A Mazowieckie-based distribution company was losing key suppliers. Payment terms had tightened to cash-on-delivery. The bank had flagged a covenant breach. Directors knew insolvency was weeks away – yet they had not filed. The question was not whether to act, but how fast.

Simplified arrangement proceedings (postępowanie o zatwierdzenie układu, PSU) allow a Polish company to restructure its debts without immediate court supervision, completing the core process in as little as four months. The debtor retains management control throughout. Under Polish restructuring law, the arrangement supervisor is appointed privately, which removes the main bottleneck of court-administered openings. A protection period of up to four months shields assets from enforcement while the arrangement is negotiated.

This case study traces how one company used PSU to avoid bankruptcy, protect its directors from personal liability, and preserve 140 jobs. The four sections below cover background, strategy, process, and the lessons that transfer to any Polish restructuring.

What made simplified arrangement proceedings the right choice?

PSU suited this client for three reasons. First, the company's debt was concentrated – four creditors held over 60 percent of total claims. Second, management wanted to stay in control. Third, speed was essential: every week without protection increased the risk of a winding-up petition from the largest trade creditor.

The Krajowy Rejestr Sądowy (National Court Register, KRS) confirmed no prior restructuring had been opened. That mattered. Polish restructuring law bars a company from opening PSU if another restructuring or bankruptcy proceeding is already pending. The KRS check took one day.

The alternative was przyspieszone postępowanie układowe (accelerated arrangement proceedings), which requires court involvement from day one. That route adds four to six weeks to the opening phase alone. For a company facing imminent enforcement, those weeks are not available. PSU eliminated that delay by allowing private appointment of the arrangement supervisor (nadzorca układu) without a court order.

Board liability was a live concern. Under Polish corporate legislation, directors who fail to file for insolvency in time risk personal liability for the company's unsatisfied obligations. PSU, once opened, suspends that obligation and provides a statutory defence – but only if the filing is made correctly and within the protection window. The directors had roughly three weeks of safe runway left.

How was the strategy built around the four-month window?

The arrangement supervisor was appointed within 48 hours of instruction. That single step started the clock on the four-month protection period and simultaneously froze enforcement proceedings against the company's main warehouse asset in Mazowieckie. No court order was needed. The debtor notified the Krajowy Rejestr Zadłużonych (National Debt Register, KRZ) the same day.

We secured a creditor agreement covering claims exceeding PLN 8m for a distribution client in Mazowieckie (spring 2026). The arrangement offered a 40 percent haircut on unsecured trade claims, with the remainder paid over 36 months. The bank – a secured creditor – received full principal, restructured over 48 months at a reduced margin.

The strategy had three pillars:

  • Separate creditor classes to isolate the bank from trade creditors
  • Offer trade creditors a faster first payment (within 60 days of arrangement approval) in exchange for the haircut
  • Retain the arrangement supervisor as a communication channel to the two most hostile creditors

Creditor class separation is often misunderstood. Many advisers treat all unsecured creditors as one class. Here, we split them into two: suppliers with ongoing commercial relationships and a single financial creditor holding a subordinated loan. That split changed the voting arithmetic entirely. Each class votes separately, and approval requires a majority in each class – but the thresholds become easier to meet when classes are defined precisely.

To receive an expert assessment of your restructuring options under Polish law, contact info@kordeckipartners.com.

What did the process look like in practice?

Week one: supervisor appointed, KRZ notification filed, enforcement freeze confirmed. The company's bank account remained operational – a critical difference from bankruptcy, where accounts are typically frozen within days of the court order.

Weeks two through six: the supervisor prepared the arrangement plan (propozycje układowe) and the restructuring plan (plan restrukturyzacyjny). Polish restructuring law requires both documents before creditor voting can begin. The restructuring plan must include a viability analysis covering at least 36 months. Preparing that analysis took three weeks because the company's management accounts were incomplete for two prior quarters.

Week seven: creditor vote. The arrangement passed with 78 percent of total claims in favour – above the statutory threshold of a majority by value and number within each class. The hostile financial creditor voted against, but it sat in a separate class and was outvoted within that class.

Weeks eight through sixteen: the supervisor filed for court approval of the arrangement. The Sąd Rejonowy (District Court) approved it in week fourteen. Two creditors filed objections. Both were dismissed. The company exited PSU with a binding arrangement, a clean KRZ record, and no insolvency mark on the KRS filing.

For context on how Polish insolvency intersects with cross-border matters, see our analysis of cross-border insolvency involving Poland and Ukraine.

What lessons transfer to other Polish restructurings?

Three lessons stand out. Each applies regardless of industry or company size.

First: timing determines the tool. PSU is available only when the company is insolvent or threatened with insolvency – but not yet subject to a pending bankruptcy petition. A petition filed by even one creditor closes the PSU route permanently. That consequence is irreversible. Directors who wait for a court summons before acting will find PSU unavailable. The four-month window does not restart.

Second: creditor class design is a strategic decision, not an administrative one. The difference between one class and two classes can mean the difference between a failed vote and an approved arrangement. This requires legal analysis before the supervisor is appointed, not after the vote fails.

What to prepare before opening PSU:

  • Updated creditor list with claim amounts and security interests
  • Management accounts for the last 12 months
  • Draft viability analysis covering 36 months
  • Identification of creditor classes and voting thresholds
  • Confirmation that no bankruptcy petition is pending at the KRS or KRZ

Third: the arrangement supervisor is not a passive monitor. In this matter, the supervisor's direct conversations with two creditors in weeks three and four shifted both from "likely no" to abstention. An abstention counts as a non-vote, not a rejection. Choosing a supervisor with creditor-side relationships in the relevant industry is a material factor.

For companies choosing between legal structures before distress becomes acute, our guide on sp. z o.o. vs SA – decision matrix for Poland investors addresses structural choices that affect restructuring options later. Directors facing personal exposure should also review our analysis of board liability for tax arrears under Polish law, which covers the personal liability framework that PSU is designed to interrupt.

Specific facts of your company's situation require tailored analysis. Waiting until a bankruptcy petition is filed forfeits the PSU option permanently.

For a tailored strategy on simplified arrangement proceedings, reach out to info@kordeckipartners.com.

Frequently asked questions

Q: How long does simplified arrangement proceedings actually take from appointment of supervisor to court approval?

A: The protection period runs for up to four months from the day the arrangement supervisor is appointed and the KRZ notification is filed. Court approval of the arrangement typically adds four to eight weeks on top of that. In straightforward cases with cooperative creditors, the entire process – from supervisor appointment to binding arrangement – can close in under six months. Contested objections extend that timeline.

Q: Can a company in PSU continue trading and paying suppliers normally?

A: Yes. PSU does not suspend the company's legal capacity to trade. The debtor continues operating under management's control. Obligations arising after the PSU opening date are paid in full as they fall due – they are not subject to the arrangement. Only pre-opening debts are restructured. This is a common misconception: many directors assume PSU freezes all payments, but it does not.

Q: What happens to board liability once PSU is opened?

A: Opening PSU suspends the obligation to file for bankruptcy and provides directors with a statutory defence against personal liability claims arising from the insolvency period. However, the defence applies only if the PSU was opened before the company exceeded the statutory filing deadline – generally 30 days from the date insolvency was first established. Directors who open PSU after that window may still face personal liability for the gap period. White-collar defence considerations also arise if creditors allege preferential payments made before the opening.

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.