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Resolving a Corporate Conflict Between Shareholders of a Sp. z o.o. in Poland

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Chumakova Natalia
Lawyer
Poland / Warshawa
Chumakova Natalia

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Publication date: 10.05.2025

My name is Natalia Chumakova. I am a lawyer and legal consultant with over 20 years of experience in business legal support. I specialize in corporate, tax, and international law. I support M&A transactions, advise on company formation, investments, pre-trial debt recovery, and structuring cross-border operations. I work with businesses in Poland, Ukraine, and other EU countries. I provide legal assistance to both entrepreneurs and individuals. Personal slogan: Complex cases are my specialty.

Resolving Corporate Conflicts Between LLC Co-Founders in Poland

Conflicts between co-founders of a limited liability company (sp. z o.o.) in Poland can completely paralyze the company’s operations and lead to loss of control over the business. I specialize in resolving complex corporate disputes that require not only legal precision but also a strategic approach and the ability to act effectively in conflict situations.

My goal is to restore a fair balance, protect rights, and regain control of the company through effective legal actions — focusing on out-of-court solutions that help avoid lengthy court proceedings.

 

What Does the Conflict Resolution Process Look Like?

  1. Situation audit and document analysis. I review the company’s articles of association, resolutions, KRS records, and correspondence between co-founders. I assess the real distribution of powers and possible abuses.
  2. Development of an action strategy. I identify available legal tools — changing management, convening co-founders’ meetings, and actions to protect the client’s interests.
  3. Representation and strategy implementation. I file applications with the KRS and courts, communicate with banks and contractors, and participate in negotiations and voting.
  4. Stabilizing the company situation. I assist with appointing reliable management, updating registry data, and protecting the client’s interests in the future.

 

Example of a Successful Case

Situation: A co-founder holding a 25% stake in a Polish LLC was completely excluded from information, access to bank accounts, and management participation. The other co-founder took full control, ignoring the provisions of the articles of association.

Actions taken:

  • Thorough audit of corporate documentation and internal procedures.
  • Preparation of documents to convene meetings and change management.
  • Submission of urgent applications to the KRS and correspondence with banks.
  • Appointment of new, neutral management according to the articles and the Commercial Companies Code.

Result: Full restoration of the co-founder’s rights. The company continues its operations under the management appointed by the client. A court dispute was avoided.

 

What Do I Offer?

  • Legal Security
    . All actions comply with the provisions of the Commercial Companies Code and corporate ethics principles. I do not use risky or aggressive methods.
  • Individual Strategy. 
    I analyze each case separately. I select actions based on the balance of power, the nature of the conflict, and client expectations.
  • Priority on Out-of-Court Solutions. 
    I act quickly and efficiently, avoiding costly court proceedings whenever possible.
  • Transparent Cooperation Terms. 
    Pre-agreed fixed fees or flexible hourly billing. No hidden costs or unnecessary bureaucracy.
  • Comprehensive Legal Support. 
    I accompany the client at every stage — from initial analysis to implementing changes in the KRS and restoring positions in the company.

 

Why Trust Me to Resolve Your Conflict?

  • Over 8 years of experience in disputes between LLC co-founders in Poland
  • Fluent knowledge of the Commercial Companies Code and court practice
  • High efficiency of out-of-court actions
  • Prompt response and confidentiality
  • Clear communication and regular updates on the case progress

 

Summary

If you feel you have lost control over your LLC or another co-founder is blocking your actions — don’t hesitate. The sooner you act, the higher the chances of restoring balance and protecting your interests. Contact me to discuss a plan of action.

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Resolving conflicts between co-founders is not only a matter of law but also the ability to act strategically in a complex environment. I combine legal knowledge with negotiation experience to protect the interests

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