Choosing legal support for a firm starts with establishing what kind of problem has to be solved, and only then — who has the authority to deal with it. In Poland legal advice can be given by many people, but only certain professions of public trust can represent a firm in full before a court or an office. Below we explain the differences between them, how to verify a lawyer and what a legal-services contract should contain.
Who is who: lawyer, legal counsel, advocate, tax adviser
| Profession | Powers | When to choose |
|---|---|---|
| Lawyer (master's degree in law without apprenticeship) | advice, draft contracts, organisational help; without professional attorney status in court | simple documents, registrations, day-to-day questions |
| Legal counsel (radca prawny) | advice, opinions, representation before courts and offices, including defence in criminal cases (outside an employment relationship) | firm support, disputes, commercial contracts, labour law |
| Advocate (adwokat) | scope similar to legal counsel | court disputes, criminal and commercial cases |
| Tax adviser | advisory and representation in tax matters, including before administrative courts | tax inspections, interpretations, disputes with the tax office |
| Notary | acts requiring a notarial deed; acts impartially, does not represent one side | articles of association as a deed, real estate, certifications |
The Act on Legal Counsels provides that a legal counsel's assistance covers advice, opinions, drafts of legal acts and appearing before offices and courts as attorney or defence lawyer. The differences between a legal counsel and an advocate are today mainly historical — in firm matters both groups work on a similar scope.
Guarantees given by the professions of public trust
- Professional secrecy — a legal counsel must keep secret everything learned in connection with legal assistance, and this obligation does not expire with time.
- Mandatory civil liability insurance — damage caused by a professional error is covered by the policy.
- Disciplinary liability — supervision by the professional self-government and rules of ethics.
- Procedural powers — legal counsels, advocates, tax advisers and patent attorneys can themselves certify the copy of a power of attorney in administrative court proceedings, which shortens the formalities.
A lawyer without professional authorisations can be a good choice for simple tasks, but it is worth checking whether they have insurance and what their liability for error looks like.
How to check a lawyer before signing the contract
- Verify the entry on the list in the official register of the self-government (of legal counsels, advocates or tax advisers) — by first name, surname and chamber.
- Ask about experience in a specific area: company law, labour law, legalisation of stay, taxes — rarely does one person know all of them well.
- Ask for a sample scope of service and a written quote.
- Determine who will actually handle the case and in what language communication will take place — important for foreigners.
- Check availability: response time, contact channels, cover during holiday.
Fee models and what should be in the contract
Remuneration for legal assistance is agreed in the contract. In practice there are three models: an hourly rate, a monthly flat rate for ongoing support, and a price for a specific task (e.g. a contract draft, company registration). In court disputes a success bonus sometimes applies.
A legal-services contract should set out:
- the scope of services and what is outside it (e.g. court representation charged separately);
- the method of settlement and the hour limit in the flat rate;
- response times for queries;
- rules for the handover of documents and data protection;
- the notice period.
Note that filing a power of attorney in an administrative or court matter is, as a rule, subject to stamp duty; the Act exempts, among others, powers granted to a spouse, ascendants, descendants and siblings.
Example: how to match support to the firm's needs
Mr Marek runs a sp. z o.o. with four employees and plans to admit a partner. He needs: a change of the articles of association and an entry in KRS, a shareholders' agreement, updates of employment contracts and advice on how to settle the contribution of shares. A sensible split looks as follows:
- legal counsel or advocate — shareholders' agreement and corporate changes;
- notary — notarial deed if required;
- tax adviser or accounting office — tax effects;
- HR — annexes and employee documentation.
Before such a transaction, it is worth considering a legal audit, and for contracts with counterparties — check the key elements of a B2B contract.
Ongoing support or a one-off consultation
A one-off consultation works when the problem is closed: one contract has to be reviewed, a reply to an office letter prepared or the terms of a lease checked. Ongoing support makes sense when the firm regularly concludes contracts, hires people, pursues debt collection or works in a regulated industry. The lawyer then already knows the documents and the structure of the firm, so you do not have to pay each time to bring them up to speed.
For foreigners running a business in Poland, familiarity with legalisation procedures also matters. A change of the firm's legal form, of a function on the management board or of the amount of remuneration may affect the residence permit, so corporate decisions are best consulted with someone who sees both areas at the same time.
Warning signs
- a guarantee of winning the dispute;
- no written contract and no invoice;
- refusal to give the entry number or chamber;
- taking on every case regardless of specialisation;
- time pressure when signing documents.
How Good Balance can help
At Good Balance we combine legal support with accounting, so we look at firm matters simultaneously from the legal and tax angles. We hold legal consultations for entrepreneurs and foreigners, and prepare and review contracts as part of our contract drafting service.