On 10 January 2024, the registry court decided to refuse to enter a change of data in the National Court registry concerning the composition of the Management Board and the Supervisory Board of Polish Television. In its message of reasons, the court stated that ‘resolution on the appointment of members of the supervisory board of the company and the board of directors has been taken by an unauthorised authorityIt’s okay. ”
Many may wonder what this decision of the court actually means and what its consequences and further developments will be. The president of the Supervisory Board of TVP, Piotr Zemła, decided to answer these questions. He stated that “The issues of entry into the National Court registry are of a declaratory nature and so do not have the value of shaping reality.” Smart-sounding words, which doesn't mean smart. What, then, does the Declaratoryness referred to by the patron of Vengeance mean? Declaratory entry in the KRS means that ‘the actions undertaken by the company have consequences with the minute of their completion, and the entry in the KRS only confirms the already existing state of affairsIt’s okay. ”
Turning the legal language into little complex means that the change in the composition of the board of directors or supervisory board of the company has been in force since its adoption by the shareholders or any another authorised owner body. Indeed, an entry in the KRS is only an information and order activity. For example, if the partners of the company appoint a fresh board, it represents the company from the minute of the vote confirmed by a written and signed protocol. The fresh board is required to study the changes to the KRS, but in practice, which is unfortunately rather common, this is neglected. Only a tiny fine is in danger. The Company may operate without hindrance, and in case of any uncertainty (e.g. erstwhile signing contracts) it is adequate that the rightful associate of the Management Board will show a protocol with the applicable resolution appointing him as a board member.
1 can imagine the situation, although it would be rather curiosical that individual was appointed as a associate of the board of directors or supervisory board of the company by unauthorised persons or an unauthorised body and without being aware of this fact attempts to execute activities resulting from the function. While neglecting the work to notify changes to the KRS, it is mistaken to believe that it is simply a legitimate associate of the company's authorities. But at the time of the application to the KRS and after receiving a negative decision, he can no longer justice or even pretend to be a legitimate associate of the company's authorities.
Counselor Zemła said the entry in the KRS "There is no value to shaping realityIt’s okay. ” But the value of shaping reality does not primarily have a paper drawn up and signed by persons who have no authority to do so. Doesn't Counselor Evil understand? While, until a negative decision of the registry court, the counsel could cover himself with ignorance, after a decision of the court, 1 can only talk about knowingly breaking the law and trying to take control of the company. In this sense, the decision of the registered court reflects the legal order of the Polish State. A legal order that has been raped for respective weeks by force of fists by bandits under 8 stars.
Mr Bogdan
