Dr Kinga Ziemnicka: articles by this author

Decisions taken remotely by company bodies

Among many problems facing businesses now is efficient management and decision-making when members of the company’s governing bodies cannot appear in person at headquarters for various reasons. Technology ensures efficient communications, but the possibility for corporate bodies to take resolutions remotely has been debatable in some situations.

Settlements related to non-culpable impossibility

An issue concerning businesses at present is the problem of settlements between them resulting from non-culpable inability to perform contracts. This is an area that may require the Parliament’s intervention if current regulations prove insufficient.

Businesses’ contractual obligation in a time of pandemic

Numerous sectors of the economy have been paralysed. The problem is not just closings or restricted access to a range of services, but also absence of staff due to illness, quarantine or childcare. Consequently, businesses cannot operate normally or perform their obligations on time. A lack of supplies by one company often carries over to an inability of its customers to fill their own orders. This bogs down the whole economy. We await systemic solutions allowing Polish businesses to survive. But before they arrive, it’s a good time to examine the regulations currently in force.

The long and winding road to lawful distribution of dividends

The process leading up to payment of dividends by a company, although highly formalised, is familiar to the players and should not present great difficulties. But it nonetheless requires vigilance, because failure to comply with the statutory requirements can have serious consequences, particularly as it is easy to fall afoul of the changing regulations.

Transferring the registered office of a Polish company abroad does not require the company to be liquidated in Poland

The Court of Justice has ruled that under the EU principle of freedom of establishment, transfer of the registered office of a Polish company abroad within the European Economic Area cannot be conditioned on conducting liquidation of the company in Poland.

Advance dividend: When can the company demand a refund?

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?