ZBIGNIEW JARA

Legal adviser, Rechtsanwalt, Managing Partner 

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Partner who manages the M&A and Corporate Law Teams. A long-established expert on corporate law, M&As, commercial law, joint ventures, cartel law, as well as project development and financing. As part of the M&A practice, he advises Polish and international concerns on complex transactions, including cross-border M&As and joint venture agreements, e.g. to a German owner on the restructuring and subsequent sale of more than 210 discount stores, or to a German concern in connection with the construction of a facility producing offshore wind farm foundations in respect of the structure (SPV) and terms of cooperation with Polish partners, and the subsequent sale of its shares in the joint venture. He has also supervised corporate restructuring processes in a number of enterprises representing various sectors of the economy.

Author of publications in Polish and German on commercial law and cartel law, with subjects including: the exercise of voting rights from ownership interests/shares, contesting resolutions of meetings of shareholders/partners, representing limited liability companies in agreements with management board members, reporting and confidentiality obligations during due diligence reviews, manager buyouts (MBO) in joint-stock companies, and cross-border mergers. Author and editor of the Commentary on the Commercial Companies Code, C.H. Beck (2014) and Beck-online.

  • Comprehensive advice for a German owner on the restructuring and subsequent sale of more than 210 discount stores (the operational part) to a leader on the Polish market;
  • Comprehensive advice in respect of the structure (SPV) and terms of cooperation (joint venture) between a German concern and Polish entities in connection with the construction of a factory producing offshore wind farm foundations;
  • Comprehensive advice for a German agricultural concern on the restructuring and subsequent merger of a number of joint-stock companies in Poland;
  • Lecturer at the School of German Law, University of Warsaw (1996 to 1997);
  • Since 2005 — Founding Partner, Managing Partner of JARA DRAPAŁA & PARTNERS;
  • 1997–2005 — Co-founder and Managing Partner of the Warsaw office of Gleiss Lutz;
  • 1994–1996 — Gurland & Lambsdorff, Frankfurt am Main;
  • Member of the Deutscher Anwaltverein;
  • The Universities of Wrocław and Frankfurt am Main, Germany;
  • Kodeks Spółek handlowych. Komentarz [Code of Commercial Companies. Commentary] (in the C.H. Beck Large Comment series), 2nd edition, Warsaw 2017
  • Kodeks Spółek Handlowych. Komentarz Online [Code of Commercial Companies. Online Commentary], published by C.H. Beck, 2nd edition, Warsaw 2017
  • Polnisches Kartellrecht [Polish cartel law] [in:] Handbuch des Wirtschaftsrechts in Osteuropa. Länderteil Polen, C.H. Beck, Munich 2015
  • Kodeks Spółek handlowych. Komentarz [Code of Commercial Companies. Commentary] (in the C.H. Beck Large Comment series), Warsaw 2014
  • Kodeks Spółek Handlowych. Komentarz Online [Code of Commercial Companies. Online Commentary], published by C.H. Beck, Warsaw 2014
  • Spółka akcyjna. Wzory dokumentów z komentarzem [Joint-stock companies. Model documents with commentary], Heymanns, Warsaw 2004
  • Numerous publications on company law, commercial law and cartel law, with subjects including: the exercise of voting rights from ownership interests/shares, contesting resolutions of meetings of shareholders/partners, representing limited liability companies in agreements with management board members, reporting and confidentiality obligations during due diligence reviews, manager buyouts (MBO) in joint-stock companies, and cross-border mergers.
  • Polish
  • German
  • English