New entities in Poland obliged to report the beneficial owner

Amendment of Polish Law regarding AML and CFT

Pursuant to the October amendment of the Polish AML and CFT Law, the catalogue of entities obliged to notify the data of the beneficial owner in the Central Register of Beneficial Owners has expanded to include, among others, partnerships, foundations, associations and cooperatives. Those organizations that were registered in the National Court Register before 31 October 2021 should have complied with the statutory obligation to report the beneficial owner by 31 January 2022.

New type of entities in Poland obliged to report beneficial owner to CRBR

The amendment law imposes an obligation on the following entities to identify and report the beneficial owner to the Central Register of Beneficial Beneficiaries:

• partnerships,
• European companies,
• trusts operating in the territory of the Republic of Poland
• European economic interest groupings
• cooperatives,
• European cooperatives,
• associations subject to registration in the National Court Register,

Those entities must, within 7 days from the date of entry into the National Court Register, make an appropriate notification in the Central Register of Beneficial Owners.

The obligation will also apply to the aforementioned entities and organizations registered in the National Court Register after 31 October 2021.

Central Register of Beneficial Owners and definition of beneficial owner in Poland

As a reminder, the Central Register of Beneficial Owners has been operational in Poland since late 2019. According to the statutory definition, a beneficial owner is any natural person who directly or indirectly exercises control over a customer through the powers that he or she holds as a result of legal or factual circumstances, which enable him or her to exercise decisive influence over the activities or actions undertaken by the customer, or any natural person on whose behalf economic relations are established or an occasional transaction is carried out. This is an open definition, although the act contains indications that e.g. a natural person holding more than 25% of the total number of votes in the governing body of a legal person, a person holding managerial positions if the real beneficiary cannot be otherwise determined, or a natural person exercising control over a dominant entity may be deemed to be the real beneficiary. It is worth noting that although the catalogue of entities obliged to notify the beneficial owner has been broadened, the definition itself has not changed, which may pose problems in case of such entities as cooperatives or associations.

Penalty for non-reporting beneficial owner in Poland

Failure to comply with the obligation to notify or notification of data inconsistent with reality, even if it is not due to fault, may be associated with the imposition of an administrative penalty of up to PLN 100,000.

We would like to remind you that company law specialist attorneys provide comprehensive assistance in identifying and reporting the actual beneficiary to the Central Register of Beneficial Owners.