Category: Legal alert

The basic obligation of the supervisory board is to oversee the activities of the management board, so that it acts in compliance with applicable laws, good practices and the company’s best interest. Based on the draft bill amending the Code of Commercial Companies, the lawmaker intends to extend the powers of supervisors, e.g. by allowing them to obtain information on the company’s operations, which is supposed to ensure information-related balance between the management board and the supervisory board. At the same time, the plan is to implement more options of penalizing supervisory board members. Supervisory authorities are starting to set requirements that few supervisory board members are able to meet.

Capacity to act as a supervisory board member

The activities of supervisory boards at joint-stock companies are governed predominantly by article 382 § 1 of the Code of Commercial Companies, according to which a supervisory board performs ongoing supervision over the company’s operations in all their aspects. Who can serve as a supervisory board member? Pursuant to article 18 of the Code of Commercial Companies, this can be a natural person who has full legal capacity and has not been convicted for specific offences under the Criminal Code, i.e. offences against protection of information, credibility of documents, assets, business, civil-law transactions, and money and securities trading, as well as the offences discussed in articles 585, 587, 590 and 591 of the Code of Commercial Companies.

Additional requirements need to be fulfilled by candidates for supervisory board members at enterprises owned in total or in part by the State Treasury. These criteria are covered by articles 19-21 of the State-Owned Assets Management Act, and involve (among others) the obligation to have adequate educational background, professional title and certificates (incl. ones awarded on the basis of relevant exams).

Pursuant to the Certified Auditors Act, it is required to appoint an audit committee at public interest entities only. One of the members of such committee needs to have knowledge and skills in accounting or auditing.

Consequently, there are no additional criteria regarding knowledge or experience, which should be met by supervisory board members, unless they also serve as members of the audit committee. This means that shareholders are free to choose supervisory board members who – due to their professional skills and qualifications – will ensure effective supervision over the company’s operations.

Supervisory boards made up of financial experts only

We have recently witnessed a change in the approach of the Polish Financial Supervision Authority which is starting to require all members of supervisory boards to have substantial expertise in accounting or auditing, combined with knowledge of the industry in which a given company operates, even if they do not act as members of the audit committee. As a result, the Polish Financial Supervision Authority is increasingly pointing to the liability of supervisory board members in case of any inadequacies in the financial reporting processes.

It is worth analyzing two main provisions that determine the scope of tasks performed by supervisory board members, i.e. article 382 of the Code of Commercial Companies and article 4a of the Accounting Act. They form the basis to assume that a supervisory board is obliged to verify the accuracy of the procedure involving the preparation and submission/publication of financial statements. The above does not mean, however, that members of supervisory boards are responsible for a substantive review of financial reports, or that they are obliged to arrive at the same findings as those identified by accounting professionals, i.e. auditors or audit committee members. The objective of the supervisory board’s evaluation of financial reports is to determine whether they fairly present the company’s financial standing. Nevertheless, supervisory board members are not required to boast specialist knowledge of accounting; instead, they are only supposed to showcase the knowledge of basic functions and principles related to balance sheets, profit and loss accounts, other financial documents and balance sheet valuation. Their knowledge of these areas is necessary to make a general assessment of whether the management board’s key accounting decisions reflect the company’s interests, have been made with due diligence and are reasonable from the economic perspective[1].

Financial reporting and the audit committee

As a general rule, public interest entities are obliged to have an audit committee whose members are responsible for a comprehensive audit of the company’s financial reporting. The role of the audit committee is to release the supervisory board (as a whole) from the obligation to perform professional monitoring over financial reporting. This conclusion also arises from the Code of Best Practices for WSE-Listed Companies, which notes that the scale and nature of operations of most public companies are extensive. Hence, it is virtually impossible for supervisory board members to independently perform the supervision tasks specified in applicable legal regulations. This produces a situation in which the supervisory board needs to rely on internal processes and functions, e.g. the audit committee; sometimes, it is also necessary to use the services of external entities/individuals, particularly auditors and audit firms[2].

The above leads to the conclusion that joint-and-several liability of members for inadequacies in financial statements may only emerge if it is established that each of the members bears individual liability resulting from failure to abide by the standards applicable to their functions, so long as the obligations and requirements for each member of the supervisory board have been precisely defined[3].

Different qualifications = broad supervision options

If all members of a supervisory board had financial expertise, this would make it nearly impossible to properly supervise the operations of a given company. For example, it would be extremely difficult to analyze contracts or transactions in various fields as supervisors would simply not have any idea about them. Consequently, it is crucial to combine diverse industry-specific experience and the professional skills of supervisory board members. Apart from financial and legal expertise, industry knowledge and the ability to broadly analyze a company’s problems, the ability to thoroughly review the company’s transactions or to assess HR issues are of considerable importance for the efficient operations of a supervisory board and proper cooperation with the management board.

As noted in the Diversity in Supervisory Boards 2021 report, it is not the supervisory board’s task to persistently contest the management board’s actions or to blindly accepts such actions. Given the vast number of tasks and responsibilities, only a diverse (in terms of education, experience, qualifications, age and gender) supervisory board, which is at least partially independent from the majority shareholder, offers an actual opportunity to come up with the best solutions and effectively supervise the company’s operations[4]. Supervisory boards should be composed in a way that ensures the representation of different skills/qualifications, thus favorably influencing the overall quality of supervision.

Summary

Supervisory board members should always be selected on the basis of the needs of a given company, the scale and profile of its operations, business dynamics, technological developments or the expectations of its customers. Only by staffing the supervisory board with specialists in various fields is it possible to ensure proper supervision. Needless to say, some members should have knowledge and skills in accounting and auditing, e.g. in order to form the company’s audit committee or to properly analyze financial documents. However, it cannot be expected that all board members will be financial experts because in such case, there would be an insufficient number of adequate candidates in the market. This is yet another reason to negatively assess any legislative changes, such as the intended new version of article 96 section 6a item 2 of the Public Offering Act, which would make it possible to impose liability directly on supervisory board members for companies’ offences related to financial reporting. The same applies to the Polish Financial Supervision Authority’s extension of requirements concerning the financial knowledge of all supervisory board members. Such actions will result in a drop in the number of professional members of supervisory boards, who are aware of the growing risks associated with the performance of supervisory functions.

[1] E. Krześniak, Odpowiedzialność członków rady nadzorczej spółki akcyjnej za prawidłowość sprawozdań finansowych spółki [Responsibility of supervisory board members at a joint-stock company for the adequacy of the company’s financial statements], Przegląd Prawa i Administracji 112, 2018; https://repozytorium.uni.wroc.pl/Content/109206/07_Krzesniak_E_J_Odpowiedzialnosc_czlonkow_rady_nadzorczej_spolki_akcyjnej_za_prawidlowosc_sprawozdan_finansowych_spolki.pdf

[2] https://www.gpw.pl/pub/GPW/files/PDF/dobre_praktyki/Wskazowki_DPSN2021_v2_29.07.21.pdf

[3] Nowe obowiązki spółek publicznych i członków organów – implementacja do prawa polskiego dyrektyw 2006/43/WE i 2006/46/WE [New obligations of public companies and members of their bodies – transposition of directives 2006/43/EC and 2006/46/EC], prof. dr hab. Adam Opalski, MOP 2010, No. 5.

[4] za: Piotr Rybicki [w:] https://www.wmadvisory.pl/wp-content/uploads/2021/11/Raport-30-Club-Poland-Investor-Group-final.pdf

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Piotr Wojnar
Adwokat / Partner zarządzający
+48 22 420 59 59
piotr.wojnar@actlegal-bsww.com

Łukasz Świątek
Adwokat / Starszy prawnik
+48 22 420 59 59
lukasz.swiatek@actlegal-bsww.com

Katarzyna Krzykwa
Aplikant adwokacki / Prawnik
+48 22 420 59 59
katarzyna.krzykwa@actlegal-bsww.com

With works underway to revise the so-called Anti-Crisis Shield, act BSWW has proposed that the amended legislation should include a provision suspending the obligation to file for bankruptcy. The issue is discussed in detail in the article of March 25, 2020 by Barbara Szczepkowska (Partner at act BSWW, co-heading the bankruptcy and restructuring practice), which is available on the Rzeczpospolita online news service.

On April 7, 2020, the draft of so-called Anti-Crisis Shield 2.0, including the suspension of the obligation to file for bankruptcy, headed to the Sejm. Based on the drafted legislation, the obligation to file for bankruptcy will be suspended with respect to debtors who became insolvent during and as a result of the COVID-19 epidemic. The 30-day deadline for filing for bankruptcy will start to run anew for these debtors once the state of epidemic is called off.

While we agree with the idea behind the changes proposed in the draft, we also believe that it has certain flaws. First of all, it fails to stipulate any conditions for the suspension in respect of a debtor’s efforts to save its business. This means that a debtor who takes restructuring measures, negotiates with the creditors and seeks public aid and a debtor who fails to respond to its financial difficulties allowing its assets to gradually melt away are treated equally. In our opinion, the solution will materially harm creditors’ interests. Second of all, the deadline for a debtor to regain profitability after the state of epidemic is called off is too short. If the 30-day deadline starts to run immediately after the state of epidemic is ended, businesses will not have enough time to restore the ability to pay their debts. What this basically means is that insolvent business will need to start preparing bankruptcy petitions straight away, which is not the point of this legislation. It should be also noted that the draft legislation does nothing to stop creditors from initiating bankruptcy procedure with respect to a distressed business, which will be left without any protection.

The solution we propose strikes a balance between creditors’ and debtors’ interests. As we see it, the suspension of the obligation should not be unconditional. Based on our proposition, businesses which want to stop the 30-day deadline for bankruptcy filing from running (or ensure that it is not set running) will be required to take substantial actions aiming at restoring the ability to pay due debts after the epidemic ends. Our goal is to protect especially the businesses which will file for public support, e.g. on the basis of one of the so-called special-purpose acts, and will be waiting for the financial help, businesses which file for restructuring and will be waiting for their applications to be processed, as well as businesses which will engage in negotiations with their creditors to reach settlement. Moreover, we believe that businesses should have at least several months after the epidemic ends to regain profitability. We also put forward that the courts should be required to dismiss a creditor’s petition for bankruptcy filed with respect to a debtor which satisfies established requirements (most importantly, the debtor should take substantial actions aiming to improve its liquidity).

A commercial companies and partnerships code amendment, providing for dematerialization of shares, is to take effect on 1 January 2021.

From the beginning of 2021, entries in shareholders registers, kept by entities which are authorized to maintain securities accounts (in accordance with the Financial Instruments Trading Act), will have legal effect. This means that from that date on it is the persons listed in such registers, and not the holders of shares (in the case of bearer shares) or persons entered in the share register (in the case of registered shares), who will be deemed as shareholders.

Although the vacatio legis period relating to the amendment may seem relatively long, some of the new regulations, regarding the procedure of share registration, already entered into force on 1 January 2020, with further provisions taking effect on 10 March 2020. As of 1 January 2020, every public limited company (spółka akcyjna) and partnership limited by shares (spółka komandytowo-akcyjna) will be required to put up a website where, in a section intended for shareholder communication, it will publish news it is required to advertise under the law or own articles of association. What is more, the companies will be required to repeat the request to shareholders to handover paper-form shares five times, with the time limit for the first request until 30 June 2020. Before the first request, the company should enter into a shareholders register agreement with an entity approved by a shareholders’ meeting.

In case of any questions about the issues presented above, feel free to get in touch. We will be happy to guide you through this process together with brokerage houses with whom we are cooperating.

Contact

Jakub Salwa
Attorney-at-law / Partner
+48 22 420 59 59
jakub.salwa@actlegal-bsww.com

Michał Pawlak
Attorney-at-law / Senior Associate
+48 22 420 59 59
michal.pawlak@actlegal-bsww.com

By 31 March 2020, any issuer of bonds which have not been redeemed before 1 July 2019 will be required to file, with KDPW, an electronic report of the debt owed to the holders of such bonds as at 31 December 2019.

New developments

Following the enactment of the Act on Amendment of Selected Other Acts in Connection with Measures to Strengthen Financial Market Supervision of 9 November 2018 (Ustawa z dnia 9 listopada 2018 r. o zmianie niektórych ustaw w związku ze wzmocnieniem nadzoru nad rynkiem finansowym), any issuer of bonds which have not been redeemed before 1 July 2019 will be required to file, with KDPW, an electronic report of the debt owed to the holders of such bonds as at 31 December 2019.

Details to be disclosed and report submission procedure

The report should cover:
• issue code,
• number of bonds within individual issues,
• nominal value per bond, and currency,
• bond’s annual coupon rate,
• total amount to be paid by the issuer upon bond redemption, together with its currency,
• statement on whether matured amounts have already been paid by the issuer and, if so, how much has been paid.

The obligation discussed above should be fulfilled directly by the issuer (in the case of paper-form bonds) or through a brokerage house keeping the bond register (in the case of dematerialized bonds issued before 1 July 2019).

The issuers and entities keeping a securities register have 15 days after the end of each month to provide KDPW with the above details, to be updated as of the last day of the month, if the originally reported details have changed by that time.

Fine

Any bond issuer or entity keeping a register of bonds, which fails to perform or improperly performs the obligation referred to above, is liable to a fine of up to PLN 2,000,000.00, to be paid by its agent.

LEI and issuer’s status

In order to be able to file the report with KDPW, you should have a legal entity identifier (LEI). Those who do not have a LEI should make sure to obtain it ahead of report submission, i.e. before 31 March 2020.

If you have any questions related to the issues discussed above, contact us at obligacje@actlegal-bsww.com.

The new regulations meant to combat payment backlogs will enter into force on 1 January 2020 under the Act of 19 July 2019 on Amendments to Selected Other Acts (Ustawa z dnia 19 lipca 2019 roku o zmianie niektórych ustaw w celu ograniczenia zatorów płatniczych). The regulations will introduce shorter payment deadlines in transactions in which the creditor is an SME, and the debtor is a non-SME (asymmetrical transactions).

The amended laws aim to award stronger legal protection to small enterprises (having a weaker market position) doing business with large enterprises, and improve financial liquidity on the market by facilitating the recovery of debt from large enterprises.

The key implications of the amendments have been discussed below.

Shorter payment deadlines

The new regulations introduce a ban on payment deadlines exceeding 60 days in transactions where the creditor is a SME. Where the debtor is a public entity, the payment deadline is reduced to 30 days (except for debtors which are medical facilities, in which case the payment deadline is 60 days).

According to the regulations, parties to a transaction will be allowed to agree on a payment deadline longer than 60 days, however, only in the case where such extension is not grossly unfair to the creditor and concerns a contract made by non-SME with SME. The burden of proving that a deadline longer than 60 days is not grossly unfair to a creditor lies with the debtor. This solution is designed to deter debtors from pushing for excessively long payment deadlines and lead to reduction of payment deadlines used in business transactions.
Where the payment deadline is longer than 120 days (counted from the delivery of invoice for a given product or service to the debtor) and is grossly unfair to the creditor, the creditor will have the right to terminate or rescind the agreement.

New obligations of large enterprises

Under the new regulations, by 31 January large enterprises will be obligated to prepare an annual report of payment deadlines used in business transactions made in the previous calendar year and provide it electronically to the Minister of the Economy. The obligation covers tax capital groups (irrespective of revenue generated), as well as entities not in tax capital groups with over EUR 50m in revenue in the previous fiscal year.

Moreover, non-SME will be also obligated to provide their contractors with a statement of large enterprise status no later than upon contract execution. The form of the statement should be consistent with the form of given transaction. A large enterprise failing to provide the report and statement is liable to a fine.

New rights of the UOKiK President

Under the new regulations, the President of UOKiK (Office of Competition and Consumer Protection) has new rights, including the right to:
– asses the likelihood of excessive payment delay of an enterprise;
– open ex officio proceedings against non-public entities in delay with payment to contractors;
– impose a fine on an enterprise, where overdue payments, as well as payments settled with delay exceed (in total for 3 consecutive months):
• PLN 5m in 2020-2021;
• PLN 2m from 2020.

Data necessary for the assessment of likelihood of delay will be obtained by the UOKiK President from the Head of the National Revenue Administration, however, such assessment may be requested by anybody (also a non-enterprise) suspecting that a given enterprise fails to pay its contractors.

Payment delay fines

A fine for payment delay is equal to the sum of fines imposed individually for each overdue payment or payment settled with delay which was due during the period covered by proceedings, excluding payments the deadline of which expired 2 years prior to the opening of the proceedings. The individual fines referred to above are calculated based on the formula specified in the act:

IF = PV × n/365 × SI

Where IF is the individual fine, PV is the value of overdue payment or payment settled with delay, n is the number of days of delay, and SI is statutory interest rate.

How to avoid getting fined?

In certain situations, the UOKiK President will have the discretion to choose whether or not to fine an enterprise, giving it only an official warning instead. Official warning may be given in the following situations:

– where the value of overdue payments or payments settled with delay by a party to the proceedings, for which individual fines would be imposed, does not exceed or is equal to the value of payments not received or received with delay by the party to the proceedings during the period covered by the proceedings (when calculating the value of payments not received or received with delay, the payments the deadline of which expired 2 years before the opening of the proceedings are not taken into account);
– where excessive delay is caused as a result of force majeure;
– in other justified circumstances.

As a result of the new regulations, a new unfair competition act – unreasonable extension of payment deadlines related to delivered products or rendered services – was included in article 3 section 2 and article 17g of the Act on Combating Unfair Competition of 16 April 1993 (Ustawa z dnia 16 kwietnia 1993 roku o zwalczaniu nieuczciwej konkurencji) and article 7 section 3 subsection 4 of the Act on Combating Unfair Use of Contractual Advantage in Agricultural Products and Food Transactions of 15 December 2016 (Ustawa z dnia 15 grudnia 2016 r. o przeciwdziałaniu nieuczciwemu wykorzystywaniu przewagi kontraktowej w obrocie produktami rolnymi i spożywczymi). What is more, under the new law, a creditor who was not paid on time will have the right to deduct the sum stated in the invoice in question from taxes, which may result in the increase of the debtor’s taxable amount.

The amended regulations are lawmakers’ attempt to offer stronger legal protection to SME, who otherwise have no other choice but to wait for payment from large companies for months on end. The new rights vested in the UOKiK President and severe fines herald further changes in the range of tools available to prevent large enterprises from abusing their market position and running business at the expense of small enterprises.

If you are interested in getting further details of the changes discussed above, please feel free to get in touch with us.

Contact

Anna Sawaryn
Attorney-at-law / Senior Associate
+48 22 420 59 59
anna.sawaryn@actlegal-bsww.com

Marta Pomykaj-Jamiołkowska
Trainee Attorney-at-law / Associate
+48 22 420 59 59
marta.pomykaj-jamiolkowska@actlegal-bsww.com

Companies with at least one share admitted to trading on a regulated market are now required to pay compensation to management board and supervisory board members exclusively on the basis of adopted compensation policy.

What Will Change?

On November 30, 2019, a law was enacted which amended the Act on Public Offer and Terms of Introduction of Financial Instruments to Organised Trading, and on Public Companies and Selected Other Acts [Ustawa o ofercie publicznej i warunkach wprowadzenia instrumentów finansowych do zorganizowanego systemu obrotu oraz o spółkach publicznych oraz niektórych innych ustaw] (Journal of Laws/Dz. U. 2019.2217).

Under the new regulations, public companies seated in Poland with at least one share admitted to trading on a regulated market, are now required to adopt a compensation policy. The compensation of management board and supervisory board members must be paid in compliance with such policy.

What is Compensation Policy?

The lawmakers expect that a compensation policy will facilitate implementation of a company’s business strategy and achievement of long-term goals, as well as improve stability. The policy should explain various factors, both financial and non-financial, and define rules driving the compensation of management board and supervisory board members.

Whose Obligation Is It to Adopt Compensation Policy?

The obligation to adopt a compensation policy lies with the company shareholders’ meeting. A relevant resolution should be passed by June 30, 2020, so companies may hold off adopting a policy until the next annual shareholders’ meeting for 2019, with no need to convene an additional meeting especially for this purpose. Further resolutions on a compensation policy must be passed at least every four years so as to ensure that the document stays up-to-date and reflects market conditions and the financial standing of the company.

Are There Any Exceptions?

Pursuant to the Act, it is possible to derogate from the compensation policy temporarily in the case where such derogation is necessary to meet long-term goals and ensure company’s financial stability or viability. The procedure to be applied in the abovementioned circumstances must be specified in the compensation policy, whereas the authority to decide that a derogation is necessary lies with the supervisory board.

Compensation Reports

A company supervisory board will be also required to prepare a compensation report every year, with the first one covering 2019 and 2020 collectively, as an option. A compensation report should contain a detailed overview of compensation paid over the past financial year, with respect to each management board and supervisory board member separately. The supervisory board is required to provide information such as the total compensation of supervisory board members, state if the compensation complies with the compensation policy adopted and explain how it contributes to achievement of company’s long-term financial goals. The report should be published on the company website and be available there for at least 10 years.

The report should be examined by an auditor, with the shareholders’ meeting required to adopt a resolution approving the compensation report.

Fine

A company which evades preparing or publishing a compensation policy, as well as including in the policy false information or failing to include the information required is liable to a fine.
If you have any questions regarding a compensation policy, let us know.

Contact

Piotr Wojnar
Attorney-at-law/ Managing Partner
piotr.wojnar@actlegal-bsww.com  
+48 22 420 59 59

Jacek Bieniak
Attorney-at-law / Managing Partner
jacek.bieniak@actlegal-bsww.com
+48 22 420 59 59

Marta Podskarbi
Attorney-at-law / Senior Associate
marta.podskarbi@actlegal-bsww.com
+48 22 420 59 59

Ewa Bieniak
Attorney-at-law / Of Counsel
ewa.bieniak@actlegal-bsww.com
+48 22 420 59 59

Effective as of October 13, 2019, the Anti-Money Laundering and Counter-Terrorism Financing Act of March 01, 2018 (Dz. U. / Journal of Laws of 2019, item 1115, hereinafter referred to as the “AML Act”) introduces regulations that implement the Central Register of Beneficial Owners (“CRBO”) and the obligation to provide and update information related to companies and their beneficial owners in CRBO.

The aim of the above is to increase the efficiency of the anti-money laundering system, as well as to adjust the Polish legal regulations to international standards.

Entities obliged to provide information about beneficial owners

Most types of Polish commercial companies/partnerships are obliged to provide and update information about beneficial owners, i.e.:
• ordinary partnership [spółka jawna];
• limited partnership [spółka komandytowa];
• partnership limited by shares [spółka komandytowo-akcyjna];
• private limited liability company [spółka z ograniczoną odpowiedzialnością];
• joint-stock company [spółka akcyjna], excl. public companies.

The obligation will also apply to simplified joint-stock companies after the introduction of this legal form into the Polish legal system.

What type of information should be reported to CRBO?

A CRBO submission should include:
• company details: name, legal form, registered address, KRS [National Court Register] number and NIP [Tax Identification Number];
• details of the beneficial owner and member of a corporate body or shareholder authorized to represent the partnership/company: first and last name, PESEL or date of birth (if no PESEL number has been assigned), nationality, country of residence, and information about the shares or interest held.

The person filing the submission has to make a representation that the data provided is true, subject to criminal liability for fraudulent misrepresentation.

Conditions, deadlines and manner of data submission with CRBO

Entities which entered the National Court Register until October 13, 2019 will have to apply for an entry in CRBO within 6 months of its implementation, i.e. until April 13, 2020.

Entities which enter the National Court Register after October 13, 2019 will have to file a CRBO submission within 7 business days of becoming listed in the National Court Register. In case any information changes, this should be reported within 7 days of the change date (Saturdays and bank holidays are not included).

A CRBO submission should be filed by an individual authorized to represent the company. Pursuant to the Regulation of the Minister of Finance of May 16, 2018 on the Reporting of Beneficial Owners (Dz. U. / Journal of Laws of 2018, item 968), which comes into effect as of October 13, 2019, submissions should be filed free of charge through a website. They need to feature a qualified electronic signature or one verified with an ePUAP trusted profile.

Who is the beneficial owner?

In order to determine the beneficial owner, it is necessary to thoroughly analyze the definition provided in the AML Act. Pursuant to article 2 section 2 item 1 of the AML Act, beneficial owners include physical persons who have direct or indirect control over a given entity. In order to establish the beneficial owner of a specific company, it is first necessary to check whether there are any individuals who hold at least 25% of shares/voting rights (whether directly or indirectly, through other companies, incl. as a pledgee or user). In case of a complex structure, where voting rights are exercised by a pledgee or user, or in case of structures that involve investment funds or companies located outside Poland, a more detailed analysis might be necessary to identify the beneficial owner.

Access to information from CRBO

Information about beneficial owners, available in CRBO, can be obtained free of charge, upon request. Such information will be provided electronically, within 5 minutes of an application submission (for the up-to-date status) or until the end of the next business day (for information covering a specific period).

Sanctions

Irrespective of criminal liability for fraudulent representation (borne by of individuals who file statements), companies that fail to meet the obligation to provide information to CRBO may be charged with a fine of up to PLN 1,000,000.00.

If you are interested in further details of how beneficial owners are determined, or need assistance in preparation and implementation of anti-money laundering and counter-terrorism financing procedures at companies to which the AML Act applies, please feel free to get in touch with us.

Contact

Aleksandra Sztajer
Prawnik
aleksandra.sztajer@actlegal-bsww.com
+48 22 420 59 59