Liabilities begin to accumulate, some payments are made after the due date, or the management board anticipates difficulties in the coming months. We assess the financial and legal situation of the entrepreneur and their business, the debt structure and the possibility of continuing business activity.
RESTRUCTURING AND INSOLVENCY
Restructuring and insolvency
Liquidity problems, mounting debt or pressure from creditors need not mean the end of a company's operations. They do, however, require a rapid assessment of the situation and action before the options for such action become more limited.
We support entrepreneurs, commercial companies, their owners and management boards in situations of threatened financial liquidity, in negotiations with creditors and in restructuring and insolvency proceedings. We also advise creditors whose counterparty has entered restructuring or insolvency.
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Restructuring advisers · supervisors and administrators
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70+ specialists in Poland
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Law · Tax · Finance · Audit
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International support
We prepare analyses and documentation, take part in negotiations and perform the functions provided for restructuring advisers in the individual proceedings. We combine legal, financial, tax and audit expertise, because the choice of the right solution depends both on the regulations and on the company's actual economic situation.
On this page
- 01What is your situation?
- 02What does restructuring advice involve?
- 03Scope of support
- 04Types of proceedings
- 05Changes in law
- 06Diagnosis and choice of solution
- 07Out-of-court negotiations
- 08Supervisor and administrator
- 09When is it worth starting to act?
- 10What does the cooperation look like?
- 11The entire business
- 12Why Russell Bedford?
- 13Team
- 14FAQ
- 15Other areas of support
- 16Contact
What is your situation?
Restructuring can and often should begin before financial liquidity is completely lost, that is, at the stage when the threat of insolvency arises. The first step is to establish what is causing the financial problems and what optimal measures can be taken at a given stage.
What does restructuring advice involve?
The choice of the type of restructuring proceeding should be preceded by an appropriate diagnosis. It must first be established whether the company's problems stem mainly from its debt structure, a temporary loss of liquidity, market changes or a permanent lack of profitability in its operations.
Relevant factors include, among others, current and projected cash flows, the structure of creditors, the nature of security, the value of assets, the profitability of the core business and the possibility of financing the company during restructuring.
On that basis, it can be assessed whether it is justified to enter into out-of-court negotiations with creditors, to open and conduct one of the restructuring proceedings, or to prepare and file a petition for the declaration of bankruptcy.
Scope of support
Advice tailored to the company's situation
Restructuring advice for companies
We analyse the company's financial, tax and legal situation, the structure of its liabilities, its cash flows and its relationships with creditors. We prepare options for action and assess their consequences for the company's continued operation.
Proceedings for approval of the arrangement (PZU)
We support entrepreneurs in preparing the proceedings, drafting arrangement proposals, organising the creditors' vote and carrying out the steps connected with approval of the arrangement.
Proceedings for approval of the arrangement allow the debtor to collect creditors' votes independently, outside court, with the involvement of the arrangement supervisor. They may be conducted if the total of disputed claims entitling creditors to vote does not exceed 15% of the total claims entitling creditors to vote on the arrangement.
Restructuring plan and satisfaction test
We prepare an individual restructuring plan based on the company's situation, the causes of its liquidity difficulties, the remedial measures envisaged and financial forecasts.
We prepare the satisfaction test, which makes it possible to compare the value of the enterprise and the expected level of satisfaction of creditors in restructuring with the outcome of their satisfaction that could be expected in a bankruptcy scenario.
Debt restructuring and negotiations with creditors
We draft arrangement proposals and a negotiation strategy, and we support entrepreneurs in talks with banks, financing institutions, suppliers and other creditors.
The talks may cover payment deadlines, repayment schedules, changes to security, the terms of further financing or other ways of adjusting liabilities to the company's capacity.
Advice for creditors
We represent creditors in restructuring or bankruptcy proceedings concerning their debtors. We analyse arrangement proposals, the satisfaction test, the security established and the possible economic effects of accepting or rejecting the proposed arrangement terms.
Bankruptcy of an entrepreneur and of a company
We analyse the premises for insolvency and the obligations concerning the filing of a bankruptcy petition. We prepare bankruptcy petitions together with the necessary documentation and support entrepreneurs and management board members at the subsequent stages of the proceedings for declaration of bankruptcy and the bankruptcy proceedings.
Four types of restructuring proceedings
The Restructuring Law provides for four types of proceedings: proceedings for approval of the arrangement, accelerated arrangement proceedings, arrangement proceedings and remedial proceedings. They differ in the extent of the court's involvement, the permissible level of disputed claims and the effect of the proceedings on the way the enterprise is managed.
| Proceedings | When they may apply | Disputed claims | Nature of the proceedings | Management of the enterprise |
|---|---|---|---|---|
| Proceedings for approval of the arrangement (PZU) | Where the debtor wants to work out an arrangement with creditors with limited court involvement | up to 15% | Creditors' votes are collected outside court with the involvement of the arrangement supervisor; the court considers the application for approval of the arrangement | As a rule, the debtor retains management, subject to restrictions under the Act |
| Accelerated arrangement proceedings | Where formal court proceedings are needed and the share of disputed claims remains limited | up to 15% | Proceedings conducted before a court, with the list of claims drawn up under a simplified procedure | As a rule, the debtor retains own management under supervision |
| Arrangement proceedings | Where concluding an arrangement is possible but the scale of disputed claims is greater | above 15% | Court proceedings involving a fuller determination of the list of claims | As a rule, the debtor retains own management under supervision |
| Remedial proceedings | Where, in addition to restructuring liabilities, more far-reaching remedial measures are needed | the 15% threshold does not determine the choice of these proceedings | They cover the conclusion of an arrangement and remedial measures | As a rule, the remedial estate is managed by the administrator |
The choice of proceedings requires a broader assessment of the situation by an experienced expert. Relevant factors include, among others, the debt structure, the security established over the debtor's assets, the number and nature of the creditors, the liquidity situation and the scope of changes needed to restore the company's ability to continue operating.
Changes in restructuring law
Regulations that matter to companies and creditors
On 23 August 2025, a significant amendment to the Restructuring Law came into force. The changes concern, among other things, the satisfaction test, the rules for treating creditors secured in rem, the rules for adopting an arrangement, the criteria for dividing creditors into groups and the criteria for assessing an arrangement.
Satisfaction test
The supervisor or administrator prepares a satisfaction test covering, among other things, a valuation of the enterprise on the assumption of continuing operations and the value of the assets in a bankruptcy scenario.
The document also presents the expected level of satisfaction of creditors in two scenarios – bankruptcy and restructuring. It is intended to enable a reliable comparison of the economic effects of the arrangement with the alternative solution.
Creditors secured in rem
The provisions lay down separate rules for creditors whose claims are secured, among other things, by a mortgage or a pledge. The amendment introduced the inclusion of such creditors in an arrangement by operation of law, while at the same time introducing special requirements for arrangement proposals addressed to such creditors.
Arrangement proposals for this category of creditors should ensure a degree of satisfaction no less favourable than in bankruptcy proceedings, unless the creditor agrees to less favourable terms. Without the creditor's consent, the proposals may also not provide for a method of satisfaction other than that resulting from the agreement establishing the security.
Protection of creditors' interests
The economic outcome of the arrangement is of greater importance when creditors assess it. The satisfaction test serves, among other things, to determine what satisfaction a creditor could obtain in restructuring and in the alternative scenario.
This allows creditors to assess arrangement proposals not only in terms of the amount of the reduction or the repayment period, but also by comparison with the possible outcome of bankruptcy proceedings.
Four-month PZU deadline
If a notice of setting the arrangement date has been published and no application for approval of the arrangement reaches the court within four months of the date of the notice, the proceedings for approval of the arrangement are discontinued by operation of law. At the same time, the effects of the notice provided for in the Act lapse.
Diagnosis and choice of solution
Choosing the appropriate procedure requires a proper analysis of the liquidity problems and the identification of opportunities to restore or improve liquidity.
What matters is not only how much the entrepreneur owes its creditors, but above all what the liquidity problems stem from and whether the operations of its business still allow it to continue functioning.
The assessment covers:
- current and projected liquidity,
- profitability of operating activities,
- the structure of liabilities and their due dates,
- disputed receivables,
- security interests over assets,
- the structure of creditors,
- the value of assets,
- ongoing enforcement proceedings and court proceedings,
- access to sources of financing,
- the company's ability to perform a future arrangement and meet its current obligations.
The results of the analysis make it possible to assess whether the problems can be resolved through negotiation or whether a formal restructuring procedure is needed, and also whether there are grounds to consider filing for bankruptcy.
Negotiations and out-of-court debt restructuring
A formal procedure does not always have to be the first step. If the company's situation and the creditors' positions allow it, debt restructuring can begin with direct negotiations.
The discussions may cover changes to payment dates, payment of debt in instalments, changes to the repayment schedule, modification of security, the terms of further financing or a partial reduction of liabilities.
The terms of the agreement should correspond to the company's projected cash flows. Deferring a repayment date does not solve the problem if the company will not be able to perform its obligations after the deferral period expires.
Supervisor and administrator
The role of the restructuring adviser depends on the type of procedure
In proceedings for approval of an arrangement, the debtor concludes an agreement with the arrangement supervisor. The supervisor participates in preparing the proceedings, verifying claims, preparing documents and the procedure for voting on the arrangement.
In accelerated arrangement proceedings and arrangement proceedings, the function of the body conducting the proceedings is performed by the court supervisor, who is appointed by the court. The debtor in principle retains management of its own affairs, although certain actions require the supervisor's consent.
In remedial proceedings, management of the remedial estate is in principle vested in the administrator. In addition to actions related to the arrangement, the proceedings may include remedial measures aimed at improving the company's economic situation.
When is it worth starting to act?
Restructuring proceedings may be conducted both in respect of an insolvent debtor and a debtor merely threatened with insolvency. One should also not wait until the ability to meet obligations is completely lost. Early detection of the possibility of a threat of insolvency can help to conduct restructuring proceedings efficiently and avoid the need to file for bankruptcy.
Signals prompting an analysis may include regular payment delays by counterparties, the risk of an unfavourable judgment or administrative decision giving rise to an obligation that we are unable to pay, growing liabilities towards suppliers or financing institutions, termination of financing, the initiation of enforcement proceedings, or a situation in which profitable operating activities do not generate sufficient funds to service existing debt.
The moment at which the management board anticipates a deterioration in liquidity in the coming months is also important. An early analysis makes it possible to compare a greater number of solutions and to prepare discussions with creditors before the problem escalates.
What does the cooperation look like?
Analysis of the situation
We review the financial and legal documentation, the structure of liabilities, the creditors, the security and the forecasts concerning further operations.
Options for action
We compare the possible solutions and their consequences: out-of-court negotiations, the appropriate restructuring procedure or a bankruptcy scenario.
Preparation of the project
We prepare the required analyses and documents, the restructuring plan, arrangement proposals or the negotiating assumptions with creditors.
Negotiations and proceedings
We conduct or support discussions with creditors and carry out the actions specific to the given type of procedure.
Implementation of the adopted solutions
The terms of restructuring should correspond to the company's capabilities also after the arrangement is concluded. Therefore, when designing a solution, we take into account its impact on future cash flows, financing and operating activities.
Restructuring requires looking at the entire business
A company's financial situation remains closely linked to its legal and tax situation. The sale of assets may have tax consequences. A change in financing terms affects cash flows. The restructuring of contracts or employment requires a legal assessment, and the terms of the arrangement must correspond to the company's financial capabilities.
Therefore, projects may require cooperation between restructuring advisers, lawyers, financial experts, tax advisers and statutory auditors.
Why Russell Bedford?
Law and finance in one project
Assessing restructuring options requires an analysis of both the legal situation and the financial data of the company. This makes it possible to prepare solutions that take into account the company's actual ability to continue operating.
Support at various stages of the case
The advisory work may begin with an analysis of the situation and negotiations with creditors, and then cover the preparation of documentation and participation in formal proceedings.
Roles in restructuring proceedings
The scope of the practice includes acting as arrangement supervisor, court supervisor, supervisor of performance of the arrangement and administrator of the remedial estate, as well as the actions specific to the given type of procedure.
Advice for creditors
We also support creditors in assessing arrangement proposals, security and the expected level of satisfaction of their claims, and we represent them in restructuring and bankruptcy proceedings concerning their debtors.
Interdisciplinary team
In restructuring projects we combine expertise in law, finance, tax and audit.
Team leading restructuring projects
Paweł Szalewicz
Attorney-at-law | Restructuring adviser at Russell Bedford Poland
Paweł Szalewicz is an attorney-at-law and a restructuring adviser. In his practice he supports domestic and foreign entrepreneurs in the areas of contract law, corporate law, transformations, divisions and M&A transactions, as well as bankruptcy and restructuring law.
He provided legal services to Polish and foreign entrepreneurs, representing them in civil and commercial court proceedings, processes of transformation of commercial companies, and insolvency and restructuring proceedings.
Specialisations
- Restructuring Law
- Insolvency Law
- Restructuring advisory
- Corporate law
- Contract law
- Company transformations
- Company divisions
- Mergers and acquisitions (M&A)
- Civil and commercial proceedings
- Insolvency proceedings
- Restructuring proceedings
- New technology law
- Personal data protection
Frequently asked questions about restructuring and insolvency
Other areas of support
TAX ADVISORY
Transfer pricing, withholding tax, audits and proceedings, and ongoing tax advisory.
Tax advisoryLEGAL ADVISORY
Succession, company reorganisations, M&A transactions, shareholders' agreements and commercial disputes.
Legal advisoryAUDIT
Audits of financial statements and assurance services.
CONTACT
Let us start with an assessment of the situation
Describe the current stage of the matter, the structure of obligations, the most important creditors and the problems the company is facing. On that basis we will determine the scope of the analysis and the appropriate way forward.
+48 22 276 61 80office@russellbedford.plThe information presented on this page is of a general nature and does not constitute legal or restructuring advice. An assessment of a specific situation requires an analysis of its individual circumstances.