| In Principle

An amendment to the Polish Civil Code has created new types of commercial proxies but also raised doubts about the legitimacy of joint commercial proxies granted before the new legislation came into force.

As of 2016, the limit for cash transactions is EUR 15,000, and there is no tax sanction for violating this limit. All of this will change from 1 January 2017.

The amendment of the Payment Services Act is intended to implement the Payment Accounts Directive into the Polish legal system and to adapt Polish law to the Interchange Regulation. In addition to achieving compliance with EU regulations, the new provisions introduce a new type of regulated activity, as operators of payment schemes will be required to obtain approval from the head of the central bank.

It sometimes happens in practice that auditors proceed to examine a company’s annual financial statement before they are formally selected by the competent authority of the company. Can this practice have negative consequences?

In M&A, one of the key elements of due diligence prior to conducting a share deal is verifying legal title to the company’s shares. Any irregularities discovered in this respect can represent a significant risk for the potential acquirer of the shares. Can a merger or change in corporate form eliminate this risk?

Following the July 2016 amendment to the Public Procurement Law, contracting authorities must indicate which activities during performance of a public contract fall within the definition of an employment relationship under Labour Code Art. 22 §1. They must also require contractors to hire persons performing those activities on the basis of an employment contract and verify that the contractors are in compliance with this obligation.

Acquirers of real estate often apply to the administrative authorities for a certificate on assertion of reprivatisation claims. Does this practice serve any purpose?

Payment of an advance against anticipated dividends is attractive for shareholders but carries a major risk, particularly for the company. At the end of the financial year it may turn out that there is no basis for paying a dividend. Then can the company require the shareholders to return the advance?

There is no legal regulation guaranteeing even minimal compensation for refraining from competitive activity after working under a non-employment contract, but such a ban may be found to be contrary to public policy.

The Act on Concession Contracts for Construction Works or Services of 21 October 2016 was signed by the President of Poland and published on 29 November. The act entered into force on 14 December.

The Polish competition authority openly admits that its resources, particularly its people, are inadequate to achieve satisfactory results at uncovering cartels, and the leniency programme has not generated the hoped-for effects. The proposed solution is to reward whistleblowers.

The Polish Public Procurement Law does not answer this question, but that is not an absolute bar to changing the form of a bid bond after the bids are opened.