On 5 August 2022, Poland passed a law that amends the Act on Special Solutions to Counteract Support for Aggression against Ukraine and to Protect National Security and the Act on the National Fiscal Administration (“Amendment”), which introduces changes to the Polish sanctions regime. The subject matter of this Amendment consists primarily of the following two regulations that may be applicable to an entity on which restrictive measures (i.e. sanctions), in the form of freezing funds and economic resources and the prohibition on making them available, have been imposed:
(i) the possibility of establishing a temporary receivership in respect of the entity on which the Sanctions have been imposed; and
(ii) the possibility of the State Treasury taking over the ownership of financial resources, funds or economic resources belonging to the entity on which the Sanctions have been imposed.
In addition, the Amendment touches on the issue of benefits for the employees of the entities on which the Sanctions have been imposed. The changes came into effect on 18 August 2022.
The Amendment provides for a measure in the form of the establishment of temporary receivership by the minister responsible for the economy. The task of the appointed administrator will be to dispose of the financial resources, funds or economic resources in a situation where it is necessary to ensure the operation of an enterprise subject to the Sanctions. The legislator has specified that it refers here to special cases, such as the need to:
- maintain jobs in that enterprise;
- maintain the provision of services of a general interest or the performance of other tasks of a public nature within the activity of that enterprise; or
- protect the economic interest of the State.
The receivership will be established at the expense of the entity subject to the Sanctions for a maximum period of 6 months, and in special cases - up to 12 months. During this period, the administrator will be required to take actions to establish the assets of the entity, to ensure the continuity of the entity’s business and its management, and to exercise the powers vested in the entity. The administrator will also be required to take actions to prevent the use of financial resources, funds or economic resources covered by receivership for the purpose of direct or indirect support of aggression, violations or other actions related to the aggression against Ukraine. Furthermore, in the course of the receivership, the administrator, acting on the basis of the power of attorney granted him/her (where the disposal is not within the scope of ordinary management activities), may dispose of the assets subject to receivership, whereas following the period of receivership, the administrator is obligated to apply to the District Court for the capital city of Warsaw in Warsaw for an order to dispose of the assets that were subject to receivership.
Takeover of ownership by the State Treasury
Another change provided for in the Amendment is the possibility for the minister responsible for the economy to establish administration in order to take over the ownership of financial resources, funds or economic resources of an entity subject to the Sanctions for the benefit of the Treasury. Such a takeover of ownership must be necessary and dictated by the need to protect an important public interest, protect the economic interest of the state or ensure state security. The property is taken over by a decision of the minister responsible for the economy and must be made against compensation, which should correspond to the market value of the property to be taken over, as determined on the basis of a current valuation by an independent third party. Information about the assets taken over will be included in the so-called Polish sanctions list.
Importantly, in both types of administration, the entity over which administration has been established is not entitled to claim damages against the State Treasury or the entity performing the administrator’s tasks.
The Amendment also touches on support of the employees of the entities on which the Sanctions have been imposed and which do not have assets that can be used for employee payments. Employees will be able to apply for benefits from the Guaranteed Employee Benefits Fund, analogous to those granted in the event of an employer’s insolvency. These benefits will be intended to settle entitlements, such as salaries.
The Amendment introduces significant changes to the operation of national sanctions, further expanding the scope of state action. For further information about the changes to the Polish sanctions regime, contact your CMS client partner or local CMS experts: Ewa Świderska, Patrycja Sikorska-Tuğcu and Hanna Stacewicz.
 The Act of 5 August 2022 on amending the Act on Special Solutions to Counteract Support for Aggression against Ukraine and to Protect National Security and the Act on the National Fiscal Administration.
 The Polish sanctions regime was defined by the Act of 13 April 2022 on Special Solutions to Counteract Support for Aggression against Ukraine and to Protect National Security.