Dawid Marciniak’s article on this subject, “Rezygnacja jedynego członka zarządu spółki kapitałowej”, was published in the legal journal Przegląd Prawa Handlowego (12/2019). 

In his article, our colleague discusses the amendments to the Polish Commercial Companies and Partnerships Code coming into force on 1 March 2019 as regards passive representation of a company when its only Management Board member resigns. Before proceeding to his actual subject, he presents an overview of the legal status to date, especially of the Polish Supreme Court judgment in case III CZP 89/15 and the problems it has engendered. He also anticipates certain issues which may arise in construction and application of the rules as now amended, and posits possible solutions as well as possible changes de lege ferenda.

The entire article (in Polish) is available from Wolters Kluwer; we invite you to contact GESSEL should you require a more thorough elaboration in English.  

Dawid Marciniak
d.marciniak@gessel.pl