The District Court in Lodz, in a verdict dated June 7, 2023, dismissed in its entirety a lawsuit seeking a declaration of invalidity or revocation of a resolution of the General Meeting of Shareholders of GRUPA LOTOS S.A. to consent to the merger of this company with one of the most important energy companies in Poland – ORLEN S.A.
The plaintiffs raised a number of alleged irregularities related to both the process of carrying out the merger itself and its economic rationale. According to the court, both the merger process and the general meeting itself, at which the contested resolution was adopted (more than 98% of shareholders voted in favor of the resolution), were carried out in compliance with all legal regulations. The verdict is not final.
Lawyers of the RKKW represented ORLEN S.A. in the dispute with its shareholders regarding the merger with GRUPA LOTOS S.A. at the stage of court proceedings. Prior to that, however, the RKKW supported both GRUPA LOTOS S.A. and ORLEN S.A. in the organization and conduct of the general meetings at which the merger resolutions were adopted, ensuring that all procedures and the rights of all participating shareholders were respected.
“The judgment clearly indicate the importance of proper preparation and professional conduct of the company’s general meetings,” indicated attorney-at-law Łukasz Sieczka – Partner of RKKW.
In the case, ORLEN S.A. was represented, among others, by attorney-at-law Łukasz Sieczka – Partner of RKKW and advocate Katarzyna Sieliwonik, under the direction of attorney-at-law Radosław Kwaśnicki (Senior Partner).
