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Gessel Successful for PZ Cormay SA in Challenge to Corporate Resolutions

Gessel Successful for PZ Cormay SA in Challenge to Corporate Resolutions

Poland
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Gessel is announcing that it successfully represented PZ Cormay SA in a case involving resolutions adopted at the company’s August 26, 2014 Extraordinary General Meeting.

The party bringing the claim alleged that the resolutions in question were adopted consequent to an agreement by some of the financial shareholders to act in concert and that the resolutions ran contrary to established customs of fair dealing and to the interests of the company and its shareholders.

In a judgement of November 21, 2016, the Circuit Court in Warsaw dismissed the claim, stating that the resolutions concerning changes to PZ Cormay's governing bodies had been duly adopted. In particular, the Circuit Court agreed with the position taken by Gessel that there was no basis for finding that the shareholders were acting in concert – even on an ad hoc basis. According to Gessel, "this ruling by the Circuit Court not only concludes a corporate dispute of two years’ running, but also lays down a milestone in Polish judicial authority concerning relevant agreements in the context of capital markets law."

The case was handled by Gessel attorney Maria Dudzinska, with input by Partners Malgorzata Badowska and Leszek Koziorowski and Of Counsel Tomasz Dragowski.