Criminal liability in a simple joint-stock company

The provisions of the Commercial Companies Code precisely define criminal liability related to the operation of a simple joint-stock company on the market.

Due to the dematerialization of shares, subscription warrants and other titles of participation in the income or property of P.S.A., it is a criminal act to allow the company to issue documents for these titles. Committing this act obliges the members of the management board (possibly members of the board of directors or liquidators of P.S.A.) to bear responsibility in the form of a fine, penalty of restriction of liberty or imprisonment of up to 6 months.

Indeed, it should be emphasized that criminal liability also applies to a member of the management board or board of directors who allows the registration of shares in the register of shareholders of P.S.A. before the registration of the simple joint stock company or before the registration of the change in the number of shares (in the case of the issuance of new shares). In this case, the liability is a fine, penalty of restriction of liberty or imprisonment of up to one year.

It is worth noting that a member of the management board (board of directors) who fails to meet the obligation is subject to a fine of PLN 20,000: – submit the list of shareholders to the National Court Register, – fails to maintain a register of shareholders.