Public consultations on the draft bill of the new Act on the transparency of public life have been completed. The draft bill has not yet been debated by Parliament. However, we believe the bill will be passed into law within the next three months.
What changes can be expected?
The proposed legislative amendments are designed to counter corruption, and at the same time to strengthen the system of penalties and sanctions for companies which fail to comply with the Act’s requirements. Although an important part of the regulations concern the public sector, significant changes are also awaiting the private sphere and large entrepreneurs without any capital connection with the State Treasury.
According to the bill, companies will be required to prepare and effectively apply sophisticated internal anticorruption procedures. The proposed tools and procedures are aimed both at preventing and discovering acts of corruption or its financing, and to ensure any wrongdoings are quickly and efficiently reported. Penalties for a failure to adjust to the new requirements will also be relevant. The penalties that the Polish Antimonopoly Office (UOKiK) will be able to impose can be as high as PLN 10 million, and a ban from competing for public works contracts may be imposed for up to 5 years.
Whistleblowers under special protection
According to the legislator, until today whistleblowers generally have not reported to their employers or, much less, to officials of any competent authorities any wrongdoings which may have occurred in their companies, for fear of retaliation. This is why the legislator is planning to introduce to the Polish legal system the concept of whistleblowers and whistleblowing, and the related statutory protection of whistleblowers against retaliatory actions. Among the proposed measures of protection is the prohibition to terminate an employment contract or the requirement to pay out two years’ worth of severance pay in the event of termination of an employment contract without clearance from the public prosecutor.
Restrictions on private sector companies with a Treasury share
Transparency of any activity pursued in the public sector is the principal objective of the proposed legislative amendments. To this end, among other things the draft bill envisages considerable restrictions for commercial-law companies and groups of companies in which more than 20% of shares/stock are owned by the State Treasury (so-called obligated companies). These restrictions are driven by the proposed introduction by the new act of the obligation for such companies to separate their management from their capital. In practice, this may markedly affect such companies’ attractiveness for investors. Moreover, the obligated companies will be required to disclose and keep a public register of all civil-law contracts and agreements. However, a significant part of the regulations applies to private entrepreneurs without any capital link with the State Treasury, employing more than 50 employees and achieving an annual turnover of more than EUR 10 million or with their total assets amounting to more than EUR 10 million.
How can we help?
Ensuring compliance with all the requirements of the new Act on the transparency of public life will be a huge challenge for all companies. We want to help you by offering to:
- assess your compliance with the requirements of the new legislation, which will help you identify the scale of the risks,
- support you in the effective implementation of a code of ethics in your organisation,
- set up whistleblowing procedures for you,
- support you in the implementation of internal procedures relating to the receiving of gifts and other things of value by employees, the anticorruption guidelines and the reporting procedures,
- train your employees in the anticorruption laws and regulations,
- support you in case of investigations, including dawn raids.
Our compliance practice group
Our team is made up of experts in various areas, from dispute resolution, to technology, competition law and corporate matters. We provide all-inclusive legal assistance in criminal cases relating to white-collar crimes, corruption, abuses, cybercrimes and data security.
Regardless of the nature, scale and location of your business operations, our attorneys will work across, and based on a seamless exchange of experience between, all practices, offices and jurisdictions. We have compliance experience in more than two hundred jurisdictions. We swiftly and effectively bring other offices on-board to work on other multijurisdictional projects which are coordinated by our Warsaw-based office. We use technologies that enable us to speed up the investigative process, including the management of legal projects and the e-Discovery tool, which has been available since the opening of our second global shared services centre based in Belfast. The investigations we lead are more cost-efficient and transparent. Our qualified personnel perform large-scale document reviews and analyses, including in foreign languages.