POLAND Law and Practice Contributed by: Karol Tatara, Paweł Kuglarz, Anna Czarnota and Mateusz Kaliński, Tatara & Partners Restructuring & Insolvency Law Firm
4.5 The Position of Office Holders in Restructuring, Rehabilitation and Reorganisation Office-holders in restructuring comprise: • a court supervisor; • an arrangement supervisor; • a receiver (administrator); • a trustee; and • an arrangement performance supervisor.
The acts requiring the consent of the creditors’ com - mittee include: • encumbering components of the arrangement estate or remedial estate with a mortgage, pledge, registered pledge or ship’s mortgage to secure a receivable debt which is not covered by the arrangement; • transferring ownership of things or rights to secure a receivable debt which is not covered by the arrangement; • encumbering components of the arrangement estate or remedial estate with other rights; • taking out credits and loans; and • concluding a contract of tenancy of a debtor’s enterprise or an organised part thereof, or any other similar contract. The sale by the debtor of immovable properties or oth - er component assets over the value of PLN500,000 will also require the permission of the creditors’ com - mittee under pain of nullity. The creditors’ committee may grant permission to conclude a credit or loan contract, or establish the securities referred to above, if this is necessary to maintain the ability to cover, on a current basis, the costs of restructuring proceedings and liabilities that have arisen since the opening of proceedings, or to make and perform the arrangement, if it is guaranteed that the funds will be transferred to the debtor and used in the manner provided for in the resolution of the committee of creditors, and the established security is sufficient to cover the credit or loan granted. The acts referred to above, if performed with the per - mission of the committee of creditors, may not be deemed ineffective as regards the bankruptcy estate. Members of creditors’ committees can act with advisers, but should secure the funding themselves. A creditors’ committee member is entitled to reim - bursement of necessary expenses resulting from their participation in a meeting of the committee. The judge-commissioner may grant a member appropriate remuneration for attending a meeting if this is justified by the type and degree of complexity of the case and the extent of the work performed.
These office-holders differ with regard to particular proceedings, but they mainly supervise the acts of the debtor, or administer the remedial estate – within remedial proceedings – where the debtor is limited in their acts and actions. 4.6 The Position of Shareholders and Creditors in Restructuring, Rehabilitation and Reorganisation In Poland, creditors’ committees are much more pop - ular in restructuring proceedings than in insolvency proceedings. The members are selected and the committee is established by the judge-commissioner acting either ex officio where this is advisable, or in response to a petition filed by the bankrupt, no less than three credi - tors, or a creditor or creditors holding jointly no less than one fifth of the sum of the receivable debts (with exclusions for affiliated entities and the acquirers of the receivable debts). The judge-commissioner can also change the members of the committee. The creditors’ committee consists of five members and two deputies, appointed from among those credi - tors of the debtor who are participants in the pro - ceedings. In rare and smaller cases (less than seven creditors), the number of members may be three (and one deputy). The creditors’ committee assists the court supervi - sor, authorises acts which may not be performed other than with the committee’s consent, and gives its opinion on other matters if required to do so by the judge-commissioner or the trustee. When discharging its duties, the committee of creditors may be guided by the interest of all the creditors.
384 CHAMBERS.COM
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