Contact

As a company grows, an informal management model stops working

We clarify roles, decision-making and the rules for working together within the company so that the management board can operate more efficiently, owners have greater control, and the organisation does not lose time to unclear divisions of responsibility, tensions and uncertain accountability.

Get an initial assessment of risk areas and decision-making bottlenecks

A lack of clear rules begins to consume management board time, slow operations and resurface whenever a significant ownership or supervisory matter arises.

The larger the company, the more costly a lack of clear operating rules becomes. Well-designed corporate governance should reduce the burden on the management board, structure owner relations and give the company a predictable decision-making framework.

Mateusz Sawaryn

Managing Partner Counsel

Common problems and challenges

The most common problems we solve

It is unclear who should make the decision The boundaries between the management board, shareholders and supervisory board begin to blur. Matters pass from person to person, decisions take longer and accountability becomes unclear.

We structure the decision-making framework: who decides, what requires a resolution, when approval is needed and how matters should be properly routed.

Business benefit: faster decisions and fewer disputes over responsibilities.

Risk of inaction: increasing numbers of bottlenecks, errors and decisions made through unclear procedures.

The management board lacks confidence in its decision-making Responsibility increases, but the decision-making process remains unclear, inconsistent or poorly documented. This adds pressure and makes considered management more difficult.

We design rules for how the corporate bodies operate and how decisions are documented, making accountability clear and enabling the management board to work within a more predictable framework.

Business benefit: greater control over risk and better conditions for decision-making.

Risk of inaction: decisions made by taking shortcuts, a less defensible process and a growing burden on management.

Shareholders have different expectations, but no clear rules for working together As the business grows, ad hoc arrangements are no longer enough. What once worked through personal relationships begins to create tension around key decisions.

We help turn owners' expectations into lasting rules on influence, escalation, cooperation and dispute resolution.

Business benefit: greater predictability in key decisions and fewer tensions among owners.

Risk of inaction: conflicts recurring whenever a significant matter arises and growth being blocked by an undefined basis for cooperation.

The company is growing faster than its corporate governance A new stage of growth, an investor, new shareholders or a greater volume of decisions reveals that the existing management model is no longer sufficient.

We create a governance model suited to the company's current scale and dynamics-one that supports growth rather than slowing it down.

Business benefit: better organisational readiness for growth and ownership changes.

Risk of inaction: the company grows on unstable foundations that will sooner or later cost time, effort and money.

The documents exist, but do not structure day-to-day practice Rules of procedure, resolutions and policies exist, but are inconsistent, outdated or unsuitable for the corporate bodies' day-to-day work.

We update and simplify documents so that they are operationally useful, not merely formally correct.

Business benefit: documents begin to support management instead of becoming a box-ticking exercise.

Risk of inaction: continued improvisation and formalities that offer no protection when it is genuinely needed.

The supervisory board and management board lack a well-structured working relationship In practice, roles overlap, materials arrive too late and some matters are directed to the wrong body. This creates friction and delays.

We establish a framework for cooperation between the corporate bodies: working cycles, standards for materials, reporting rules and communication channels.

Business benefit: more efficient work by the corporate bodies and less tension in day-to-day management.

Risk of inaction: overlapping responsibilities, key people becoming overburdened and increasingly ineffective supervision.

Our solution

What exactly the service provides

This is not a document review or a set of general recommendations. We design and implement a corporate operating model that structures responsibilities, decisions, ownership relations and the day-to-day work of the corporate bodies. The result should be governance that works in practice-not only on paper.

Map of gaps, tensions and risks

We analyse the company’s structure, documents, the roles of its corporate bodies, ownership relations and how decisions are actually made.

 

  • a clear assessment of what is currently slowing the company down and where the greatest risks arise

A clear division of roles and responsibilities

We structure the operating rules for the management board, supervisory board and shareholders, as well as the limits of their responsibilities.

  • a target operating model for the corporate bodies and less confusion over responsibilities

Practical rules for cooperation between shareholders

We turn owners’ expectations into practical rules for exercising influence, agreeing key matters and resolving tensions.

 

  • greater predictability in ownership relations
  • fewer decisions blocked by unclear arrangements

A clear decision-making workflow within the company

We determine which matters go to the management board, which require owner or supervisory approval, and how to document the decision-making process.

 

A package of ready-to-use documents

We prepare or update rules of procedure, policies, resolutions, reporting rules and other corporate governance documents.

A coherent set of tools that support management instead of creating another layer of formalities.

Day-to-day working standards for corporate bodies

We establish working cycles, a calendar, standards for materials and checklists for ongoing cooperation between the management board, supervisory board and owners.

Simpler organisation of work and less reliance on individual people’s memory.

Implementing and refining the model in practice

We help put the new operating framework into practice and refine it where business needs indicate that changes are required.

 

Who this service is for

For companies that no longer want to manage by instinct

This service is for organisations that recognise the company has outgrown its informal operating model. There are more decisions and greater responsibility, while the existing way of working begins to create bottlenecks, tensions and risk.

The company grows while decisions slow down

The company is growing quickly, and new shareholders, an investor or a supervisory board appear. The existing operating model begins to slow decisions and limit the management board’s ability to act.

 

Responsibility is no longer clear

In a mature company, disorganised governance begins to pose a real risk to the management board, owners and business value. The company needs management stability, greater control and a predictable operating model.

Knowledge is fragmented

Operationally, resolutions, materials, meetings and communication with the corporate bodies must all be handled, but currently everything relies on improvisation and the memory of individual people.

Stages of our work

How we run the project

The process is designed to identify the real problem quickly, translate the findings into a target operating model and help put it into practice-without placing an unnecessary burden on the client’s team.

Assess and map priorities

We review the company’s structure, governing bodies, ownership relationships, documents and actual decision-making. We examine how the company truly operates, not just its paperwork.

Design the target governance model

We recommend a governance model that fits the company’s scale, operating pace and ownership structure. We define governing-body roles, workflows and collaboration rules.

Documents and operational implementation

We translate decisions into bylaws, policies, resolutions, procedures and working standards, making them usable as well as formally sound.

Stabilize operations

We support initial decisions, communication between governing bodies and adjustments where practice requires them.

Get an initial assessment of key risk areas and decision-making bottlenecks.

Contact us

Identify what should be put in order before the problem returns with the next important decision

Confusion over responsibilities does not disappear by itself. It usually resurfaces precisely when the stakes are highest: during a significant management board decision, tensions between shareholders, an ownership change or entry into a new stage of growth.

In a few points, describe how the management board, shareholders and decision-making workflow currently operate in your company. In response, we will identify the elements that most need to be structured and suggest a sensible next step.

Mateusz Sawaryn

They will follow up with any questions or recommend a next step.

Quick response

We usually respond within two hours on business days.

    By submitting this form, you acknowledge that the personal data you provide will be processed by Kancelaria Prawna Sawaryn i Partnerzy sp.k. to handle your enquiry and contact you about it. Details are available in our Privacy Policy. The rules governing the use of this website are set out in the Terms and Conditions.