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Danuta Pajewska

Amendments to the Anti Money Laundering Act
On 25 February 2021, the Polish Parliament adopted amendments to the Anti Money Laundering and Counter Terrorism Financing Act of 1 March 2018. They concern both obligated institutions and reporting of information on beneficial owners to the Central Register of Beneficial Owners. Below we present some of the changes that will have a significant impact on the performance of duties by obligated institutions and entities required to make notifications to the register.
Amendments to the Anti Money Laundering Act
Dematerialisation of shares: Change in deadlines and the perspective of the Personal Data Protection Office
The mandatory dematerialisation of shares of stock, introduced by the 30 August 2019 amendment of the Commercial Companies Code, was intended to bring about a situation as of 1 January 2021 where the shares of all joint-stock companies and joint-stock limited partnerships in Poland would take the form of an electronic record, and share documents would lose their legal force from that date. But the coronavirus epidemic has made it difficult for commercial entities to make this organisational change, and the parliament has extended the deadlines for complying with certain obligations related to dematerialisation of shares. The Polish Personal Data Protection Office has also issued an opinion on dematerialisation.
Dematerialisation of shares: Change in deadlines and the perspective of the Personal Data Protection Office
Registration of beneficial owners
Under the Polish Anti Money Laundering and Countering Financing of Terrorism Act of 1 March 2018, newly established companies and partnerships are required to submit information about their beneficial owners to the Central Register of Beneficial Owners from 13 October 2019, and existing entities must do the same from 13 April 2020. The register is public and accessible free of charge.
Registration of beneficial owners
Financial market – changes, changes, and more changes
Only a month ago we posted an article on plans to change the way the capital market is regulated and market investors are protected. The act has now been passed and signed into law, and will come into force on 1 January 2019.
Financial market – changes, changes, and more changes
Strengthening financial market supervision
Recent difficult investor experiences have led to proposals for further regulatory changes aimed at increasing security and strengthening supervision of the financial market. Currently in a Sejm committee, a government bill is being read for the first time which would amend several acts, redefine the Polish Financial Supervision Authority, and impose an obligation to dematerialise some financial instruments.
Strengthening financial market supervision
Pros and Cons of Outsourcing
Outsourcing continues to be an appealing solution for businesses. But for it to generate benefits rather than legal problems, a number of issues must be analysed—from the liability rules governing the parties to issues of state aid and data protection.
Pros and Cons of Outsourcing
Consideration of customer complaints by financial institutions
Financial services are not always performed as they should be, and procedures for considering customer complaints have not always been effective. Consequently, in May 2015 the Polish Financial Supervision Authority adopted a resolution on consideration of customer complaints, and in August the Sejm adopted the Act on Consideration of Complaints by Financial Market Entities and on the Financial Ombudsman. The act has just entered into force.
Consideration of customer complaints by financial institutions
Shareholder’s proxy at the general meeting of a public company
The season for annual general meetings is approaching with the deadline for approval of the financial statements of Polish companies. Shareholders need not participate in the meeting personally, but may appoint a proxy. However, the law provides for certain differences in appointment of proxies in listed and unlisted companies.
Shareholder’s proxy at the general meeting of a public company
New Bond Act
The Bond Act of 15 January 2015 will enter into force on 1 July 2015. Although it is a new law, for the most part it carries forward the regulations from the current law from 2005, with changes and additions where the need was revealed by the practice under the existing act.
New Bond Act
Changes in issuers’ reporting requirements
Companies listed on the main market of the Warsaw Stock Exchange and NewConnect will be required to release year-end and interim reports as well as disclose inside information. This is more of an evolution in reporting requirements than a revolution.
Changes in issuers’ reporting requirements
Who needs paper?
When conducting transactions involving shares in a Polish joint-stock company, it is essential to formulate the share sale agreement properly and carry out the measures required for effective transfer of the share rights to the buyer.
Who needs paper?
Share transactions and the right to vote the shares of a public company
It may happen that a shareholder of a public company is not entitled to vote its shares at the company’s general meeting.
Share transactions and the right to vote the shares of a public company