POLAND Law and Practice Contributed by: Wojciech Ługowski, Lawarton Lugowski Kapica Spolka Komandytowa
securitisation. Each funding method has dis - tinct legal and regulatory considerations shaping these entities’ operations. P2P Lending P2P lending platforms facilitate direct lending between individual investors and borrowers and are regulated under the European Crowdfund - ing Service Providers Regulation (the “ECSP Regulation” ). These platforms must comply with investor protection rules, risk transparency requirements and AML/CFT regulations. Howev - er, P2P lenders cannot accept deposits or offer deposit insurance, making clear risk disclosure is essential to maintaining investor confidence. Lender-Raised Capital Many online lenders finance their operations through venture capital, private equity or insti - tutional funding. Securities laws regulate this model, requiring full compliance with Polish and EU financial regulations, including disclosure obligations and transparency standards. If funds are raised through bond issuance or share offer - ings, additional capital market regulations apply, requiring oversight by financial regulators. Deposit-Taking Only licensed financial institutions, such as banks and certain regulated credit institutions, can legally accept deposits from the public. Deposit-taking lenders are subject to strict regulatory oversight, including compliance with capital adequacy requirements, consumer pro - tection laws and deposit guarantee schemes. Online lenders without a banking licence cannot accept deposits, limiting their funding options. Securitisation Some lenders package their loan portfolios into securitised financial instruments that are sold to institutional investors or asset-backed securi -
ties (ABS) markets. Securitisation must comply with the EU Securitisation Regulation, ensuring risk retention, investor disclosures and transpar - ency in structured finance transactions. While securitisation allows lenders to expand their loan capacity, it requires strict risk management and reporting mechanisms. 4.4 Syndication of Fiat Currency Loans Loan syndication is legally permissible and is primarily used for large corporate or infrastruc - ture loans. It allows multiple lenders to share risk and expand lending capacity, typically involving major banks rather than fintech lenders or online platforms. Although syndication occurs, it remains relatively uncommon in the Polish market, where bilateral lending structures and direct institutional financ - ing are more prevalent. The process is regulated by the Polish Civil Code and the Banking Law Act, ensuring contractual transparency and a structured framework for multi-lender agreements.
5. Payment Processors 5.1 Payment Processors’ Use of Payment Rails General
Payment processors are free to use existing pay - ment rails or develop new ones, provided they comply with financial regulations. Any new pay - ment infrastructure must receive authorisation from KNF to ensure compliance with PSD2, AML and CFT requirements. While integrating with established payment sys - tems is often more efficient and widely accepted, innovative solutions such as blockchain-based
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