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Liability of Polish company Management Board members – TGC Legal Alert

April 28, 2011 Leave a comment

Warsaw skyline from Pole Mokotowskie

Warsaw Skyline - TGC's new office is near the left side.

 
 TGC corporate lawyers have sent in the following reminder of legal responsibilities of directors in Poland that are often overlooked. Please take a moment to ensure you know the following if it impacts on you.
Dear Quoracy.com subscribers,We would like to draw your attention to the liability of members of the management board in Polish companies, as regulated by a number of legal acts. Management board members bear civil liability, criminal liability, liability for tax obligations, liability to the Social Insurance Office and liability resulting from specific provisions (e.g. resulting from the Accounting Act – Journal of Laws of 2009, no. 152, position 1223).According to the provisions of the Commercial Companies Code (Journal of Laws of 2000, no. 94, position 1037) members of the management board bear civil liability for actions taken on behalf of the company already at the stage of establishment of the company, i.e. from the date of signing of articles of incorporationof the company. This applies even before registration of the company with the State Court Register.It should be noted that members of the management board bear civil liability towards the company, among other things, for any damages inflicted upon the company in result of the management board members’ activities or omissions contrary to the articles of incorporation. Furthermore, they are jointly and severally liable for the company’s liabilities when enforcement proceedings against the company have proven ineffective.

Criminal liability of members of the management board arises as a result of a property damage caused to the company.

Apart from civil and criminal liability, members of the management board are jointly and severally liable for tax arrears, as well as for lack of (timely) payment of contributions to social insurance. It has to be noted that this type of liability lasts even after deletion of the company from the State Court Register.

In most cases members of the management board may protect themselves against responsibility for the company’s liabilities on condition that they undertake appropriate preventive activities in due time.

We will be happy to give you any detailed information with regard to the liability of the management board members, as well as circumstances of release of the liability.

For further information please contact our expert:

Agata Pastuchow-Brzezińska
Director of Corporate Department
T: +48 22 653 3649
E: apastuchow

TGC Corporate Lawyers
ul. Królewska 27
00-060 Warsaw, Poland
T: +48 22 653 3644
F: +48 22 827 6915
E: tgc
W: http://www.tgc.eu

We are moving!From 1st May 2011our new Warsaw office address and phone numbers will be:Crown Tower
ul. Hrubieszowska 2, 01-209 WarsawTelephone: +48 22 295 3300
Fax: +48 22 295 3301
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Chamberwatch – French Czech Chamber offers Speed Business Meeting

April 27, 2011 Leave a comment

Speed dating

Off to a speed mixing business thing...

The Pdfs contain the invitations to these ideas, that appear to be an adaptation of the “speed dating” idea to business mixers! Whatever will they think of next? I hope people don’t get mixed up as to what they are doing or it could be an interesting scenario!

I can already envisage a comedy sketch or play based on someone turning up to a business speed mixer, not knowing what it was because of missing the start, and assuming that it was a speed dating evening, with humourous consequences!

Full marks to the French Chamber for coming up with the idea, though. I wish I could be there myself…

SpeedBusinessMeeting INVITATION.pdf
SpeedBusinessMeeting POZVANKA.pdf

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Chamberwatch: Invitation to BCC breakfast briefing “Effective E-mail Writing”, 25 May 2011, Prague

April 26, 2011 Leave a comment

The Gothic\Neo-Gothic St. Vitus cathedral with...

Image via Wikipedia

BCC workshop on „Effective E-mail Writing“  will take place at the British Council in Prague, Bredovský dvůr, Politických vězňů 13, Prague 1 on Wednesday, 25 May 2011, from 9.15 a.m. – 4.15 p.m.

This one day training course will help you to improve your business communication skills in this key area.

For many of us writing e-mails is crucial to our relationships with our contacts in other parts of the country or internationally. Writing effective e-mails can enhance your personal effectiveness and business performance as well as having a big impact on how you are perceived by partners and colleagues.

The course will focus on 4 principles:

  • Be clear – planning, layout of facts and figures, simple English, addressing and referencing people
  • Be concise – use of appropriate grammatical forms, simple vocabulary, sentence structure
  • Be courteous – use of appropriate tone, appropriate pronouns, positive language, awareness of audience
  • Be correct – checking, consistent style, punctuation, accuracy

This course is conducted in English and is suitable for participants with English levels from B1 up to advanced levels and who have some prior experience in writing English e-mails.

Please note:Cancellation of confirmed participation can be made no later than Friday, 20 May at 5.00 p.m. No-shows will be invoiced after the event in full amount. We reserve the right to make changes to the programme due to unforeseen circumstances. By registering, you give your consent to our maintaining and processing your personal data, and using your electronic address for the purpose of disseminating business-related communications by the BCC and its sponsors.

Please register HERE or at www.britcham.cz

FEE:BCC members – 3 400 CZK excl. VAT, invoice only; non members – 5 400 CZK excl. VAT, invoice only. If 3 or more people register from 1 company you get 10% discount.

Forthcoming events:

BCC Breakfast Briefing – Accounting for non financial managers, Sheraton Prague Charles Square Hotel, Žitná 561/8, Prague 2 28.04.2011 REGISTER HERE

The Royal Wedding celebration, Garden of the Augustine Hotel, Letenská 12, Prague 1, 28.04.2011, REGISTER HERE

NGO Market 2011, Národní technická knihovna v Praze, Balliguv sál, 29.4.2011, REGISTER HERE

BCC golf Awards ceremony and business mixer, Občanská Plovárna, U Plovárny 8, Prague 1, 5.5.2011 REGISTER HERE

Ethics at Lunchtime, The Augustine hotel, Letenská 12/33, 118 00 Prague 1, 12.5.2011 REGISTER HERE

BCC breakfast briefing Incentive & grants, Grandhotel Brno, Benešova 18-20, Brno, 17.05.2011 REGISTER HERE

AGM 2011, Žofín Restaurant, Slovanský Ostrov 226, 110 00 Prague 1,  24.05.201 REGISTER HERE

Adam Leitmančík

British Chamber of Commerce in the Czech  Republic
Malé náměstí 11, Prague1, 110 00, Richter House, 3rd floor

Tel: +420 224 835 163 / Fax: +420 224 835 162

assistant@britcham.cz
www.britishchamber.cz

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Czech Tax Alert April 2011

April 14, 2011 Leave a comment

A Škoda Superb II car.

Skoda superb. Where are those old wheelbarrow jokes now?

Once again Lucia Rablova and her team have pulled out all the stops and given us a timely Tax Alert for the Czech Republic.

BTCR_TAX_ALERT_April_EN.pdf
BTCR_TAX_ALERT_April_CZ.pdf

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Amendments to the Polish VAT Act as of 1 April 2011 – TGC Legal Alert

April 14, 2011 Leave a comment

Description unavailable

TGC Corporate Lawyers Poland sent us another of their timely legal alerts:

Dear Quoracy Subscribers,

On 1 April 2011 amendment provisions of the Value Added Tax Act (hereinafter the “VAT Act”) came into force.  Below we have set out the most important amendments:

Extended taxation on gratuitous actions

As of 1 April 2011 all transfers of goods belonging to the tax payer’s enterprise made by the tax payer gratuitously (whether made for purposes relating to the enterprise or not) will be subject to taxation if the tax payer was entitled to reduce the output tax by the amount of the input tax in respect of such goods, in full or in part.

Medical packages for employees

The amendment introduces a VAT exemption on provision of services consisting of the employers making medical benefits available to employees and their family members.

Delivery of goods and provision of services by an entity not having a registered office in the Republic of Poland

Pursuant to the amendment, if the entity providing services or delivering goods to the tax payer in Poland does not have its registered office, permanent place of residence or permanent place of business in Poland, the recipient of services or buyer of goods shall always be the tax payer in respect of such transactions.

Trade in scrap – new taxation rules

The amendment changes the rules for settling the tax in trade in scrap and rights regarding emission of greenhouse gases. The said amendment introduces a general rule pursuant to which it is the purchaser who is obliged to pay VAT in respect of delivery of scrap and transfer of rights to emit greenhouse gases.

We will be pleased to provide you with detailed information regarding amendments to the VAT Act. For this purpose, we can prepare appropriate training, meetings with our tax advisers and opinions regarding issues of interest to you.

Should you have any questions, please do not hesitate to contact us:

Marcin Eckert
Legal Adviser
Director of Tax Department
T: +48 22 653 3804
E: meckert@tgc.eu

Magdalena Zarudzka
Tax Adviser
T: +48 22 653 3750
E: mzarudzka@tgc.eu

TGC Corporate Lawyers
ul. Królewska 27
00-060 Warsaw, Poland
T: +48 22 653 3644
F: +48 22 827 6915
E: tgc@tgc.eu
W: http://www.tgc.eu

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Chamberwatch: Up with People show in Prague on 21st April – with the Nordic Chamber of Commerce

April 7, 2011 Leave a comment

Divadlo Hybernia

The Nordic Chamber in the Czech Republic sent us the following

Nordic Chamber of Commerce

In partnership with Nordic Chamber of Commerce

Up with People performs their show –
A Song for the World – in Prague

For 45 years Up with People has performed for more than 20 million people in 42 countries world-wide and for 100 million viewers at television shows or at 4 Super Bowl halftime shows.

See Up with People PowerPoint presentation (5,3 MB)

After 20 years Up with People returns to Prague to make a special performance at the Hybernia Theatre at Náměstí Republiky in the center of Prague.

The municipality of Prague 5, and the City of Prague are supporting the visit of Up with People to Prague. Additional partners are AmCham, Prague Student Summit, European Year of Volunteering 2011, Rotary and Rotaract Clubs in Prague, UniqueConsult s.r.o. and M.S. Stavební s.r.o.

The Up with People cast consists of 100 members from 21 different countries in the age of 18 to 29. Their 6 month tour brings them to the USA, the Bahamas, the Netherlands, Belgium, Czech Republic, Switzerland and Mexico.

During the week-long stay in Prague the cast will engage with the Czech youth at the “Up with People Youth Forum”, where young Czechs can be inspired by their international visitors to discuss “Good Governance” and learn how young people can make a positive impact and engagement in their local communities.

Up with People will perform their high-energy, colorful, “Broadway-style” musical show at the Hybernia Theatre for 900 people on Thursday April 21st at 20:00. Among people invited to the show are officials from Prague City and Prague 5, key politicians, diplomats and business people.

You have an opportunity to be involved as well and to experience the positive impact of Up with People.

Be a Partner, buy tickets or become a host family. Look at the attached presentation for more information.

Kind regards

Luis Petzhold

Assistant Director, Asia / Europe

Cell Phone #: +420 721 445 109

Emails: lpetzhold | Website: www.upwithpeople.org
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Chamberwatch: BEPOLUX Business Lunch with Mr. Mikolaj Dowgielewicz, Secretary of state in the Polish Ministry of Foreign Affairs – 06/05/2011

April 6, 2011 Leave a comment

Here’s an invitation for our Belgian subscribers to an event in Brussels relating to Polish business matters:

INVITATION

BEPOLUX has the pleasure to invite you to its next Business Lunch on

Friday, the 06th of May, 2011, at 12.00 pm.

Diamant Building

Boulevard A. Reyers 80

1030 Brussels

Mr. Mikołaj Dowgielewicz, Secretary of state in the Polish Ministry of Foreign Affairs,

responsible for the presidency, will be our guest-speaker and will present :

” THE  PRIORITIES of THE polish EU PRESIDENCY “

H.E. Mr. Slawomir Czarlewski, Ambassador of the Republic of Poland will introduce the speaker.

During this meeting, you will also have the opportunity to exchange views and experiences on the Polish

market with other Bepolux members conducting business in Poland, and to meet with representatives

from the Polish Embassy and from the Chamber of Commerce.

To attend this event, please return the Reply Form in attachment as soon as possible, or  confirm via

email, info@bepolux.be or Website : www.bepolux.be

Best Regards,

Belgian-Luxembourg-Polish Chamber of Commerce

” Bepolux “

Jean-Marie De Baerdemaeker                    Managing Director Philippe Godfroid  

Deputy Chairman


Reply-Form-06052011.doc

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Social fund contribution in 2011 – TGC Legal Alert

April 6, 2011 Leave a comment

P4030132

Not everything Soviet-style socialism did was necessarily bad!

TGC sent in the following piece on Polish social fund contributions. By way of background, please note in Poland the social fund of a Company is a totally different matter to social insurance. It is a nice tax-neutral way of evening out undesirable disparities in standard of living within Companies. In the socialist past it was an obligatory matter, but now is more of a discretionary instrument an has been often overlooked by international companies investing in Poland, some of whom could actually be saving tax money and keeping more of their value-added for their own people if they made judicious use of it. That’s why the amount per employee has a maximum annual level, but no minimum level. Many companies are not using it at all, and Western companies have shunned it when they hear the word “social” and know it is something that was dreamed up in the Socialist past, and are thus paying too much tax!

However, it’s not effective in every situation – a small group of employees will not make it worthwhile, in fact you need 20 to start one. If you have say over 50 people in Poland, and you have no social fund, then you should probably reconsider, if you have between 20 and 50 you may also want to reconsider or at least weigh it up. Contact me or TGC for more details.

Dear Quoracy.com subscribers, 

Companies which employ at least 20 full-time employees can establish a social fund to finance e.g. various forms of leisure such as, cultural and educational activities, sports and recreation, providing material assistance (financial or non-financial), as well as granting housing loans. The annual social fund contribution for one full-time employee in 2011 amounts to PLN 1,093.93 (37.5% of the national average monthly salary in the second half of 2010).

The above-mentioned annual contribution is the maximum amount for tax-deductibility purposes. An employer may also decide at his or her own discretion to reduce the annual contribution per employee or to wind down social funds, according to factual needs and the economic situation. The procedure for reduction or wind-down will depend on the company’s internal regulations.

If you would like to analyse the effectiveness of your social expenditure or amend your internal regulations, please do not hesitate to contact:

Agnieszka Janowska
Director of Labour Law Department
Tel.: +48 22 653 3862
Email: ajanowska

Alicja Biernat
Lawyer, Labour Law Department
T: +48 22 653 3835
E: abiernat

TGC Corporate Lawyers
ul. Królewska 27
00-060 Warsaw, Poland
T: +48 22 653 3644
F: +48 22 827 6915
E: tgc
W: http://www.tgc.eu
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