A few months ago, we wrote about the pros and cons of an initial public offering (IPO ). This time, we'll briefly describe the steps a company must or should take after deciding to list its shares on the stock market for the first time.

The market is currently more cautious about stock market debuts than it was a decade or so ago, so a company's offering must be exceptionally well-thought-out and well-developed. A successful IPO requires, above all, a shift in thinking about the company, its internal processes, and its organization. Market observations show that the best debuts are achieved by companies that adapt their structure over several years, treating the IPO as a process of overall transformation.

The first and very important step for the subsequent stages, which will influence this several-to-a-dozen-month process, should be the creation of a transparent and realistic work schedule and IPO plan.

A complete and realistic schedule, describing all key steps, will allow you to identify any potential problems well in advance, which can then be resolved at an early stage, thus reducing the risk and scale of delays and errors.

The second step will be to adapt the legal form to that required by law. Only a joint-stock company can become a public company, so any other legal form requires conversion.

The next step will be for the General Meeting to adopt resolutions, including those adapting the company's articles of association to the requirements imposed on public companies (including the composition of the supervisory board), on issuing securities through a public offering, on applying for the admission of securities to trading on a regulated market, on dematerialization, and, in the case of a new share issue, on increasing the share capital. It is advisable for the company to be assisted at this stage by a legal advisor, as well as an Authorized Advisor, to support the company throughout the process.

Next, the company must conduct Due Diligence – a thorough legal, financial, and commercial analysis of the company is a crucial element of the entire process. A thorough and complete due diligence process will, among other things, allow investors to make informed decisions about investing in the company's shares. The company will also be able to identify risks related to its operations, which should then be included in the prospectus.

In the meantime, the company should select advisors, depending on the nature of the IPO, these may include: an Authorised Advisor, a Brokerage House, an Auditor, an Offer Manager, a legal advisor preparing the prospectus, or a PR/IR advisor.

The next step will be to prepare the prospectus. This is the most important document of the entire IPO, describing as comprehensively as possible all information about the company, the securities being offered, the risk factors that may affect the company and its share valuation, and future and development plans.

Once the prospectus is prepared, it is submitted to the Polish Financial Supervision Authority for approval. Once approved by the Polish Financial Supervision Authority, it is valid for the next 12 months. Based on this prospectus, the company conducts a public offering of securities and then applies for admission and introduction of the securities to trading.

An application is then submitted to the National Depository for Securities (KDPW) for registration of the shares covered by the public offering in the depository. These shares are then dematerialized.

The next step is to determine the offering price range. After the offering is completed, the company submits an application to the WSE Management Board for the admission and introduction of its shares to stock exchange trading. The WSE sets the debut date within 14 days of submitting a complete application. The ringing of the stock exchange bell symbolizes the company's entry into a new phase of its operations.

This alert is for informational purposes only and does not constitute legal advice.

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