Changes in the National Court Register
Amendments have been proposed to the law governing the process of registering entities required to be entered in the National Court Register.
The Polish Ministry of Justice has presented the guidelines for an act amending the National Court Register Act, designed to reduce unnecessary burdens and streamline the operations of entities that are required to be entered in the National Court Register.
The main goal of the proposed changes is to shorten the waiting time before commencement of operations (including economic activity) as an entity with legal personality. This is to be made possible by assigning a tax number (NIP) and statistical number (REGON) to entities upon entry in the National Court Register, on the basis of data forwarded from the National Court Register to the central taxpayer database and the Central Statistical Office. NIP and REGON numbers would be issued automatically via the IT system. This would make it possible to begin operations as a legal person the same day as the entity is entered in the National Court Register.
The outline calls for:
- Expansion of the group of entities subject to the “one-stop shop” rule to include all entities entered in the National Court Register (including those filing applications for entry electronically)
- The ability to commence operations (including economic activity) immediately after entry in the National Court Register as an entity with legal personality
- Simplified procedures for issuance of NIP and REGON numbers, automatically generated by the IT system, enabling data to be exchanged immediately between the relevant institutions and generally streamlining the operation of their records
- Expedited operation of the registry courts through elimination of the duty to gather documentation to be forwarded to administrative agencies.
Under current law, using the “one-stop shop” rule as set forth in Art. 19b(1) of the National Court Register Act, when applying for entry in the National Court Register the applicant is required to submit at the same time applications (or updates) to be filed with other institutions:
- Central Statistical Office
- Local tax office
- Social Insurance Institution.
Then, Art. 19b(1a) requires the registry court to forward these applications to the relevant offices. The “one-stop shop” rule is thus implemented through cooperation between the registry court and these administrative agencies.
In practice, under the current construction, the “one-stop shop” rule is not fully achieving its purpose. While the rule does allow applicants to file documents for different institutions all at one place—the registry court—it does not really streamline the entire registration process. The number of enclosures that must be filed with the application for entry in the National Court Register increases the room for errors and in practice prolongs the period applicants must wait for the entry.
To make life easier for existing businesses, changes are also proposed for the Civil Procedure Code, the Land and Mortgage Registers Act, and other laws, as part of the project for introducing e-services in the area of land and mortgage registers and a larger programme for introducing e-services in the Polish justice system.
The changes would require certain applications involving land and mortgage registers to be filed electronically by:
- Notaries, in the case of all types of applications currently included in notarial deeds and forwarded to the land and mortgage register court
- Court bailiffs, when the Civil Procedure Code requires them to file applications with the land and mortgage register
- The heads of tax offices, when specific regulations require them to file applications for an entry in the land and mortgage register, e.g. a notation of commencement of execution against real estate.
The goal is to provide easier access to land and mortgage registers by authorised persons and expedite actions involving land and mortgage registers, as part of a broader process of digitisation of judicial proceedings.
Magdalena Kasiarz, Corporate Law, Corporate Restructuring and Trade Contracts Practice, Wardyński & Partners