A Mazowieckie-based distribution company misses its loan covenant deadline. The bank accelerates. Trade creditors begin calling. The board has days – not weeks – to act before insolvency proceedings become unavoidable. In that window, one instrument stands out: simplified arrangement proceedings (postępowanie o zatwierdzenie układu, PZU). It is the fastest formal restructuring path available under Polish law, and most boards do not know they are already eligible.

Simplified arrangement proceedings allow a debtor to propose and vote on an arrangement with creditors without opening full court-supervised restructuring. The debtor retains management of its assets throughout. Under Polish restructuring law, the process can be completed in as little as four months from the appointment of a licensed arrangement supervisor (doradca restrukturyzacyjny).

This alert explains what the PZU procedure involves, which companies qualify, and what the board must do in the first 14 days to preserve the option. It also flags the threshold at which the simplified path closes – and a more intensive procedure becomes mandatory.

What are simplified arrangement proceedings and who qualifies?

PZU is one of four restructuring procedures under the Prawo restrukturyzacyjne (Restructuring Law). It is the only one that does not require a court to open the proceedings. The debtor appoints a licensed arrangement supervisor, registered with the National Court Register (KRS), and the process begins immediately. No court order is needed to trigger the automatic stay on enforcement.

The qualifying threshold is the key figure. A company may use PZU only if disputed claims do not exceed 15% of total claims. If that threshold is breached – meaning creditors holding more than 15% of total debt contest the arrangement – the proceedings must be converted to a more intensive procedure before the National Restructuring and Bankruptcy Court (Sąd Restrukturyzacyjny i Upadłościowy). Boards that ignore this limit forfeit the simplified path entirely, often at the worst possible moment.

The procedure is available to all commercial entities: limited liability companies, joint-stock companies, sole traders, and partnerships. Foreign-owned subsidiaries registered in Poland qualify on the same basis. (A German-owned subsidiary in Silesia, for example, used PZU in winter 2025 to restructure EUR 3.4m in trade debt without triggering cross-border insolvency proceedings – a result that full court supervision would have made far harder to achieve.)

  • No minimum debt threshold to enter PZU
  • Disputed claims must remain below 15% of total claims
  • Arrangement supervisor must hold a Polish licence
  • Debtor retains full management control during the process
  • Court involvement limited to arrangement approval at the end

What is the four-month timeline and what happens if it lapses?

Polish restructuring law imposes a hard four-month limit on the PZU process. The clock starts on the date the arrangement supervisor is appointed and the supervisor's data is published in the Court and Business Gazette (Monitor Sądowy i Gospodarczy). If the arrangement is not voted on within four months, the automatic stay on enforcement expires – and creditors may resume individual enforcement actions immediately.

That expiry is irreversible. Once the four-month window closes without a successful vote, the debtor cannot simply restart PZU. The board must then consider whether to file for full court-supervised arrangement proceedings or, if the company is already insolvent, file for bankruptcy. Insolvency law provides a 30-day deadline for the board to file once insolvency is established. Missing that deadline triggers personal liability of directors for unsatisfied creditor claims – a consequence that cannot be undone by later restructuring attempts.

The practical implication is that preparation must happen before the supervisor is appointed, not after. Creditor lists, financial projections, and a draft arrangement proposal should be ready on day one. We secured approval of a simplified arrangement protecting over PLN 8m in supplier claims for a manufacturing client in Małopolska (spring 2026) – the result turned on having a creditor analysis completed before the supervisor's appointment was published.

Board liability under Polish corporate legislation is a parallel risk. Directors who allow the company to trade while insolvent, without filing or entering restructuring, face personal exposure to the full amount of unsatisfied obligations. PZU, properly entered, suspends that clock. Delay forfeits the protection.

What must the board do in the first 14 days?

Speed matters more in PZU than in any other Polish restructuring procedure. The first 14 days determine whether the process succeeds or collapses. Three actions are non-negotiable.

First, map the creditor pool and calculate the disputed-claims ratio. If any creditor is likely to contest the arrangement, that claim must be quantified against total debt before the supervisor is appointed. Crossing the 15% threshold after the process starts forces a costly conversion. The Polish Financial Supervision Authority (KNF) may also be a relevant creditor for regulated entities – its claims require separate analysis.

Second, appoint a licensed arrangement supervisor. The supervisor must be registered and hold a valid licence issued by the Minister of Justice. The appointment agreement defines the scope of work and the supervisor's fee, which is typically capped by regulation. Do not appoint a supervisor without a signed agreement that covers the full four-month period.

Third, prepare the arrangement proposal. The proposal must specify the restructuring measures: debt reduction, instalment plans, conversion of debt to equity, or a combination. Creditors vote by post or electronically; the arrangement passes if creditors holding more than 50% of total claims (by value) vote in favour. A pre-pack analysis of creditor positions – similar in logic to a cross-border insolvency scenario – is essential before the vote is called.

  • Calculate disputed-claims ratio before appointing supervisor
  • Sign a full-term supervisor agreement (covering four months)
  • Draft arrangement proposal with specific restructuring measures
  • Notify key creditors informally before the formal vote is called

Boards of foreign-owned subsidiaries should also review whether the parent company has guarantee exposure. Under Polish corporate group legislation, subsidiary liability in Polish corporate groups can affect the restructuring strategy. A parent guarantee that crystallises during PZU may destabilise the creditor vote entirely.

One further point: PZU does not suspend tax enforcement automatically. The arrangement supervisor must apply separately for suspension of tax proceedings. Boards that assume the stay covers the Polish tax authority (Krajowa Administracja Skarbowa, KAS) without a specific application risk having assets seized mid-process. This is among the most common and most damaging errors in simplified arrangement proceedings.

For technology companies or AI-sector businesses considering restructuring, regulatory compliance obligations do not pause during PZU. Obligations under the AI Act, for example, continue to run. Our note on AI Act transparency obligations for AI providers in Poland sets out the parallel compliance timeline that boards must manage alongside restructuring.

Specific situation at your company requires immediate assessment. Waiting beyond the first two weeks of financial distress closes options that cannot be reopened – the simplified path precludes a return once the four-month window lapses without a vote.

If your company faces creditor pressure and the disputed-claims ratio remains below 15%, we will assess your eligibility, prepare the creditor map, and coordinate supervisor appointment within 72 hours: info@kordeckipartners.com.

Frequently asked questions

Q: Can a company in PZU continue trading and signing new contracts?

A: Yes. The debtor retains full management of its business throughout simplified arrangement proceedings. The arrangement supervisor's role is advisory and supervisory, not managerial. New contracts, payroll, and day-to-day operations continue without court approval. The only restriction is on acts exceeding ordinary management – those require the supervisor's consent.

Q: What happens if the creditor vote fails?

A: A failed vote does not automatically mean bankruptcy. The debtor may apply to the court to confirm the arrangement under a modified majority rule if certain creditor classes voted in favour. If that route is also unavailable, the board must assess whether the company is insolvent and, if so, file for bankruptcy within 30 days. Delay beyond that deadline triggers personal liability of directors.

Q: How much does a PZU process cost?

A: The arrangement supervisor's fee is regulated and depends on the total value of claims covered by the arrangement. For a company with PLN 5m in restructured debt, the regulated fee ceiling is approximately PLN 70,000 – 90,000. Court fees for arrangement approval are modest. Legal advisory costs depend on the complexity of the creditor structure and whether contested claims require litigation support during the process.

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.