The art of the deal? Liability begins when artistry fails: Criminal and civil liability in M&A transactions


01 - 03 October 2020

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Kraków, the historic capital city of Poland is one of the most dynamically developing cities in Europe. Many foreign investors are expanding their businesses through acquisitions in the Royal City. Business is booming. However, as always, risks and disputes can ensue. The M&A Commission and the Commercial Fraud Commission invite you to a joint seminar on the legal consequences of making false, incomplete or inaccurate representations and warranties in M&A contracts (share or assets deals).

We will discuss the legal claims that the buyer and the seller may bring to the table. Different jurisdictions offer various claims and remedies: compensation, termination of the agreement, price reduction based on the warranty regime etc. The litigators will share their post-closing dispute experiences and will discuss with the transactional lawyers the best practices in negotiation and drafting M&A contract clauses in view of possible future claims. A part of the seminar will be dedicated to litigation and arbitration proceedings as well as interim protective measures.

The commercial fraud panellists will discuss best practices for investigations during the due diligence audit. They will share their experiences on how buyers are protected by a proper investigation and how forensic tools may contribute to a high-quality audit and detect potential frauds, schemes and irregularities. Transactional lawyers will have a unique opportunity to learn from commercial fraud specialists, specifically about the most important aspects of the pre-signing stage from the criminal perspective. They will explore the criminal liability of natural persons making false or inaccurate representations and will present the criminal consequences for the companies of a breach of representations and warranties.

 We will also discuss how innovative legal tech tools influence our practice and impact the professional secrecy and liability. See you in Kraków

AIJA Commissions

  • Commercial Fraud
  • Corporate and M&A

Full programme

M&A fall seminar

Thursday 01 October 2020

18:00 » 19:00
Registration at the Hotel Stary
address: ul. Szczepańska 5, 31-011 Kraków
19:00 » 20:30
Welcome cocktail
20:30 » 22:30
Optional dinner and clubbing

Friday 02 October 2020

08:00 » 09:00
Registration at the Hotel Stary
address: ul. Szczepańska 5, 31-011 Kraków
09:00 » 09:15
Introduction to the Seminar by AIJA President
09:15 » 10:30
Panel 1: Improve your due diligence question list. Find out what is hidden – Forensic perspective
10:30 » 11:00
Coffee break
11:00 » 12:30
Panel 2: Challenges related to creation and use of LegalTech for due diligence purposes
12:30 » 14:00
14:00 » 15:15
Panel 3: Drafting and negotiating R&W and liability clauses. Listen to those who tested them
15:15 » 15:45
Coffee break
15:45 » 17:00
Panel 4: Target's perspective. What is expected from directors of the Target and what directors of the Target expect in course of the transaction?
20:00 » 22:00
Dinner and clubbing

Saturday 03 October 2020

08:30 » 09:30
Registration at the Hotel Stary
address: ul. Szczepańska 5, 31-011 Kraków
09:30 » 10:45
Panel 5: … para bellum: Claims under the SPA, tort law and criminal law
10:45 » 11:15
Coffee break
11:45 » 13:00
Panel 6: ‘No Time to Die’: How to conduct an internal investigation and boost your fact-finding for effective prosecution and litigation relating to the breaches of R&W
13:00 » 14:00
15:00 » 17:00
Optional activity
20:00 » 22:00
Optional dinner




Become a sponsor

If you are interested in becoming a sponsor, please fill out the form*.
You can download the sponsorship brochure after submitting this form.


* Filling out this form does not obligate you to become a sponsor.

* compulsory

Practical information


Please book your room at Hotel Stary by sending them an email and mentioning AIJA prior to 3 September 2020.

Hotel address: ul. Szczepańska 5, 31-011 Kraków

Room rates: 720 PLN (+/- 170€) / single room (breakfast not included)


AIJA Registration Cancellation Policy

Up to 6 weeks before the event: Refund of 100% of the registration fees paid
deducted by an administrative fee of 50 EUR

Up to 2 weeks before the event: Refund of 50% of the registration fee paid
deducted by an administrative fee of 50 EUR 

Less than 2 week before the event: No refund

Organising Committee

Adamczyk, Liber & Współpracownicy (POLAND)

Nicolas HERREN
Pestalozzi Attorneys at Law Ltd (SWITZERLAND)

Krzysztof PAWLAK
Schoenherr Stangl sp.k. (POLAND)

Sołtysiński Kawecki & Szlęzak Kancelaria Radców Prawnych i Adwokatów Spółka Komandytowa (POLAND)

Pierre-Yves SAMSON
Soffal (FRANCE)

Dominik WAGNER
TIGGES Rechtsanwälte (GERMANY)