WEBINAR: “Polish Company in Limbo: Practical Steps When the Management Board Stops Functioning”. A practical emergency playbook for foreign investors whose Polish portfolio company or subsidiary has become ungovernable - Part I

A management board member in a Polish company manages and represents the entity, so inaction can leave the entity unable to sign, file, pay, access records, or respond to regulators. For an investment company with no employees, the problem is especially acute because there is no local operational team to maintain continuity or gather documents.
 
It is really an important point which is often overlooked: investors believe that a trusted person will always be cooperate.
This is not true.
 
If something happens, a foreign owner is suddenly cut off from information, cannot execute decisions, and fears missed filings, frozen bank access and contractual exposure.
 
Personal liability exposure for board members in a Polish limited liability company may worsen the paralysis.
 
Usually the main solution for the foreign owner is to join the management board in order to regain control. However, by joining the board, a foreign owner may become personally exposed under Article 299 KSH if enforcement against the company later proves ineffective. The exposure is substantial, but it is not automatic and may be managed through timely action, proper governance, and statutory defenses.
 
Agenda:
 
1. Introduction to the Polish company law
2. Provisions regarding the management of the Polish sp. z o.o.
3. Case study regarding the real-world example
4. Rules on personal liability of directors in the Polish sp. z o.o.

Our webinar will be available on YouTube on our channel: https://www.youtube.com/@wozniaklegal
 
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