New Duties for Board Members

The amended act on counteracting money laundering and financing of terrorism (hereinafter referred to as the “Act”) introduces a register of activities performer for companies, partnerships and trusts as of October 31, 2021.

Pursuant to Art. 129a section 1 of the Act, the activities performer for companies, partnerships and trusts are economic activities run by entrepreneurs who are not an obligated institution within the meaning of the Act and which consist in:

• establishing a legal person or an organisational entity not having a legal personality,
• fulfilling a function of a management board member or allowing another person performing this function or similiar one in an entity being a legal person or organisational entity not having a legal personalisty,
• providing a seat or registered office or business address or corespondence address and other related services delivered to the benefit of a legal person or an organisational entity not having a legal personality ,
• enabling or making available to another person enabling business as a trustee of a trust that was established by legal actions,
• releasing or making available to another person an activity as an authorized person excercising rights under stocks or shares to the benefit of an entity other than a company listed on a regulated market that is subject to information disclosure under the European Union law or is subject to equivalent international standards. 

The activities as above may be performed after obtaining an entry into the register of activities performer for companies, partnerships or trusts, and legal advisers, attorneys-at-law and companies referred to in the Act on Attorneys-at-law and art. 4a of the Act – Law on the Bar are exempt from the obligation to enter into the register.

An entry into the register is made at the request of the entrepreneur, and the register is kept with the Ministry of Finance. An application, made in the electronic form, includes, apart from the entrepreneur’s data, a declaration – submitted under the pain of criminal liability for submitting a false declaration – about the completeness and correctness of the data provided in the application, the entrepreneur’s knowledge of the terms and conditions for performing this type of activity as well as meeting the conditions specified in the Act.

Changing the data included in the entry into the register requires a notification of the change within 14 days from the date of the change occurance.

Entities conducting activities that require – in accordance with the Act – an entry into the register, are obliged to adapt their activities to the requirements specified in Art. 129a-129c of the Act until April 30, 2022 and make the first entry into the register within this period. The new requirements concern, inter alia, documenting a relevant experience in the scope of such activity and ensuring that such activity will be conducted or managed by persons with no criminal record specified in the relevant regulations.

More details about the register can be found at: https://www.slaskie.kas.gov.pl/izba-administracji-skarbowej-w-katowicach/zalatwianie-spraw/rejestr-dzialalnosci-na-rzecz-spolek-lub-trustow