions, we identified errors in the client’s assumptions.

It turned out that if the entrepreneur had pursued the original solution, they would have been exposed to very high penalties. A particularly helpful tool was the timeline we prepared, which clearly explained the issues and highlighted discrepancies that the regulatory authority might focus on.

We recommended that the investment change be accounted for based on a different legal basis under the Public Procurement Law than initially planned.

As a result:

• we mitigated the serious risk of penalties and disputes with regulatory authorities,
• we achieved a constructive and safe solution that the client could utilize,
• we reduced the client’s costs, time, and stress associated with the issue.

Such legal support, particularly thorough analysis and creative solutions is our specialty.

A seafarer approached us, who works on a Standby Safety Vessel. This type of vessel can raise interpretative doubts with the tax office regarding its operation in international transport.

And in this case, that’s exactly what happened.

The client presented the issue to us rather late in the annual tax filing process – at the end of April 2024.

After a thorough and swift analysis of the documents, we concluded that an annual tax return must be filed. However, this would require an application of abolition relief for the year 2024.

Given that the type of vessel was a point of contention for the tax office, we informed the client that additional documents might be necessary for the application.

Thanks to detailed information from the client regarding his employment model, we identified an alternative basis for him to qualify for abolition relief. Supplementing the application with our arguments allowed for a favorable decision for the client, despite the interpretative discrepancies regarding the type of vessel on which he works.

Thanks to our quick response, the client:

• successfully settled his tax obligations with the tax office,
• received a positive decision from the tax office,
• was able to take advantage of the abolition relief,
• and, as a result, saved some money.

Resolving tax ambiguities for our clients – sailors – is our specialty.

 

Compiled by:

trainee advocate Michał Wieczorek

In 2017, we assisted a client in recovering a debt from the well-known factory ST3 Offshore sp. z. o.o., based in Szczecin. The initial debt amount owed by the factory to our client was 4.5 million PLN. The chances of recovering this amount were slim.

ST3 Offshore sp. z o.o. ceased paying its creditors. The factory’s management filed for bankruptcy, but soon withdrew the application. The reason was a decision by one of the shareholders (the state fund Mars TFI) to buy out the remaining shares and invest over 200 million PLN to repay part of the debt. Most creditors received up to half the value of their claims at the time.

However, a restructuring application was filled simultaneously.

For creditors and their effective recovery of the remaining debts, this was a rather risky move (restructuring suspends enforcement proceedings). Some creditors waited idly during this period, while others filed lawsuits hoping that the judgments would become final quickly, allowing them to immediately seize ST3 Offshore’s accounts.

We took a different approach. We knew it wouldn’t be possible to quickly conclude court proceedings with a final judgment. Therefore, we did not file lawsuits but instead submitted applications for security by registering mortgages on ST3 Offshore’s properties. The idea was that if the debt is secured by a mortgage, it can be pursued independently of the restructuring process.

The client was owed approximately 2.25 million PLN. We managed to secure an additional 1.25 million PLN with a mortgage. There wasn’t enough time for the last 1 million PLN (although this was beyond our control). We received the security on a Monday, but a few days later, it turned out that the court had announced the restructuring the before the weekend (on Friday, 2017).

As a result, our client was the only one among 400 to be able to recover an additional 1.25 million PLN during the ongoing restructuring. The remaining 1 million PLN was unfortunately included in the list of creditors. Due to the unsuccessful restructuring and bankruptcy of ST3 Offshore in 2020, we are still waiting to recover this amount.

Nevertheless, due to our bold approach, we successfully recovered 1.25 million PLN for the client in a hopeless situation. Other creditors were left empty-handed and are still waiting for the proceeds from the sale of ST3 Offshore to the Danish company VESTAS to be distributed.

Thank to our actions, the client:

• recovered an additional 1.25 million PLN during the ongoing restructuring,
• limited losses associated with the restructuring and bankruptcy proceedings,
• could participate in the prolonged bankruptcy process with greater peace of mind.

Such legal support is our specialty, which we can successfully provide thanks to our extensive experience and unconventional solutions.