Poland: Planned changes to encourage entities to file financial documents with the National Court Register
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The end of June is approaching, which for many businesses with their fiscal year coinciding with the calendar year means the looming deadline for filing annual financial statements and other financial documents with the National Court Register.
The Prime Minister's Office is currently working on a new draft law on amending the National Court Register Act, which includes, inter alia, planned changes to encourage the timely filing of financial documents and increase the effectiveness of coercion to submit them.
Current regulations vs planned changes
| Current regulations | Planned changes | |
| Coercive measure to submit financial documents | The registry court, upon finding that the financial documents have not been submitted, requests their submission, setting an additional 7-day deadline, under pain of a fine of up to PLN 15,000 for each person obliged to file financial documents (e.g., each Management Board member of a limited liability company). | A coercive measure in place of a fine, in the form of an entry in the National Court Register of the obliged entity about the failure to comply with the obligation to submit financial documents despite a court request. |
| Notification to the Tax Office of failure to submit financial documents with the competent court register | As a rule, the registry court, as a state institution, is obliged to file notices when it becomes aware of the commission of a crime prosecuted ex officio, which is the failure to file financial documents with the court register. Possible sanctions include a fine or restriction of liberty. | The registry court to notifies the head of the Tax Office having jurisdiction over the obliged entity about failing to file financial documents immediately after the entry about the failure to comply with the obligation to submit financial documents despite a court request. |
| Possibility of initiating further coercive proceedings | Coercive proceedings are initiated ex officio by the registry court in connection with any identified failure to submit required documents. For failing to file financial documents relating to multiple years, the registry court requests the obliged entity after each successive deadline to file the documents and imposes further fines. | Prohibition on initiating further coercive proceedings to file financial documents, effective from the entry about the failure to comply with the obligation to file financial documents despite a court request. |
| Effects of submitting financial documents after coercive measures | Submission of outstanding financial documents after the court has issued a fine does not relieve the obliged persons on whom the fine was imposed from paying it. | Introducing the rule that the registry court will delete the entry ex officio only after obliged entities have submitted all outstanding financial documents. |
The planned effects of the described changes are:
- Increased encouragement to perform the obligation to file financial documents
The draft amendments’ assumptions indicate, in particular, that in many cases the fine did not persuade obliged entities to file financial documents. Instead, information about the entry in the National Court Register will be easily accessible to third parties, and thus could influence, inter alia, the reputation of the obliged entity and its financial situation.
- Increase in the effectiveness of coercive proceedings
Under the planned amendments, the registry court, after making an entry about the failure to comply with the obligation to submit financial documents despite a court request and notifying the relevant head of the Tax Office, will not initiate further proceedings against the obliged entity nor delete the entry until the entity has filed all outstanding financial documents.
- Protection of the interests of third parties interested in the obliged entity’s financial situation
An entry in the National Court Register is included in the National Court Register information (extract) for the entity obliged to file financial documents. Therefore, this information is easily available to any interested party, such as contractors or creditors.
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