SK&S advised Finaccess Capital and AmRest Holdings SE on corporate law and capital markets law in relation to the transfer of the AmRest seat from Poland to Spain, as well as on the accompanying process of the buy-out of shares in AmRest Holdings SE from minority shareholders by Finaccess Capital (value of the transaction: approx. 200 million PLN). This is the first case in the history of the Polish stock exchange that a European Company listed on the Warsaw Stock Exchange [Giełda Papierów Wartościowych w Warszawie] transferred its seat from Poland to another EU Member State.
The precedent-setting character of this project demanded a practical analysis and application of EU regulations concerning the European Company to the specific situation of a company which is a listed company in Poland. An additional challenge was the need to compare and appropriately apply legal solutions which would be in compliance with legal regulations both in Poland and in Spain. Some of the elements of the project required detailed consultations with the Financial Supervision Authority (in view of the fact that AmRest Holdings SE is listed on GPW w Warszawie) and the National Securities Deposit [KDPW].
In this project the team of lawyers, headed by Dr Marcin Olechowski and composed of Justyna Młodzianowska, of counsel, Andrzej Motyka, senior associate, Karol Skibniewski, associate, and Jan Pierzgalski, associate, advised on all aspects of the project concerning Polish law, issues related to the transfer of the company seat to Spain, corporate and regulation aspects of the capital markets law, as well as on the complicated (in this case) issue of the buy-out of minority shareholders.
The law firm Uría Menéndez was responsible for compliance of the project with Spanish law.