New technologies in the Polish provisions regulating financial markets and company law

A simple joint-stock company (simple JSC) designed for the needs of start-ups in the IT industry – obligatory dematerialisation of private securities such as bonds or simple JSC shares – compliance with the EU regulations

Jakub Gładkowski

Aleksander Kulasza

Category:

Articles

Region:

Poland

Field of law:

FinTech and RegTech

Citation: Jakub Gładkowski / Aleksander Kulasza, New technologies in the Polish provisions regulating financial markets and company law, in: Jusletter IT 23. Mai 2019

The article presents amendments in the Polish law in the sector of financial markets and company law which make use of innovative IT solutions and thus lead to a greater protection of investors in Poland. The examples of such changes in law are the obligatory dematerialisation of the Polish securities (of non-public entities), such as bonds and the introduction of a new legal form of operating business activity, namely a simple joint stock company, for which the dematerialisation of shares is provided with the use of technologies such as Public Key Infrastructure and Keyless Signature Infrastructure, and the blockchain type of technology.

Table of contents

1. Introduction
2. Two examples of recent changes in the Polish commercial regulations
3. Case 1: new «pro-investors» regulations in the Polish law of financial markets
4. Case 2: amendments to Polish company law – establishing a simple JSC online
5. Dematerialization of bonds
6. Bond issue agent
7. Agent related to the bond issuer
8. The legal basis of the issuing agent’s liability
9. ABC of IT technology used for legal dematerialization of securities
10. PKI encryption
11. New KSI technology
12. Legalization of dematerialisation is the need of globalization
13. Simple joint-stock company de lege ferenda – planned entry into force: March 2020
14. The definition of «start-ups» in the Polish commercial law
15. Ratio legis of a simple JSC for start-ups in Poland
16. New legal concept of «monetary and non-monetary share capital» (article 300³ § 1 of the Code of Commercial Companies)
17. Setting up a simple JSC online without the presence of a notary public
18. Dematerialisation of the shares of a simple JSC
19. Conclusion – summary of the key characteristics of the planned simple JSC from the perspective of the investors in new tech start-ups

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