Today, Prawo.pl published an article entitled “Compulsory Share Buy-Out — Implications of the Constitutional Tribunal Ruling and the Proposed Legislation”, featuring commentary from the Managing Partner of Jabłoński Koźmiński & Partners, Dr Grzegorz Keler.
On 22 April 2026, the Constitutional Tribunal issued a ruling (SK 99/23) that may alter the position of thousands of individual investors. The Tribunal called into question the mechanism for determining the price in compulsory share buy-out proceedings – one based solely on the average quoted market price – finding that it does not guarantee shareholders receive fair value equivalent for the shares being bought out.
The ruling opens a potential avenue for the reopening of proceedings, though, as our expert cautions, a flood of applications should not be anticipated. What will the draft Act UC137 actually change in practice, and for whom may it already be too late?
The full article is available at this link.













