A Kraków-based distribution company misses a single quarterly payment. Within weeks, creditors begin pressing for enforcement. The board knows the business is viable – but standard restructuring feels slow, expensive, and uncertain. That hesitation can be fatal. Polish restructuring law offers a faster route: simplified arrangement proceedings (uproszczone postępowanie o zatwierdzenie układu, UPZU), designed precisely for companies that need protection now, not in six months.

Simplified arrangement proceedings allow a debtor company to propose and vote on an arrangement with creditors without immediate court supervision, under the protection of a court-appointed arrangement supervisor. The procedure is governed by Polish restructuring legislation and can be initiated within days of appointing a licensed restructuring advisor. Crucially, the moratorium on enforcement that accompanies the process lasts up to four months – giving the board time to negotiate without assets being seized.

This alert explains what UPZU is, who qualifies, and what the board must do immediately to preserve the option before it closes.

What makes simplified arrangement proceedings different?

UPZU sits at the fastest end of Poland's four-track restructuring framework. Standard arrangement proceedings require court approval before any creditor vote. UPZU does not. The debtor appoints a licensed restructuring advisor – registered with the National Court Register (KRS) and supervised by the Ministry of Justice – who acts as arrangement supervisor (nadzorca układu). That appointment triggers the process immediately, without a court filing.

The enforcement moratorium begins once the arrangement supervisor publishes a notice in the National Restructuring Register (Krajowy Rejestr Zadłużonych, KRZ). From that moment, individual creditor enforcement is suspended. The moratorium runs for up to four months. If the arrangement vote is not completed within that window, the protection lapses – and creditors may resume enforcement the following day.

Three features distinguish UPZU from other Polish restructuring tracks:

  • No court hearing required to open proceedings
  • Arrangement supervisor appointed directly by the debtor
  • Creditor vote conducted outside court, supervised by the advisor

The speed advantage is real. A company in Mazowieckie can move from first instruction to moratorium in under two weeks (autumn 2025 experience). That window matters when a creditor has already filed for enforcement or when a key contract contains an insolvency trigger clause.

Who qualifies – and when does the option close?

UPZU is available to any debtor whose total disputed claims do not exceed 15 percent of total liabilities. This threshold is the critical gateway. A company with PLN 10 million in total debt may use UPZU only if disputed claims stay below PLN 1.5 million. Exceeding that figure pushes the case toward standard arrangement proceedings or, in the worst case, insolvency.

The board must also assess the insolvency test. Polish insolvency law defines insolvency as either inability to meet obligations as they fall due (liquidity test) or total liabilities exceeding assets for more than 24 months (balance-sheet test). Once insolvency is established, the board has 30 days to file – either for insolvency or for restructuring. Missing that 30-day deadline triggers personal liability of directors for unsatisfied company obligations. That liability is not capped. It does not disappear when the company is later rescued.

Two scenarios close the UPZU option permanently. First, if a creditor obtains a court order opening insolvency proceedings before the arrangement supervisor publishes in the KRZ, UPZU is blocked. Second, if the four-month moratorium expires without a completed vote, the debtor cannot simply restart UPZU – the court will likely redirect the case to standard proceedings. Both outcomes are irreversible.

We secured approval of an arrangement protecting over PLN 3 million in supplier claims for a logistics operator in Silesia (winter 2025). Early appointment of the arrangement supervisor – before any enforcement order was issued – was the decisive factor.

What must the board do now?

Speed determines whether UPZU remains available. The board's immediate priorities fall into three areas: documentation, advisor appointment, and creditor mapping.

Documentation must be prepared before the arrangement supervisor can publish in the KRZ. Polish restructuring legislation requires a current list of creditors, a preliminary arrangement proposal, and a liquidity forecast covering at least three months. Gaps in any of these delay publication – and the moratorium does not begin until publication occurs.

What to prepare before appointing the arrangement supervisor:

  • Full creditor list with claim amounts and dispute status
  • Three-month cash-flow forecast
  • Draft arrangement proposal with proposed haircut or deferral terms
  • Board resolution authorising the appointment
  • Confirmation that disputed claims remain below the 15 percent threshold

Creditor mapping is often underestimated. A creditor holding more than 50 percent of total claims can block the arrangement vote regardless of other creditors' support. Identifying that creditor early – and engaging them before the vote – is not optional. It is the difference between a confirmed arrangement and a failed process that forfeits the moratorium protection entirely.

For companies with cross-border exposure, the interaction between UPZU and foreign enforcement proceedings adds complexity. Creditors based outside Poland may not be automatically bound by the KRZ moratorium. Our analysis of cross-border insolvency involving Poland and Ukraine and cross-border insolvency involving Poland and Hungary sets out how parallel proceedings interact and where additional protective steps are needed.

Operational liabilities also deserve attention. If the company holds a significant office lease, restructuring changes the landlord's position. Our review of office lease review key points for Poland tenants identifies which clauses become critical once restructuring proceedings are opened.

The board should act before a creditor acts first. Once enforcement is underway, the cost and complexity of UPZU increase sharply – and the 30-day insolvency filing deadline may already be running.

Your company's specific situation determines whether UPZU remains open or whether a different restructuring track is already required. Delay forfeits the moratorium and may trigger personal board liability that cannot be reversed. To receive an expert assessment of your restructuring options, contact info@kordeckipartners.com.

Frequently asked questions

Q: How long does simplified arrangement proceedings take from start to arrangement confirmation?

A: The moratorium begins within days of the arrangement supervisor publishing in the National Restructuring Register. The creditor vote must be completed within four months of that publication. In straightforward cases with cooperative creditors, confirmation can be achieved in six to ten weeks from the initial appointment.

Q: Is it a misconception that UPZU is only for small companies?

A: Yes. Polish restructuring legislation sets no upper limit on company size or total debt for UPZU eligibility. The only financial threshold is the 15 percent cap on disputed claims. Large companies with complex debt structures have used UPZU successfully, provided disputed claims remain within that limit.

Q: What happens to board members if the company enters insolvency instead of restructuring?

A: Under Polish insolvency law, board members who fail to file for insolvency within 30 days of the insolvency trigger face personal liability for the full amount of unsatisfied creditor claims. This liability applies even if the board later cooperates fully with insolvency proceedings. Early restructuring action is the only reliable way to avoid it.

About KORDECKI & Partners

KORDECKI & Partners is a law firm based in Warsaw and Krakow, advising business clients across 30 jurisdictions. Our team combines expertise in Polish and international law with a practical approach to restructuring, insolvency, and white-collar defence. We work with Polish entrepreneurs, foreign investors, and in-house legal teams. To discuss your situation, contact info@kordeckipartners.com.

Disclaimer: This publication is provided for informational purposes only and does not constitute legal advice. The information herein should not be relied upon as a substitute for professional legal counsel tailored to your specific circumstances. KORDECKI & Partners assumes no liability for actions taken or not taken based on the contents of this material. For advice regarding your particular situation, please contact info@kordeckipartners.com.