ACT

of 30 August 1996

o commercialisation and privatization

• Metric
• Codified text

SECTION I

General provisions

Article 1. [ Definition of commercialization and privatization] [ 1] 1. Commobilization, within the meaning of the Act, consists in the transformation of a state enterprise into a company; if the provisions of the Act do not stipulate otherwise, this company joins in all legal relations, the entity of which was a state enterprise, without the legal nature of those relations.

2. Privatization, within the meaning of the Act, consists of:

1) the holding of shares in the increased share capital of single-member companies of the State Treasury arising from the commercialisation by entities other than the State Treasury or other than the state legal persons within the meaning of the Act of 8 August 1996. on the rules of exercise of the powers conferred on the State Treasury (Dz. U. of 2016 r. items 154);

1a) disposals of the Treasury shares of the shares in companies;

2) the disposal of all material and intangible assets of a State-owned enterprise or a company resulting from the commercialization under the rules laid down by the Act by:

a) sale of the company,

(b) bringing an undertaking into a company,

(c) giving up the undertaking for the benefit of the payment.

3. (repealed)

Article 1a. [ Privatisation of enterprises and companies of particular importance to the economy of the State] 1. The Council of Ministers shall define, by means of regulations, state enterprises and single companies of the State Treasury of particular importance for the economy of the state.

2. Privatization of enterprises and companies referred to in paragraph. 1, requires the consent of the Council of Ministers.

3. To the companies referred to in paragraph. 1, the provisions of the Commercial Companies Code shall apply. Statements of intent to be submitted to the company by the State Treasury require the conduct of the written form under the rigorome Art. 173 § 1 and art. 303 § 2 of the Code of Commercial Companies does not apply.

3a. In the companies referred to in paragraph 1. 1, the Supervisory Board can count up to 9 persons.

4. Supervisory Board of the companies referred to in paragraph. 1. They shall be appointed by the General Assembly after consulting the Minister responsible for the subject matter of the company. The Council of Ministers shall determine, by means of a regulation, the jurisdiction of the individual ministers. To the members of the supervisory boards of the companies referred to in paragraph 1. 1, Article shall apply. 12 (1) 2.

5. The General Assembly may appoint the Management Board in the companies referred to in paragraph. 1.

6. The provisions of the paragraph. 4 do not violate the resulting employees ' rights to choose members of the supervisory board or a member of the management board of the company created as a result of commercialization.

Article 1b. [ Exemption of application of the law] The provisions of the Act shall not apply to any other than those referred to in Article. 1, art. 1a and art. 69a par. 1 companies and their assets-for the duration of the pre-emption of shares or property of these companies-for the purposes of securing the claims of the State Treasury represented by the Minister responsible for public finance, for the purposes of guaranteed guarantees or guarantees.

Article 2. [ Statutory definitions] Whenever there is a law in the law:

1) to the company-it is understood by this joint stock company or limited liability company;

2) the statutes, shares, shareholders and the general meeting-shall be understood by this agreement or act of incorporation, participation, members and congregation of shareholders;

(3) an undertaking shall be understood by that undertaking within the meaning of Article 4 (3). 55 ¹ the Civil Code;

(3a) the predecessor, which is understood by the direct previous employer of the eligible employees, whose assets have been incorporated into a commercialised state-owned enterprise or a state-owned establishment privatised. by the transfer to the company;

(4) the director, who shall also be understood by the person holding the board of directors or the temporary manager of the public undertaking;

5) of the eligible employees-it is understood by this:

(a) persons on the date of removal from the register of the commercial enterprise of that undertaking or of persons who are employees of a State enterprise on the date of the conclusion of the contract of the undertaking by the undertaking, his transfer to the company,

(b) natural persons who, on the date of deletion of the commercialised state-owned enterprise from the register of entrepreneurs, or natural persons who on the date of conclusion of the contract of the undertaking by his transfer to the company were a party to the contract o the management of a State-owned enterprise concluded pursuant to the provisions of Chapter 8a of the Act of 25 September 1981 o State-owned enterprises (Dz. U. of 2013 r. items 1384 and of 2015 items 1322),

(c) persons who have worked for at least ten years in a commercialised state enterprise and its predecessor, or in an undertaking which has been privatised by the transfer to the company and its predecessor, and the termination of the relationship work is due to a retirement or disability pension, or for reasons of non-workers,

(d) persons who, after having worked for a period of ten years in a state-owned company subject to privatisation and his predecessor, have been taken over by other establishments in accordance with Article 4 (1) of the Regulation. 23 ¹ Labour code;

(6) farmers or fishermen-they shall be understood by natural persons who are holding an agricultural or fishing holding during the five years prior to the deletion of a public undertaking from the register of business, delivered directly or indirectly to the of this company raw materials with a value of at least 100 q rye at prices accepted for the calculation of the agricultural tax in the last year prior to the deletion of the State-owned company from the register of entrepreneurs.

7) (repealed)

Art 2a. [ Publicity of the conduct of the privatisation processes] The course of the privatisation processes carried out under the provisions of Chapter IV and V of the Act is overt.

Article 2b. [ Privatization Card] 1. From the course of the privatization process referred to in art. 2a, a privatisation card shall be drawn up with at least:

1) information about the buyer:

(a) the name or business under which it operates, the legal form and the seat where the purchaser is a legal person or an undertaking which does not have legal personality, or

(b) first name, surname and place of residence if the purchaser is a natural person;

2. the price obtained;

3) the amount of the investment commitments guaranteed by the purchaser;

4) information on the conclusion of the agreement on the social package, including obligations related to the protection of the interests of employees and other persons associated with the privatized entity;

5) information on the privatised entity;

(6) an indication of the names and official positions of persons responsible for the preparation and implementation of the privatisation process;

7. information on the implementation of privatisation obligations.

2. The privatization card shall be carried out from the moment of the beginning of the privatisation process.

3. The privatisation card shall be updated and shall be made available on the subject-matter of the Public Information Bulletin of the Minister responsible for the Treasury or the founding authority.

4. The Minister responsible for the Treasury will determine, by way of regulation, the model of the privatisation card, with a view to ensuring the transparency of the privatisation process.

Art. 2c. [ Confidential information about the course of negotiations] Information on the course of the negotiations referred to in Article 33 (1) 1 point 3, shall be confidential only until they have been completed.

Art. 2d. [ Explicit agreements] Agreements entered into in art mode. 33 (1) 1, 3 and 5 and Article 39 (1) 1 shall be overt and shall be made available under the rules laid down in the rules on access to public information.

SECTION II

Commercialisation of SOEs

Article 3. [ Companies subject to commercialisation] 1. Commentalization of a state-owned enterprise shall be carried out by the Minister responsible for the Treasury.

2. (repealed)

3. Subject to paragraph 4 the commercialisation may be subject to public undertakings, with the exception of:

1) put into liquidation;

2) bankrupt;

3) exercising a final decision on the division or merger of a public enterprise;

(4) undertakings in respect of which the restructuring procedure is pending, until the agreement has been made;

(5) undertakings in respect of which bank settlement proceedings are pending, until such time as the settlement of the settlement is entitles to the right of settlement;

6) managed on the basis of an agreement on the management of the enterprise, unless the administrator requests the commercialisation of a state-owned enterprise;

7) acting on the basis of laws other than the Act on State-owned enterprises, unless these companies are subject to commercialization by way of separate laws;

(8) undertakings the authorised authorities have requested to make a direct privatisation-pending the examination of the application;

(9) in respect of which an order for direct privatisation has been issued;

10) (repealed)

(11) undertakings performing on 1 January 2006. economic activity in the field of international maritime transport.

3a. Contracts for the management of the State Enterprise, referred to in Chapter 8a of the Act of 25 September 1981. o State enterprises, shall expire on the date on which the company is entered in the register.

4. (repealed)

4a. In the case of the commercialisation referred to in art. 4 par. 2 or Article 4a 1, the provisions of the paragraph. Paragraphs 6 and 8 shall not apply.

Article 4. [ Commercialization subject] 1. Commentalization of a state-owned company shall be carried out by the Minister responsible for the Treasury:

1) at the request of the founding authority;

2) at the request of the Director of the State-owned enterprise and of the labour council;

3) on its own initiative.

2. In the case of commercialization on its own initiative, the Minister responsible for the Treasury gives notice of the intention to commercialise the director of the state enterprise, the employee council and the founding body of the state-owned enterprise.

3. In the case of commercialisation at the request of the founding authority, the notification of the Director of the State Enterprise and the Board of Employees of the intention of commercialization shall be carried out by the founding body.

4. The Director of the State-owned company is obliged to serve the Minister competent for the Treasury, within a period not exceeding three months from the date of receipt of the notification, the questionnaire of the State-owned enterprise intended for the commercialisation, together with the documents referred to in the provisions referred to in paragraph. 6. The Minister responsible for the Treasury shall be notified of the failure of the documents by the Director of the State Treasury of the State Treasury to serve the documents within one month of the date of the notification.

5. In the case of commercialization at the request of the director and the employee council of the state company, the application shall be accompanied by a questionnaire of the state enterprise intended for commercialization, together with the documents specified in the regulations, o referred to in paragraph 1: 6.

6. The Council of Ministers, by means of the regulation, will determine the model of the state enterprise questionnaire intended for commercialization and the list of documents necessary for the drawing up of the commercialization act.

Article 4a. [ Application for commercialisation] 1. With a reasoned request to commercialize a state-owned company for the purpose of comunification may apply to the Minister responsible for the Treasury of the State Treasury, the executive body of the local government unit, in the area of which it is located the seat of the undertaking, on the basis of a resolution of the body constituting that undertaking.

2. The application referred to in paragraph 2. 1, the provision of art shall apply. 4 par. 2. In the event of failure to take account of the request, the minister shall inform the executive body of the local government unit, giving the reasons for refusal

3. (repealed)

4. (repealed)

5. (repealed)

6. (repealed)

7. (repealed)

8. (repealed)

9. (repealed)

Article 4b. [ Gratuitous divestment of shares in favour of a local or regional government unit or a union of local government units] 1. Minister competent for the State Treasury, at the request of the executive body of the local government unit, in the area of which the seat of the company is located, in which the State Treasury holds shares created as a result of the commercialization of the company of the State or by the transfer of an undertaking to a company in accordance with Article 49, or at the request of the executive body of the association of local government units in which the seat of such company is located, may be free of charge part or all of the shares held by the Treasury of that company in favour of that company local government or the association of local government units, provided that the following cumulative conditions are met:

1) the object of the company's activities is related to the execution of the tasks of its own local government unit or the association of local government units;

2) the company performs an economic activity in the area of the applicant's application of the territorial self-government unit or the association of local government units;

3) the company is not listed on the list of companies of particular importance for the state economy or other lists of companies of the state importance, created on the basis of separate regulations.

2. Dispal of the shares referred to in paragraph. 1, it is not a sale of shares on a general basis. The provisions of the Act of 14 June 1960 shall not apply to the disposal of shares. -The Code of Administrative Procedure (Dz. U. of 2016 r. items 23). The disposal of shares shall be public and shall be based on a civil-law contract.

3. Eligible employees in the company resulting from the commercialisation of a state-owned company or by bringing the company into a company in accordance with art. 49 whose shares have been sold free of charge in accordance with the procedure referred to in paragraph 49. 1, retain the power to acquire shares free of charge. The provisions of Article 4 36-38c shall be applied mutatis mutandis, with the competence of the Minister responsible for the Treasury to dispose of the shares to execute the executive body of the territorial self-government entity or the executive body of the association of local government units.

4. The right to free acquisition of shares by eligible employees and farmers or fishermen or fishermen shall apply mutatis mutandis to the establishment of the right to free of charge. 38 par. 2.

5. The provisions referred to in paragraph. 1 and 2, shall apply mutatis mutandis to the gratuitous disposal of shares held by a local government entity or the association of local government units in favour of another entity of local government or association of self-government units territorial, with the competence of the Minister responsible for the Treasury to dispose of shares to execute the executive body of local government units or the association of local government units.

Article 4c. [ The transfer of revenue to the accounts of the customs funds] 1. In the case of the sale of shares referred to in art. 4b ust. 1, part of the revenue received by the local government unit or the association of local government units shall transfer, within 3 months from the date of obtaining the revenue from this title, on the extracted accounts of the special-purpose funds referred to in art. 56 par. 1, in the following amount:

1) 5% of the proceeds from the sale of shares-to the Reprywatisation Fund;

2) 15% of the proceeds from the sale of shares-to the Entrepreneurs Restructuring Fund;

3) 2% of the proceeds from the sale of shares-for the Treasury Fund;

4) 2% of the proceeds from the sale of shares-on the Fund of Science and Technology of Poland.

2. If the unit of local government or the association of local government units will force the shares referred to in art. 4b ust. 1, by way of a legal action other than the sale, within 3 months from the date of such action, shall transfer to the separate accounts of the special-purpose funds referred to in Article 56 par. 1, the amount equivalent to:

1) 5% of the book value of the shares disposed of-to the Reprywatisation Fund,

2) 15% of the book value of the transferred shares-for the Entrepreneurs Restructuring Fund,

3) 2% of the book value of the transferred shares-for the Treasury Fund,

4) 2% of the book value of the transferred shares-on the Fund of Science and Technology of Poland

-the accounting value of the shares being disposed of shall be fixed at the date of their disposal.

3. If the unit of local government or the association of local government units transfers free of charge the shares referred to in art. 4b ust. 1, in favour of another unit of local government or the association of local government units, provision of the paragraph. 2 does not apply.

Article 5. [ The nature of the company resulting from the commercialisation] 1. To the company resulting from the commercialization, unless the Act provides otherwise, the provisions of the Code of Commercial Companies apply.

2. The Treasury shares do not apply art. 199 and 359 in respect of forced redemption and art. 418 of the Code of Commercial Companies.

3. In a single company of the State Treasury, the statements of will submitted to the company by the State Treasury require the conduct of the written form under the rigorous annulment. Art. 173 § 1 and art. 303 § 2 of the Code of Commercial Companies does not apply.

Article 6. [ Employment relationship of existing employees] 1. Subject to paragraph. 3, employees of the commercialised state-owned enterprise become, by law, employees of the company.

2. In order to perform the function of the President of the first management of the company resulting from the commercialization shall be appointed the director of the commercialised state-owned enterprise, unless he/she does not agree to the performance of this function.

3. The application of the work of the Director of the State-owned company and of the employees employed on the basis of appointment shall cease, by virtue of the law, from the date of removal of the state enterprise from the register of entrepreneurs.

4. The employees referred to in paragraph 4. 3, shall be entitled to a payment of three months ' remuneration, calculated as a cash equivalent for holiday leave. This recovery shall not be granted in the case of employment in a company as an equivalent or higher position.

Article 7. [ Company's capital] The closing balance of a public company becomes the opening balance sheet of the company, with the sum of its own capital equal to the sum of the founding fund, the company's fund and the undivided financial result for the period of business enterprises prior to commercialisation.

Article 8. [ Approval of the financial statements of the commercialised company] If the financial statements are not approved for the period preceding the commercialisation or failure to take a decision on the distribution of the net profit, or to determine how to cover the net loss of these activities, the general meeting of the company shall be carried out.

Article 9. [ Commercialization Act] 1. The Minister responsible for the Treasury shall draw up for the Treasury the act of commercialization of the state-owned company.

2. In the act of commercialisation, the following shall be established:

1) the statutes of the company;

2) the amount of the share capital of the company;

3) the names of members of the bodies of the first term of office

4) a person authorized to notify an application for the inclusion of a company in the register of entrepreneurs, if it is a person other than the board of directors.

3. The act of commercialization replaces the activities specified in the provisions of the Code of Commercial Companies, preceding the submission of the application for the inclusion of the company into the register of entrepreneurs.

4. The Minister competent for the Treasury shall represent the State Treasury with regard to the company resulting from the transformation of the state-owned company.

Article 10. [ Entry into the business register] 1. The Management Board or the person authorized in this act by the Minister responsible for the Treasury shall report to the registered court for the registered office of the company a request for registration of the company to be entered in the register immediately after the act of commercialization. entrepreneurs.

2. The date of commercialization is the first day of the month following the entry of the company into the register of entrepreneurs. This is the result of the deletion of a public undertaking from the register.

Article 11. [ Supervisory Board of the Company] 1. In the company created as a result of commercialization works the Supervisory Board. The number of members of the supervisory board shall be determined by the statutes, except that the first supervisory board shall count five persons, including two representatives of employees. In companies resulting from the transformation of agri-food businesses, farmers or fishermen and workers shall have one representative in the supervisory board.

2. In companies with limited liability arising as a result of commercialization, it may not be established by the supervisory board. The control law shall then be exercised by the partner or by the person empowered by him.

3. In the event of a declaration of bankruptcy of the company referred to in paragraph. 1, in which the State Treasury is the sole shareholder, the general meeting may take a resolution to stop the action of the supervisory board and the appeal of its members.

Article 12. [ Selection of members of the Supervisory Board] 1. At the time when the State Treasury remains the sole shareholder of the company created as a result of commercialization, the members of the supervisory board appoints and refer to the general meeting, with the fact that two fifths of the composition of the supervisory board constitute, subject to the paragraph. 2, persons selected by workers or persons selected in one fifth by the workers and one fifth by farmers or fishermen.

2. The members of the supervisory board shall be appointed from among the persons who have submitted the examination, subject to art. 60 par. 4.

3. The mode of selection of the members of the supervisory board by employees or workers and farmers or fishermen shall be determined by the statutes of the company or of the regulations adopted in the manner laid down in the statutes, subject to the paragraph. 4. Members of supervisory boards representing workers or workers and farmers or fishermen shall be elected by direct and secret ballot, while respecting the principle of universality.

4. Representatives of employees to the first supervisory board elects a general meeting of employees (delegates).

5. At the written request of at least 15% of the total employees of the company shall be put to the vote for the cancellation of the representative of the employees from the supervisory board.

6. The failure to select representatives of employees, farmers or fishermen in the composition of the first supervisory board shall not prevent the inclusion of the company in the register of entrepreneurs or the taking of important resolutions by the Board.

7. The Council of Ministers shall determine by way of regulation:

1) conditions for organizing trainings for members of the supervisory board of the first term of office selected by employees;

2) the conditions to be met by candidates for the members of the supervisory boards, the scope of the applicable training and examination topics, the mode of appointment of the examination committee, the submission of exams and the conditions under which the candidate may be exempted from the obligation Take the exam.

3) (repealed)

Article 13. [ Limitation of the rights of council members 1. At the time when the State Treasury remains the sole shareholder of the company, the members of the supervisory board of the company shall not:

1) stay in relation to work with the company or provide work or services to it on the basis of another legal title;

2) hold shares or shares of the entrepreneurs created by the company, with the exception of shares admitted to trading on a regulated market;

3) remain with the entrepreneurs referred to in point 2, in the employment relationship or provide work or services for them on the basis of another legal title;

4) perform classes that would be inconsistent with their duties or could provoke suspicion of partiality or interest.

2. The restrictions referred to in paragraph 2. Article 1 (3) does not concern the membership of supervisory boards, except in the case of supervisory boards of competitive business operators.

3. The prohibition of staying in the employment relationship in the company resulting from the commercialization shall not apply to the persons selected to the supervisory board by the employees.

4. The occupancy referred to in paragraph. 1 point 4, there is also a full function of the choice in the establishment of the association.

Article 14. [ Selection of members of the supervisory board of the company with a minority stake of the State Treasury] 1. From the moment the State Treasury has ceased to be the sole shareholder of the company resulting from the commercialization, the provisions of the statutes regarding the appointment and dismissal of the members of the supervisory board may be changed, with that of the employees or employees and farmers or fishermen retain the right to choose:

1. two members of the supervisory board in a council of up to six members, with the result that in companies arising from the transformation of agri-food business to farmers or fishermen, they retain the right to choose one member of the supervisory board;

2) three members of the supervisory board in a council of seven to ten members, with the result that in companies arising from the transformation of agri-food industry enterprises or fishermen retain the right to choose one member of the supervisory board;

(3) four members of the supervisory board in the eleven or more members of the board, with the result that the two members of the supervisory board retain the right to choose the two members of the supervisory board in companies arising from the transformation of the agri-food business.

2. Members of the supervisory boards referred to in paragraph. 1, they shall be elected in direct and secret ballot, while respecting the principle of universality. The result of the elections is binding for the general assembly.

Article 15. [ Protection of the employment relationship of staff members of the Board] An employee of a company who is a member of its supervisory board may not, during the period of the term of the council or during the period of the year after the end of the term of office of the company, terminate the employment relationship. At that time, the company cannot also change to the disadvantage of a worker's working conditions or pay.

Art. 15a. [ Member of the Supervisory Board] Persons designated by the State Treasury or other State legal persons to serve as a member of the supervisory board of a company formed by way of commercialization shall not be the person of:

1) employed in the offices of the parliamentary, senatorial, parliamentary-senators or offices of the Members of the European Parliament on the basis of a contract of employment, a contract of order or another agreement of a similar nature;

2) forming part of the bodies of political parties representing political parties on the outside and entitled to commit;

3) employed by political parties on the basis of a contract of employment.

Article 16. [ Selection and dismising of the board member by employees] 1. In companies formed by way of commercialization, and after the Treasury has disposed of more than half of the shares of the company, employees shall select one member of the Management Board if the average annual employment in the company is above 500 employees. The rules and the mode of selection and appeals by the members of the Management Board member shall specify the

2. The provisions of the Statute concerning the elections referred to in paragraph. 1, take into account the principles of universality, secrecy and direct participation of workers. The result of the elections shall be binding on the appointing authority.

3. The failure to select a member of the management board by employees of the company shall not prevent the company from entering the company register or to take important resolutions by the Management Board.

4. To persons representing the State Treasury or other state legal persons on the boards of companies arising from the commercialisation of the provisions of art. 15a shall apply mutatis mutandis.

Article 17. [ Contractual conferment of the management of the company to a natural person 1. The performance of the management board in the company may be commissioned to a natural person by contract. In such a case, a single management board shall be established in the company and shall be composed of the person to whom the management of the management board has been commissioned. Article Article 16 does not apply.

2. The award of the person to whom the management of the board is commissioned shall take place by means of a competition carried out by the Supervisory Board. The general meeting shall be decided by the General Assembly.

3. The Agreement referred to in paragraph 1. 1, on behalf of the company contains the Supervisory Board with the consent of the General Assembly.

4. The agreement referred to in paragraph 1. 1, it shall specify in particular:

1) the duties of the person to whom the management of the Management Board has been commissioned, including the scope of changes and improvements in the company's company (restructuring of the company);

(2) the remuneration of the person to whom the management of the board has been ordered, shaped in such a way as to take into account the relationship of remuneration with the financial result of the company and the degree of performance of the tasks carried out under the obligations referred to in point 1;

3) the time for which the contract is concluded;

4) the conditions for a preterm termination of the contract.

5. (repealed)

6. (repealed)

7. The Council of Ministers shall determine, by means of a regulation, the procedure for the conduct of the contest referred to in paragraph 1. 2.

8. The agreement referred to in paragraph 1. 1, shall be submitted to the court conducting the register.

Article 18. [ Establishment of a new company] 1. The company created as a result of commercialization may be the sole founder of a joint-stock company or limited liability company.

2. In a company created as a result of commercialization in which more than half of the total number of shares belong to the State Treasury, the consent of the general meeting requires:

1) the tying of another company;

2) the acquisition or acquisition of shares of another company;

3) disposal of acquired or owned shares of another company.

3. In the case referred to in paragraph. 2 point 3, the resolution of the general meeting shall specify the conditions and the mode of disposal of the shares.

4. The statutes may specify the conditions under which the activities referred to in paragraph shall be carried out. 2, does not require the consent of the General Assembly.

5. The employees of the company resulting from the transformation of the state-owned company, who acquired the shares of this company, may exercise the right to vote at the general meeting by the representative chosen from his company.

Article 19. [ Sales of company assets] 1. The Company was created as a result of commercialization, in which more than half of the overall number of shares belongs to the State Treasury, sells the components of fixed assets within the meaning of accounting regulations, the value of which exceeds the equivalent of the PLN 5000 The ECB shall, in accordance with the procedure laid down in Article 4 2 and 3.

2. The company referred to in the paragraph. 1, may sell the components of fixed assets within the meaning of the accounting regulations without tender, at a price not lower than 2/3 of the call price in the case of real estate and the call price for the other assets where no tender has been submitted in advance of the invitation to tender.

3. A reduction in the sale price of fixed assets within the meaning of the accounting regulations, whose call price exceeds the equivalent of EUR 30 000 in PLN, is required by the consent of the General Assembly.

(4) The amounts expressed in euro, as referred to in paragraph 4. 1 and 3, shall be converted into gold at the average rate of the National Bank of Poland, calculated on the day of the adoption of the Management Board's resolutions on the sale.

5. The Council of Ministers shall determine by way of regulation, the manner and mode of organising the tender, including:

1. the manner in which the notices of invitation to tender are published and the data to be published in the notice,

2) the requirements to be fulfilled by the tenderer and to which the tender should correspond,

(3) the time limit for the submission of tenders and the closing

(4) the conditions under which no invitation to tender or a reduction in the price may be granted

-taking into account the need to protect the interest of the Treasury.

Art. 19a. [ Appointment of a member of the Management Board] 1. In a company in which more than half of the shares belong to the State Treasury, the members of the Management Board appointed and dismissed are by the Supervisory Board.

2. The appointment of a member of the Management Board shall follow the procedure of qualification by the Supervisory Board; this provision shall not apply to the member of the Management Board chosen by the employees.

3. The aim of the qualification proceedings is to check and evaluate candidates ' qualifications and to determine the best candidate for a member of the board.

4. The Council of Ministers shall determine by way of regulation, detailed rules and procedures for conducting the qualification proceedings for the position of the member of the Management Board and the conditions to be fulfilled by the candidates for the position of a member of the management board of the company referred to in the paragraph 1.

Art. 19b. [ Conclusion of the agreement] 1. Conclusion by the company referred to in art. 19a, the contract, the intention of which is to give or release from debt and any other contract not related to the business activity of the company specified in the statutes, requires the approval of the supervisory board under the rigorous nullity of the legal action.

2. The provision of the paragraph. 1 shall not apply to contracts with a value that does not exceed the equivalent of EUR 5000 in the golden sum.

3. The equancy referred to in paragraph 2, shall be calculated according to the course announced by the National Bank of Poland on the day of the conclusion of the contract.

Article 20. (repealed)

CHAPTER IIa

Transfer of a company to a single company Treasury

Art. 20a. [ Insert of company] 1. The Minister competent for the Treasury may issue an order on the transfer of the enterprise to a single company of the State Treasury.

2. The order referred to in paragraph 2. 1, may be issued in relation to a state-owned enterprise whose own funds are lower than the minimum value of the share capital referred to in art. 154 § 1 of the Code of Commercial Companies, if the value of the assets of the enterprise, determined on the basis of the last balance verified by the auditor by means of a valuation carried out by the adjusted value of the net assets taking into account the value of off-balance-sheet assets shall be equal to at least the value of the share capital referred to in that Article.

3. The Minister responsible for the Treasury may allocate a cash contribution from the measures referred to in Article 3 to cover the share capital of the company. 56 par. Article 1 (2) and (3), or (1) (a) of those measures.

4. The Minister responsible for the Treasury shall notify the founding authority and the authorities of the state enterprise of the issuing of the order referred to in paragraph 1. 1.

5. From the ordinance referred to in paragraph. 1, shall not have the right to object, as referred to in Article 3. 63 of the Act of 25 September 1981. o State-owned enterprises.

6. The governing board referred to in paragraph 1. 1, shall be subject to disclosure in the Register of Entrepreneurs.

7. On the day of service to the State undertaking, the order referred to in paragraph 1 shall be notified to the undertaking concerned. 1, the existing authorities of the company are dissolved and their competence is taken over by the Minister of the Treasury responsible for the Treasury.

Art. 20b. [ Attorney of the company] 1. In the Ordinance referred to in art. 20a par. 1, the Minister responsible for the Treasury shall indicate the person, whom he establishes as a proxy, determines his tasks and the deadline for the selection of the entity to whom the value estimation will be commissioned and the determination of the legal situation of the contribution company to companies.

2. The sharing of the order referred to in paragraph. 1, its development, receipt and financing shall be carried out in accordance with the provisions of the provisions adopted on the basis of art. 32 par. 2.

Art. 20c. [ Actions related to the establishment of the company] 1. As specified in the provisions of the Code of Commercial Companies, the activities connected with the transfer of the company to the company shall be exercised by the Minister responsible for the Treasury.

2. A proxy of the Minister responsible for the Treasury shall be appointed to perform the function of the President of the company's first board of directors, unless he/she does not agree.

3. If the provisions of the Act do not stipulate otherwise, from the date of deletion of the state enterprise from the register of entrepreneurs the company to which the company is being contributed shall enter into all legal relations the entity of which was the company State, regardless of the legal nature of these relations.

Art. 20d. [ Company Employees] 1. From the date of removal from the register of entrepreneurs of the state-owned enterprise referred to in art. 20a par. 1, the employees of this enterprise shall become, by virtue of the law, the employees of the company to which the company is brought, subject to the paragraph. 3.

2. The application of the work of the Director of the State-owned company and of employees employed on the basis of appointment shall lapse, by virtue of the law, with the last day of the month in which the service of the order referred to in art has been effected. 20a par. 1.

3. The employees referred to in paragraph 3. 2, shall be entitled to a payment of three months ' remuneration, calculated as a cash equivalent for holiday leave. This recovery shall not be granted in the case of employment in a company as an equivalent or higher position.

Art. 20e. [ Closure of company's balance sheet] 1. After completing the steps necessary to bring the company into a single company of the State Treasury, the proxy shall draw up a balance sheet of the closure of the public enterprise and submit to the court an application for the deletion of the state enterprise from the the business register.

2. From the date of registration of the company or the increase in the capital of the company to which the company is brought, the state enterprise shall be removed from the register of entrepreneurs from the office.

Art. 20f. [ Company's Board of Staff] With the employees who, at the date of issue of the Ordinance referred to in art. 20a par. 1, they were members of the employees ' council of a state enterprise, the company to which the company was transferred cannot resolve the employment relationship at the notice, as well as change for the termination of working conditions and pay to the disadvantage of the employee in within one year from the date of deletion of the State-owned company from the register of entrepreneurs.

Art. 20g. [ Contribution of the company] Transfer of the company to a single company of the State Treasury in art mode. 20a-20f does not constitute a privatisation within the meaning of Heading V.

SECTION III

(repealed)

Article 21. (repealed)

Article 22. (repealed)

Article 23. (repealed)

Article 24. (repealed)

Article 25. (repealed)

Article 26. (repealed)

Article 27. (repealed)

Article 28. (repealed)

Article 29. (repealed)

Article 30. (repealed)

Article 31. (repealed)

SECTION IV

Indirect privatization

Chapter 1

Disposal of shares

Art. 31a. [ Disposal Authority] Shares on behalf of the Treasury are sold by the Minister responsible for the Treasury.

Article 32. [ Analysis and valuation of the company] 1. Before offering to dispose of the Treasury shares of the Treasury, the Minister responsible for the Treasury:

1) make or commission an analysis aimed at estimating the value of the company's company, including the determination of the legal situation of the company's assets in the scope of the paragraph in accordance with the paragraph. 1a;

(2) may carry out or have carried out analyses in respect of:

(a) establishing the state and prospects of development of the company's

(b) assessment of the fulfilment of the obligations arising from environmental protection requirements

(c) another, each time specified by the Minister responsible for the Treasury, if the protection of the interest of the State Treasury so requires;

3) may oblige the company, in which the State Treasury holds the majority of votes at the general meeting, to introduce in its undertaking changes resulting from the environmental protection requirements, and in particular resulting from the analysis referred to in point 2 (a) b.

1a. The scope of the determination of the legal position of the company's assets shall be determined in each case by the Minister responsible for the Treasury, taking into account the specificity of the company and the level of capital involvement of the Treasury

1b. The Minister responsible for the Treasury may depart from the analysis referred to in paragraph 1. 1 point 1, provided that the conditions laid down in the provisions adopted pursuant to paragraph 1 are met. 2 point 4.

2. The Council of Ministers shall determine by way of regulation:

1) the scope of the analysis referred to in paragraph. 1 point 1, excluding the scope of the determination of the legal situation of the company's assets,

2. the scope of the analyses referred to in paragraph 1. 1 point 2 (a) a and b,

3. the method of making and financing the analyses referred to in paragraph 1. 1,

4. the conditions under which the analysis referred to in paragraph 1 may be waiving. 1 point 1

-taking into account the need to safeguard the interest of the Treasury.

3. (repealed)

Article 33. [ Stock Sales Mode] 1. Subject to art. 36 and 37, shares owned by the State Treasury are disposed of in the following mode:

1) the offer announced to the public;

(2) a public tender;

3) negotiations undertaken on the basis of a public call;

4) the acceptance of the offer in response to the call announced on the basis of art. 72-74 or art. 91 (1) 6 of the Act of 29 July 2005. public offering and conditions for the introduction of financial instruments to an organised trading system and on public companies (Dz. U. of 2013 r. items 1382, of 2015 items 978, 1260 and 1844 and from 2016. items 615);

5) the auction announced to the public;

6) sale of shares in organised trading within the meaning of the Act of 29 July 2005. marketing of financial instruments (Dz. U. of 2014 items 94, z późn. zm.);

7) sales on the basis of the public offering of shares covered by the prospectus or information memorandum within the meaning of the Act of 29 July 2005. public offering and conditions for the introduction of financial instruments to an organised trading system and public companies, drawn up in connection with the offer or admission of those shares to trading on a regulated market;

(8) stabilisation of the aid under the conditions laid down in the provisions of Commission Regulation (EC) No 2273/2003 of 22 December 2003 (OJ 2003 L 31, p. implementing Directive 2003 /6/EC of the European Parliament and of the Council as regards exemptions for buy-back programmes and stabilisation of financial instruments (Dz. Urz. EU L 336, 23.12.2003, p. 33) and through the provision of stock loans for the purpose of implementing the stabilisation of the aid;

9) the sale of shares, apart from the turnover organised within the meaning of the provisions of the Act of 29 July 2005. marketing of financial instruments, using a system that associates buying and selling offers, organised and operated by a regulated market company.

2. The Council of Ministers shall determine, by means of regulations, the detailed mode of disposal of shares and the conditions to be fulfilled: the offer to dispose of shares in the mode referred to in paragraph 1. 1 point 1, invitation to tender for the acquisition of shares in a public tender, an invitation to negotiate, which may concern investment commitments, environmental commitments, and obligations related to the protection of interests employees and other persons associated with the company, an invitation to take part in an auction announced to the public and the disposal of shares in the mode referred to in paragraph. 1 point 9, taking into account the need to ensure transparency and transparency in the privatisation process.

3. The Council of Ministers may consent to any other than the one provided for in the paragraph. 1 mode of divestment of shares.

4. The Council of Ministers may consent to the transfer of shares owned by the State Treasury to another single company of the State Treasury in exchange for the share of shares in the increased share capital of this company.

5. Shares belonging to the State Treasury may be disposed of in a mode other than that specified in the paragraph. 1, without the obligation to request the consent of the Council of Ministers, if:

1) the buyer and the price are indicated in the privatization agreement, and the divestment concerns the shares of companies in which the State Treasury holds less than 50% of the share capital, or

2) the divestment concerns the shares of companies in which the State Treasury holds no more than 25% of the share capital.

Article 34. [ Validity of the disposal of shares] Disposal of shares owned by the State Treasury in violation of Art. 33 is invalid.

Article 35. [ Payment in instalment for acquired shares] 1. To be disposed of in accordance with the procedure laid down in the Article. 33 (1) 1 points 2 and 3 of the shares belonging to the Treasury payment may be made in instalments if the amount is secured to be paid after the payment of the first instalment.

2. In the case referred to in paragraph. 1, the first instalment of the price for shares shall be at least 20% of that price. The remaining amount shall be repaid in instalations for a period of not more than 5 years. This amount shall be remunated at a rate not lower than the rate of increase in the price of capital goods, announced quarterly by the President of the Central Statistical Office in the Official Journal of the Republic of Poland "Monitor Polski".

3. The Council of Ministers shall determine by way of regulation:

1) the method of financing the disposal of shares and the required form of payment for shares acquired from the State Treasury, taking into account the provision of transparency of procedures and proper security of the interest of the State Treasury;

(2) the conditions under which the payment for shares may be spread over the instalments, taking into account that the application of the interest rate which is more favourable than that offered on the market constitutes regional public aid for the promotion of new investments.

4. In the event of bankruptcy of the purchaser of the Treasury shares in the companies referred to in art. 5, the claims of the Treasury for the repayment of receivables due to the acquisition of shares are met in the order provided for the payment of tax liabilities.

Article 35a. (repealed)

Chapter 2

Employees ' rights to acquire shares

Article 36. [ Unpaid acquisition of shares by employees] 1. Eligible employees shall have the right to free of charge, subject to the provisions of the paragraph. 2 and 3, up to 15% of shares covered by the State Treasury on the date of entering the company into the register.

2. The total nominal value of the shares earmarked for free of charge by the eligible employees shall not exceed the product of the number of eligible employees and the amount of 18 average monthly salaries in the enterprise sector without withdrawals from profit, calculated from the period of six months preceding the month in which the State Treasury took the first shares on a general basis.

3. In the case of a company resulting from the commercialisation of a state-owned company, which had on the date of removal from the register of entrepreneurs the regulated obligations towards the state budget and social security, in the product, of which Paragraph 1. 2, the amount of 18 average salaries shall be replaced by the amount of twenty-four average salaries.

4. The shares are disposed of free of charge in the groups of groups of persons entitled to employees in the commercialised state enterprise, its predecessor and the company resulting from the commercialisation of the company. of the State.

(4a) The non-payment of shares in the benefit of eligible employees shall be made in writing under the action of invalidity. Article Article 180 of the Code of Commercial Companies shall not apply.

5. The Minister responsible for the Treasury will determine, by way of regulation, detailed rules for the division of eligible employees into groups and the determination of the number of shares per each of these groups and the mode of acquisition of shares by the eligible persons. staff.

Article 36a. [ Free purchase of shares in the event of a reduction in the company's share capital] In the event of a reduction in the company's share capital, before the date of the sale by the State Treasury of the first shares on a general basis, the eligible employees and farmers or fishermen are entitled to an unpaid purchase of up to 15% of the shares held by the Treasury. States in the share capital of the company after registration of the reduction in share capital. The provisions of Article 4 (1) shall apply mutatis mutandis to free acquisition of shares. 36 and 37-38d.

Article 37. [ Free acquisition of shares by farmers and fishers] 1. The farmers or fishermen shall be entitled to an unpaid acquisition of up to 15% of shares covered by the State Treasury on the date of the company's entry into the register. The provisions of Article 4 36 ust. 2 or mouth. 3 and (a) 4a shall apply mutatis mutandis.

(1a) The number of shares per farmer or fisherman may not exceed the highest number of shares per eligible employee.

2. (repealed)

3. Each farmer and a fisherman shall have the right to acquire shares in equal numbers.

4. Farmers and fishermen have the right to acquire shares no more than in two companies.

5. Minister of Agriculture and Food Economy [ 2] establish, by means of a regulation, the manner in which the competent farmers and fishermen of the circumstances referred to in Article 1 are demonstrated. Article 2 (6), and the detailed procedure for the acquisition of shares.

6. (repealed)

Article 38. [ Right to an unpaid acquisition of shares] 1. The eligible employees and farmers or fishermen may exercise the right to acquire shares free of charge, provided that within six months of the date of entry of the company in the register a written statement of the intention to acquire shares. Failure to submit a statement within the above deadline shall result in the loss of the right to free of charge acquisition.

1a. The Minister competent for the Treasury, by means of a regulation, may shorten the deadline referred to in paragraph. 1 if there are conditions enabling the shares to be made available in advance to the eligible employees and to the farmers or fishermen.

1b. (repealed)

2. The right to free acquisition of shares shall arise after 3 months from the date of disposal by the State Treasury of the first shares on a general basis and shall expire within 24 months from the date of the founding of this right. If the divestment of the Treasury shares on a general basis occurs during the period referred to in paragraph. 1, the right to free acquisition of shares shall arise after 3 months from the expiry of the time limit for filing a declaration of intent to acquire shares.

2a. (repealed)

3. The shares acquired free of charge by the eligible employees and by the farmers or fishermen may not be traded before the expiry of two years from the date of disposal by the Treasury of the first shares on the general basis, with that of the shares acquired by the employees acting as members of the management board of the company-before the expiry of three years from the date of disposal by the State Treasury of the first shares on general principles.

(3a) Shares acquired free of charge by eligible employees and by farmers or fishermen may not be subject to compulsory redemption referred to in Article 3. 418 of the Code of Commercial Companies, within the time limits specified in the paragraph. 3.

3b. To the shares of the employer acquired from the State Treasury, contributed to the Pension Fund in accordance with Art. 19 (1) 1 of the Act of 20 April 2004. about occupational pension schemes (Dz. U. of 2014 items 710, of 2015 items 1844 and from 2016. items 615), do not apply the restrictions resulting from the mouth. 3.

4. An agreement for the disposal of shares acquired free of charge, concluded before the expiry of the time limits laid down in the paragraph. 3, is invalid.

5. The right to free acquisition of shares may be used by eligible employees only in one company; the authorized before the acquisition of shares shall make a declaration that he has not exercised the right to free of charge acquisition of shares in another company.

(6) If the contract for the disposal of shares on a general basis provides that the buyer of the shares which is a party to that contract after the performance of the obligations laid down therein, he/she shall be able to acquire successive shares and the time limit for their execution shall be after the periods referred to in paragraph 1. 3, shares acquired free of charge may be traded after three and, respectively, six months after the date of the performance of those obligations.

Article 38a. (repealed)

Article 38b. [ Protection of employees ' rights to acquire shares] 1. In the case of merger of the company resulting from the commercialization with another company, the division of that company, its transformation or the transfer by the Treasury of its shares to another company, to the free acquisition of shares by the eligible employees, and farmers or fishermen shall comply with the provisions of the Article accordingly. 36-38, 38c, and 38d.

2. In the case of the division of the company resulting from the commercialisation to the gratuitous acquisition of shares by the eligible employees and the farmers or fishermen do not apply the restrictions set out in the art. 37 par. 4 and art. 69b par. 2.

3. In the case of the transfer of 100% of the shares owned by the State Treasury in a single company of the State Treasury created by the commercialisation to another single company of the Treasury, the authorized employees and the farmers or fishermen are entitled to the equivalent of the right to free of charge acquisition of shares in the form of remuneration due on the redemption of shares paid by the company. The payment of this remuneration may be made by the company in instalations, interest-bearing at a rate not lower than the rate referred to in Art. 35 par. 2.

Article 38c. [ Inheritance of the right to free acquisition of shares] 1. The right to an unpaid acquisition of shares shall be subject to inheritance, subject to the paragraph. 2-4.

2. The heir of an eligible employee, farmer or fisherman may exercise the right to free acquisition of shares, if the entitled worker, farmer or fisherman has made a declaration of intent to acquire the shares free of charge, within the time limit referred to in art. 38 par. 1.

3. In the event of the death of an authorized employee, a farmer or a fisherman, within a period of 6 months from the date of signing the company into the register, the heir may exercise the right to free of the acquisition of shares, as long as he lodges a declaration of intent free of charge the shares, within the time limit referred to in Article 38 par. 1. To make a declaration of intent free of charge of the acquisition of shares by the heir of the entitled person shall not be required to present the order of the court on the statement of the acquisition of the inheritance or registered act of the inheritance certificate drawn up by a notary.

4. The heir of an authorized worker, farmer or fisherman may free up the shares of the company free of charge, provided the court order has been presented to the court on the statement of the acquisition of inheritance or of the registered act of inheritance made by a notary, within the time limit referred to in Article 38 par. 2.

5. In the event of the death of an authorized employee, a farmer or a fisherman, the term to exercise the right to free of charge acquisition of shares referred to in art. 38 par. 2, does not start the course, and commenced by the interruption until the final decision of the court to determine the acquisition of inheritance, and in the case of the presentation of a registered act of the certificate of succession drawn up by the notary undergoes an extension of one month, provided that the following conditions are cumulated:

1) the death of an authorized employee, farmer or fisherman has taken place before the expiry of the term of expiry of the right to free of charge of the shares;

2) a declaration of intent to acquire the shares was submitted by an authorized employee, farmer or fisherman or his heir with the term referred to in art. 38 par. 1;

3) a request has been made to declare the acquisition of the inheritance no later than the date of the expiry of the period of expiry of the law referred to in art. 38 par. 2, or within that period, a registered record of the inheritance certificate drawn up by a notary public was presented.

6. If the time limit referred to in paragraph is interrupted, 5, the term shall run anew from the date on which the order of the court is entitled to determine the acquisition of inheritance.

Article 38d. [ The exercise of the right to an unpaid acquisition of shares] 1. In the event of the transfer of shares of a company resulting from the commercialisation to a company with the participation of the State Treasury, the Minister responsible for the Treasury may offer the authorized employees and farmers or fishermen the possibility to exercise their right to free of charge acquisition of shares, by way of acquisition of shares of the company with the participation of the State Treasury, covered in exchange for the transferred shares of the company resulting from the commercialization.

2. Offering the right to workers and farmers or fishermen to exercise their right to acquire the shares free of charge referred to in paragraph 2. 1, should take place immediately after the registration of the resolution of the general meeting on the increase in the capital of the company, to which the State Treasury contributed the shares of the company resulting from the commercialization.

3. The basis for establishing the number of eligible employees and farmers or fishermen of shares of the company to which the shares of the company resulting from the commercialization is made is the valuation of the value of the contribution of the company resulting from the the commercialisation and the parity determined on its basis for determining the number of shares to be covered by the Treasury in exchange for the shares contributed. The number of shares disposed of free of charge to eligible workers and to farmers or fishermen should be proportionate to the number of shares due to them under Article 4. 36 or Art. 37 and shall be determined on the basis of the ratio of the number of shares contributed to the number of shares covered by the Treasury.

4. Eligible employees and farmers or fishermen may exercise the right to free of charge acquisition of shares of a company to which the State Treasury contributed shares of the company resulting from the commercialization, as long as within two months from the date of submission of the offer, o referred to in paragraph 1. 1, by the Minister responsible for the Treasury, shall submit to the company resulting from the commercialisation a written declaration of the intention to exercise their right to free of charge acquisition. Failure to submit the statement in the above term results in the loss of the right to exercise the right of free acquisition of shares in the company, to which the State Treasury contributed the shares of the company resulting from the commercialization.

5. The acquisition of shares referred to in paragraph. 1, the provisions of Article 1 shall apply mutatis mutandis. 36-38.

CHAPTER V

Direct privatization

Chapter 1

General provisions

Article 39. [ Disposal rules and mode of company] 1. Direct privatization consists in a regulation of all material and intangible assets of a state-owned enterprise by:

1) sale of the company;

2) bringing the company into the company;

3) putting the company in charge of the payment of the use.

2. The direct privatisation by devoting the undertaking to the payment of the use may be subject to public undertakings which together fulfil the following conditions:

1) the value of the sale of goods and services in the year prior to the year of the issuance of the direct privatization order is not higher than the equivalent in PLN 6 000 000, calculated according to the purchase rate announced by the National Bank of Poland for the day 31 December of the year preceding the year of issue of the direct privatisation order;

2) the amount of own funds on 31 December of the year preceding the year of issuance of the direct privatization order is not higher than the equivalent in PLN 2 000 000, calculated according to the purchase rate announced by the National Bank of Poland on that day.

3. The Council of Ministers, in justified cases, may consent to the privatization of the direct state enterprise by the devoy to the paid use, which does not meet the conditions mentioned in the paragraph. 2.

Article 40. [ Legal acquirers of the company] 1. Unless otherwise provided by the law, the buyer or the acquirer shall enter into all rights and obligations of the state enterprise, regardless of the nature of the legal relationship from which those rights and obligations arise.

2. (repealed)

3. In the event of the bankruptcy of the buyer or the acquiring company, the debts owed to the State Treasury are met in the order provided for the settlement of the tax liability.

Article 41. [ Order on direct privatization] 1. The founding body shall privatise direct privatization on behalf of the State Treasury, in particular when the request is made by the Director of the State Enterprise and the Staff Council, or in respect of the complex offer of acquisition of the company, the company's bonding, referred to in art. 39 (1) 1 point 2, or the conclusion of the contract referred to in Article 1 (2). 52.

2. The founding body shall issue, with the consent of the Minister responsible for the Treasury, the management of direct privatization. This provision shall not have the right to object, as referred to in Article 4 (1). 63 Law on state-owned enterprises.

3. The founding body shall privatise the direct privatisation acting by a proxy, hereinafter referred to as the 'privatisation proxy'.

4. In the order referred to in paragraph. 2, the founding authority shall in particular determine the way in which it is privatised, in accordance with art. 39 (1) 1, and shall indicate the person to whom the power of attorney has been granted to make a direct privatisation. The analysis referred to in art. 42 par. 1, is an annex to the order.

5. The activities referred to in art. 39 (1) 1, he/she shall carry out the privatisation mandate on the basis of a separate power of attorney to carry out those tasks.

6. The order of direct privatization is subject to disclosure in the Register of Entrepreneurs.

Article 42. [ Analysis and valuation of the company] 1. Prior to the release of the direct privatization order:

1) an analysis of the state of the company, consisting in determining the legal status of the assets of the state-owned company and estimating the value of the enterprise;

2) an analysis of the state of the enterprise may be carried out, consisting, inter alia, of the assessment of the performance of obligations arising from the requirements of environmental protection and protection of cultural

2. The Council of Ministers shall determine, by means of a regulation, the scope of the analysis referred to in paragraph 1. 1, the manner in which it is to be commissioned, drawn up and financed, and the conditions under which it may be waiving the study.

3. Minister competent for the Treasury, prior to the issuance of the consent referred to in art. 41 par. 2, may oblige the founding body to carry out an additional analysis of the undertaking, in a range other than that referred to in paragraph. 1, as far as the protection of the interest of the State Treasury so requires.

Article 43. [ Plenipotentiary for privatization] 1. On the day of the issue of the ordinance on the direct privatization, the activities of the existing bodies of the state-owned enterprise shall be established and their functions shall be exercised by the privatisation agent.

2. After taking the action referred to in art. 39 (1) 1, the privatisation attorney shall draw up the closing balance sheet, and then immediately request the court to delete the State-owned company from the business register.

3. The founding body shall notify the Minister responsible for the State Treasury of the deletion of the State-owned company from the register of entrepreneurs.

Article 44. [ Takeover of employees] For the employment relationship, which was a state-owned company privatized directly, art. 23 ¹ The Labour Code shall apply mutatis mutandis.

Article 45. [ Sustainability of the employment relationship of certain employees] With employees who, on the date of the ordinance on direct privatisation, were members of the employees ' council of a state enterprise privatised under the rules of this chapter, the employer cannot, as a result of the the direct privatisation took over the company, to terminate the employment relationship at the notice, as well as to change for the termination of the working conditions and to the disadvantage of the employee within one year from the date on which the State-owned company was removed from the the business register.

Article 46. [ The effects of the divestment of the company in relation to third parties] (1) The appointment of a company shall have effects vis-vis third parties at the time of notification, but at the latest when the State-owned establishment is removed from the register.

2. For important reasons connected with the privatization of the buyer or the acquiring company and the party of the mutual agreement concluded with the public enterprise, notwithstanding its different provisions, shall be entitled to terminate the contract. The right to terminate the mutual agreement shall expire within three months of the date of conclusion of the agreement disposing of the undertaking.

Article 47. [ Liability for undertaking obligations] 1. The takeover as a result of the privatization of the direct obligations of the State-owned enterprise, arising in the conduct of the company, does not require the consent of creditors.

2. The buyer or the acquiring company is responsible for the obligations of the State-owned enterprise; the liability of the buyer or the acquiring company is limited to the value of the enterprise by the state at the time of acquisition, and according to prices at the time of satisfaction of the creditor.

Chapter 2

Sale of the company, transfer of the company to the company and transfer of the undertaking to the payment of the company's use

Article 48. [ Company Sales Mode] 1. The sale of the company is in the following mode

(1) a public tender;

2) negotiations undertaken on the basis of a public call.

2. In the case of sale of the company in the mode specified in the mouth. Article 1 (2) of the Agreement shall include, in particular, the obligations of the purchaser in terms of the investment envisaged, the protection of the environment and the cultural property and the protection of jobs. The social obligations established with the employees ' representatives form an integral part of the contract.

3. The amount equivalent to 15% of the price of the enterprise, but not more than the amount constituting the product of the number of employees employed in the enterprise on the day of sale and the amount of 18 average monthly salaries in the sector enterprises without payment of profits, calculated from the six months preceding the month in which the sale takes place, the buyer shall transfer to the establishment social benefit fund no later than the day of the first payment of the claim for the company. This amount is reduced by the price of the company.

4. In the case of the sale of the company, which had on the date of removal from the register of entrepreneurs the regulated obligations to the state budget and the social security title, in the product referred to in paragraph. 3, the amount of 18 average salaries shall be replaced by the amount of twenty-four average salaries.

5. Payment of receivables for an enterprise may be made in installments provided the amount of the remaining payable after payment of the first instalment may be secured.

6. In the case referred to in paragraph. 5, the first instalment of receivables for an undertaking shall be at least 20% of that price. The remaining amount shall be repaid in instalations for a period of not more than 5 years. This amount shall be remunated at a rate not lower than the rate of increase in the price of capital goods, announced quarterly by the President of the Central Statistical Office in the Official Journal of the Republic of Poland "Monitor Polski".

7. The Council of Ministers shall determine by way of regulation:

1) the detailed mode of sale referred to in paragraph. 1, taking into account the transparency and openness of procedures;

(2) the conditions under which the payment of a claim for an undertaking may be spread over the instalments, taking into account that the application of the interest rate which is more favourable than that offered on the market constitutes regional public aid for the promotion of new investments.

Article 49. [ Bringing the company into the company] 1. The transfer of the company to the company shall be carried out in negotiations undertaken on the basis of the public invitation.

2. To the company referred to in the paragraph. 1, shareholders other than the State Treasury should bring in contributions to cover at least 25% of the share capital.

3. Dispel of shares belonging to the State Treasury in the company referred to in paragraph. 1, shall be made in the manner laid down in Article 33, in so far as it does not affect the right of the acquisition to the shareholders.

4. Eligible workers and farmers or fishermen shall be entitled to an unpaid acquisition of up to 15% of the shares held by the State Treasury in the company referred to in paragraph 1. 1, according to the state from the day of entry by the Treasury of your shares in the company. The provisions of Article 4 36-38 and art. 38c shall apply mutatis mutandis.

Article 50. [ Contributions of staff contributions] 1. In the case where the shareholders of the company referred to in art. 49, in addition to the Treasury, are only persons who are on the day of the issue of the management of the privatization of direct employees of a state-owned enterprise, farmers or fishermen, should they bring together contributions to cover at least 10% of the share capital.

2. In the case referred to in paragraph. 1, the statutes of the company will determine the obligation of annual offering by the Treasury to the shareholders, referred to in paragraph. 1, shares in such a number so that their share in the capital of the company from the date of entry in the register, including the shares included in accordance with the paragraph. 1 and acquired in accordance with art. 49 (1) 4, he may, after five years from the date of the company's registration in the business register, be 51%. Shares offered and nienabyte by the shareholders referred to in the paragraph. 1, shall be disposed of in accordance with the procedure laid down in Article 3. 33.

3. The Council of Ministers shall determine, by means of a regulation, the conditions to be met by the statutes of the company referred to in paragraph 1. 1.

Article 51. [ Surrender of the undertaking for the payment of the use] 1. The surrender of the undertaking to the payment of the benefit may take place in favour of the company, if the following conditions are met in total:

1. more than half of the total number of employees of the State-owned enterprise, or of workers and farmers or fishermen, respectively, have been joined by the company;

2) the shareholders of the company are exclusively natural persons, unless the Minister responsible for the Treasury has authorized the participation in the company to legal persons;

3) the paid-up share capital of the company is not lower, subject to the cases specified in the regulations issued on the basis of art. 54 para. 2 points 1, than 20% of the amount of the initial fund and the fund of the undertaking on the date on which the balance sheet for the financial year preceding the issue of the direct privatisation ordinance was drawn up;

4) at least 20% of the shares were covered by persons not employed in the privatized state-owned company.

2. The Minister competent for the Treasury may consent to the devotion of the enterprise to the payment of the benefit to the company not fulfilling the condition referred to in the paragraph. 1 point 4.

3. If within six months from the date of submission of the application for direct privatization no application is made for entering into the register of entrepreneurs of the company meeting the conditions stipulated in the Act, the State Treasury may, in accordance with the procedure specified in Art. 48 (1) 1, give the enterprise to the benefit of the natural person or legal person.

Article 52. [ Agreement on devotal use of the company] 1. The grant of the undertaking for the consideration of the use shall be effected by means of an agreement concluded between the State Treasury and the acquiring company for a period not exceeding fifteen years.

2. In the contract referred to in paragraph. 1, the parties may decide that:

1) after the expiry of the period for which the contract has been concluded, and the fulfilment of the conditions specified in the contract will be transferred to the transferee of the company's ownership;

2) after the expiry of the period for which the contract has been concluded, the transferee shall have the right to acquire the undertaking; the fixing of the price shall take place after the end of the period for which the contract for the paid use has been concluded;

3) after the expiration of two years from the date of conclusion of the contract, the shares of the company in the increased capital may include legal persons.

3. Subject to paragraph. 4, in the contract referred to in paragraph. In accordance with Article 2 (1), the parties may decide that the ownership of the undertaking may be transferred before the expiry of the period for which the contract has been concluded and the remaining part of the claim will be paid in instalments.

4. Transfer of ownership of a company under the conditions specified in the paragraph. 3 may take place not earlier than after the acquiring of at least one third of the receivables resulting from the contract and after the approval of the financial statement for the second financial year from the date of the conclusion of the contract for the paid use; this period shall be reduced by half in the case of repayments by the transferee of at least half of the duties fixed in the contract. The remaining to be repaid part of the receivables shall be remunated at a rate not lower than the rate of increase in the price of capital goods, announced quarterly by the President of the Central Statistical Office in the Official Journal of the Republic of Poland " Monitor Polish ".

5. The provisions of the paragraph. 1-4 shall apply mutatis mutandis to companies which arose before the entry into force of the Act, on the basis of the existing provisions, on the organised parts of multi-target state-owned enterprises, for the benefit of the use of those assets of companies, and to which more than half of the employees of these organised parts of State-owned enterprises have acceded.

Art. 52a. [ Exercise of the rights and obligations of the State Treasury resulting from the agreement] 1. The rights and obligations of the State Treasury resulting from the agreements referred to in art. 52, executes the Minister responsible for the Treasury.

2. The founding body, which on behalf of the State Treasury has entered into an agreement referred to in paragraph. 1, immediately upon its conclusion, shall give the Minister responsible to the Treasury the necessary documents and information for the exercise of the rights and obligations of the State Treasury resulting from this agreement.

Article 53. [ Contract Resolution] 1. The contract may be terminated by the State Treasury before the expiry of the period for which it was concluded, when the transferee does not perform or improveth the obligations arising from the contract concluded; in such case, the transferee shall not be entitled to a refund the benefits and expenses incurred in the contract.

2. In the event of termination of the contract before the end of the term for which it was concluded, the State Treasury may:

1) carry out the privatisation of the company which has been the subject of it, or to repay the acquisitions of the assets remaining after such an undertaking-in the public mode set out in art. 48 (1) 1;

2) to bring without the conduct of the mode specified in Art. 48 (1) 1 company or taken over the assets remaining after such an enterprise to a single company of the State Treasury.

2a. The Treasury may repay a company or seized property components after such an enterprise referred to in paragraph. 2, for the benefit of the local government unit or the association of local government units, if the property is necessary for the performance of the own tasks by the applicant's own acquisitions: local government unit or the union of units local government. In such a case, the provision of the paragraph shall not apply. 2 points 1 and art. 48.

3. (lost power)

4. The individuals referred to in the provisions on the realization of the right to compensation for leaving the property outside the current borders of the Republic of Poland include the value of the property left, confirmed by the decision or certificate, in an amount equal to 20% of the value of these immovable property, against claims on the following:

(1) the part of the selling price of the undertaking referred to in paragraph 1. 2, corresponding to the value of the property rights constituting the company, referred to in the provisions on the realization of the right to compensation for leaving the property outside the current borders of the Republic of Poland;

(2) the selling prices or charges for the use of perpetual real-estate assets, as not constituting a company property taken over by the State Treasury after the termination or termination of the contract for the payment of the undertaking to be paid use.

Article 54. [ Claim for use of the company] 1. The Council of Ministers shall determine by way of regulation:

(1) the detailed arrangements for repayment of claims for the use of the undertaking, taking into account that the establishment of conditions which are more favourable than those offered on the market constitutes regional public aid for the promotion of new investments;

2) the manner and scope of the change in the conditions referred to in point 1, taking into account that their change constitutes public aid for restructuring and is possible in cases in which the transferee is an entrepreneur in a difficult economic situation;

3) way of securing the outstanding part of the receivables, if the ownership of the company was transferred before payment of the full claim for the company established in the contract, taking due account of the interest of interest of the State Treasury;

(4) the conditions for the remuneration of the outstanding part of the debt in the case of an earlier transfer of ownership of the undertaking, taking into account that the fixing of the interest rate which is more favourable than that offered on the market constitutes regional aid for the supporting new investments.

2. The Council of Ministers may determine, by means of a regulation:

1) cases in which the amount of share capital of the company specified in Art. 51 (1) 1 point 3 may be reduced to 15% of the amount of the founding fund and the company's fund;

2) the rules for determining the receivables for the use of a company located on the territory of the municipality with a particular threat of high structural unemployment.

CHAPTER VI

Issuance of privatization vouchers

Article 55. [ Privatization Bons] The Sejm of the Republic of Poland shall, at the request of the Council of Ministers, adopt resolutions on the issue and value of privatization vouchers to be paid for:

1) the acquisition of rights from shares arising from the transformation of state enterprises;

2) the acquisition of titles of participation in financial institutions (associations of joint investments) with shares created as a result of the transformation of state enterprises;

3) acquisition of enterprises.

2. The privatization Bons issued on the basis of the mouth. 1 shall be allocated free of charge in equal quantity to all citizens of the Republic of Poland residing in the country.

3. The Council of Ministers shall, by regulation, determine the dates of validity of the vouchers, their form, the rules for their distribution and implementation, as well as the rules for limiting and possible prohibitions of divesting of vouchers.

Article 56. [ Purpose of the proceeds obtained from privatisation] 1. The planned amounts and the purpose of the privatization proceeds shall be determined annually by the budget law. The following State special-purpose funds shall be created from the revenues generated from the privatisation:

1) Reprywatisation Fund, the account of which is the collection of funds from the sale of 5% of shares owned by the State Treasury in each of the companies resulting from the commercialisation and interest on these funds, for purposes related to the the settlement of claims by former owners of property taken over by the State Treasury, through:

(a) the payment of damages resulting from final judgments and court settlements and final administrative decisions, issued in connection with the nationalisation of property,

(b) the payment of the compensation granted under the Article 10 of the Act of 23 February 1991. on recognition as invalid rulings issued against persons repressed for activities in favour of an independent being of the State of Poland (Dz. U. of 2015 items 1583),

(c) to cover the costs of legal proceedings and enforcement proceedings, including the fees of court experts for drawing up expert opinions, the costs of which are borne by the defendant-the State Treasury,

(d) to cover the costs of the replacement of the process in matters carried out outside the country,

(e) to cover the costs of remuneration paid under civil law contracts in the field of specialised opinions and analyses, in pursuit of the objectives referred to in point (s). a-d;

(2) The Restructuring Fund of Entrepreneurs, which collects 15% of the proceeds of privatisation in a given financial year and interest on those funds for the purpose of rescuing or restructuring entrepreneurs, those public undertakings referred to in the Act of 22 September 2006. on the transparency of financial relations between public authorities and public entrepreneurs and on the financial transparency of certain entrepreneurs (Dz. U. Entry 1411 and 1775 and of 2014 items 1662), and the provision of non-public assistance;

3) The Treasury Fund, on the account of which the collection of:

(a) 2% of the revenue received from privatisation in the financial year concerned and the interest on those measures,

(b) fees for exams on members of supervisory boards of companies involving the Treasury, and interest on these funds,

(c) the resources obtained by the wojewater for the performance of the tasks referred to in Article 3 (2) of the 7b par. 1 of the Act of 8 August 1996. on the rules of exercise of the powers conferred on the State Treasury

-intended to cover the costs of privatisation, the management of the Treasury, the addition of missing funds to cover the costs of the liquidation and bankruptcy proceedings, the increase in the share capital of companies with the participation of Treasury, costs of conducting examinations for the members of supervisory boards of companies with the participation of the State Treasury, the cost of realization of the tasks performed by the tasks referred to in art. 7b par. 1 of the Act of 8 August 1996. on the rules for exercising the powers conferred on the State Treasury, and on the execution by the Minister responsible for the Treasury of other statutory tasks, in particular those resulting from the Act of 8 August 1996. the rules of exercise of the powers conferred on the State Treasury;

4) the Polish Science and Technology Fund, on the account of which 2% of the revenues obtained from the privatization in a given financial year, and the interest on these funds, are collected for purposes related to the development of Polish science and technology, covering the to support particularly important research or development activities as defined in the objectives of the scientific and technical policy of the State, to support investments for research or development needs and to promote and disseminate studies.

1a. (repealed)

1a ¹ . In the years 2016-2018 the revenues from privatization are also transferred to the revenue of the Guarantee Fund Guarantee Fund, the amount of compensation of the Fund's expenditure increasing the costs of the Fund in 2015. on the transfer of funds of the Fund to the payment of one-off cash payments paid in the years 2015-2018 to the employees of the liquidated mines for the restructuring of employment referred to in the Act of 7 September 2007. on the operation of hard coal mining (Dz. U. of 2016 r. items 704).

1a ² The total amount of planned privatisation proceeds to be transferred from 2016 to 2018 to the revenue of the Employee Benefit Guarantee Fund will be no more than the amount transferred from the Fund's resources referred to in art. 11f ust. 3 of the Act of 7 September 2007. on the operation of hard coal mining.

1a ³ . The amounts of the planned privatisation proceeds, transferred between 2016 and 2018 on the revenue of the Guarantee Fund Guarantee Fund, will establish the Minister responsible for public finance in the course of the work on the state budget and will determine the budget law for the year in question.

(1b) The budgetary law may determine, for the financial year in question, another amount of the indicators on which the amount of the privatisation proceeds to be allocated to the objectives referred to in paragraph 1 is subject to the amount of the privatisation. 1 points 1 and 2, where justified by the needs of the budget of the State and does not jeopardise the implementation of the tasks financed by the Funds referred to in paragraph 1. 1 (1) and (2).

2. The disposal of the Funds referred to in paragraph 2. 1 point 1-3, is the Minister responsible for the Treasury, and the authorising officer responsible for the Fund referred to in paragraph 1. 1 point 4, is the minister competent for science.

2a. (repealed)

3. Revenue from the sale of the Treasury shares and shares, constituting the date of entry into force of the Act of 1 March 2002. changes in the organisation and functioning of the central authorities of government administration and subordinated units and on the change of some laws (Dz. U. Entry 253, of late. zm.) Reserve for the purposes of expropriation, the Minister responsible for the Treasury shall transfer to the separate account of the Minister responsible for the work of the case. This appropriation is intended to cover the financing of tasks of the Minister responsible for working on combating unemployment. The Minister responsible for the work may delegate the measures to:

1) the Labour Fund;

2) Bank Gospodarstwa Krajowego.

4. State of the funds collected in the account of the Fund referred to in paragraph. On 30 June each financial year, less known on that date, shall not exceed 1/4 of the revenue from 1 July of the preceding year to 30 June of the year in which it occurs. settlement. The surplus shall be subject to the revenue of the State budget by 31 July of each year.

4a. The Minister responsible for the Treasury may submit, by 31 January each year, from the Fund referred to in paragraph 1. 1 point 1, the revenue of the State budget, the surplus to be the difference between the revenue of that Fund received in the previous financial year and the sum of the expenditure incurred in the previous financial year and planned to be incurred in the financial year in question for the purposes referred to in paragraph 1. 1 point 1.

4b. The funds collected in the account of the Fund referred to in paragraph 1. 1 point 2, the Minister responsible for the Treasury may pass on the revenues of the state budget.

5. The Minister responsible for the Treasury shall increase annually the share capital of the Industrial Development Agency S.A. by the amount constituting 1/3 of the revenue of the Fund referred to in the paragraph. 1 point 2, with the purpose of those measures, to grant rescue and restructuring aid to traders other than small and medium-sized enterprises within the meaning of Annex I to Commission Regulation (EC) No 800/2008 of 6 August 2008. recognising certain types of aid compatible with the common market in application of the Article 87 and 88 of the Treaty (General Block Exemption Regulation) (Dz. Urz. EC L 214 of 09.08.2008, p. 3), and to provide them with non-public support.

6. The Minister competent for the Treasury, in agreement with the Minister responsible for public finance, will determine, by way of regulation, the detailed way of conducting the financial economy of the Funds referred to in the paragraph. 1 points 1 to 3, including the elements of the annual financial plan, with a view to ensuring the proper financial economy of the Funds. In the case of the Fund referred to in paragraph 1. 1 point 3, the Regulation also will determine the way to supplement the missing funds to cover the costs of decommissioning and insolvency proceedings and the handling and settlement of the costs of implementation the tasks referred to in Article 7b par. 1 of the Act of 8 August 1996. the terms of exercise of the powers conferred on the State Treasury.

7. The proceeds obtained from the privatisation shall be allocated, in accordance with the rules and in accordance with the procedure laid down in the Act of 8 May 1997. on the guarantees and guarantees provided by the State Treasury and certain legal persons (Dz. U. of 2015 items 1052 and 1854) funds for the account of the Guarantee and Guarantee Reserves of the State Treasury.

8. Measures obtained from the disposal by the Treasury of shares in the mode specified in Art. 33 (1) 1 point 8 shall be transferred to the privatisation proceeds account of the following day after the settlement of the greenshoe option under the relief stabilisation referred to in Commission Regulation (EC) No 2273/2003 of 22 December 2003 (OJ L 31, 7.3.2003, p. 1). implementing Directive 2003 /6/EC of the European Parliament and of the Council with regard to exemptions for buy-back programmes and stabilisation of financial instruments.

Article 56a. (repealed)

CHAPTER VII

Special, transitional and final provisions

Article 57. [ Commercialization of state-owned enterprise on the initiative of the Minister] Within a period of six months from the date of entry into force of the Act, in relation to state-owned enterprises referred to in art. 39 (1) 2, provision of art. 4 par. 1 point 3 does not apply.

Article 58. [ Application for conversion of a State enterprise into a company] 1. Unpatented until the date of entry into force of the Act the applications for transformation of a state-owned enterprise into a company shall be assessed according to the provisions of the Act

2. If the provisions of the Act indicate the need to supplement the application referred to in the paragraph. 1, the applicant shall be obliged to do so within a period not exceeding two months from the date of entry into force of the Act.

Article 59. [ The purpose of the proceeds of privatisation for public service purposes] Within three years of the entry into force of the Act, the amounts, representing 5% of the revenue of the State Treasury for direct privatisation carried out by the wagons, remain at the disposal of the privatisations bodies for the purpose of attaining the with the implementation of public service investments.

Article 59a. (repealed)

Article 59b. (repealed)

Article 60. [ Application of provisions of the Act] 1. The provisions of the Act apply to companies in which the sole shareholder is the State Treasury, created under the rules specified in the rules on privatization of state-owned enterprises, if they were entered into the register of entrepreneurs before the day entry into force of the Act.

2. The Treasury shall, within one year from the date of entry into force of the Act, grant the statutes of the companies referred to in paragraph. 1, to the provisions of the Act.

3. To the Supervisory Board, acting on the date of entry into force of the Act, the provision of art. 12 shall not apply.

4. Members of the supervisory boards of the first term in the companies, selected by the employees, shall be required to submit the examination referred to in art. 12 (1) 2, within one year from the date of entry into force of the Act.

Article 61. [ Sustainability of the employment relationship of members of the labour council] 1. In the period of one year from the registration of a company in the register of entrepreneurs, it is not possible, without the consent of the supervisory board, to terminate the employment relationship with the employee who is a member of the employee board on the date of deletion of the state enterprise from registry, as well as change for the termination of such a worker's working conditions and pay to his disadvantage.

2. If the annual period of protection of the employment relationship referred to in art. 6 of the Act of 25 September 1981. o the self-government of the crew of the state-owned company (Dz. U. of 2015 items 1543), extends in part to the period of employment of a worker in a company resulting from the commercialisation of a state-owned company-the termination of the employment relationship to an employee using the protection requires the approval of the supervisory board.

3. The consent of the supervisory board is necessary to change for the termination of the working conditions and pay to the disadvantage of the employee referred to in the paragraph. 2.

Article 62. [ Protection of company secrecy] 1. Information obtained in the development of analyses referred to in art. 32 par. 1 and in Art. 42 par. 1, constitute a secret subject to protection under the terms of the provisions for the protection of classified information.

2. The protection referred to in paragraph 2. 1, shall also be subject to information obtained in connection with the conducted privatization process, subject to the information disclosed under the Act.

3. The provisions of the paragraph. 1 and 2 do not apply to information made available in accordance with the provisions of the Act of 29 July 2005. public offering and conditions for the introduction of financial instruments to an organised trading system and on public companies, in connection with a public offering or to apply for admission to trading on a regulated market.

Article 63. [ Providing employees at preferential prices] 1. If, before the entry into force of the Act, the State Treasury began making shares available on preferential terms, the acquisition by employees of the company transformed into the company and by the agricultural producers on permanent affiliations the undertaking by contracting or cooperative the shares of the companies resulting from the transformation of the public undertakings shall be subject to the rules laid down in the existing rules.

2. If, before the date of entry into force of the Act, the State Treasury has not begun making shares available on preferential terms, their acquisition by eligible employees and farmers or fishermen shall take place under the rules laid down by statute.

3. Authorized employees employed in the company on the date of conclusion of the contract on the basis of which the State Treasury brought this company or an organised part of its property to the company according to the existing rules, shall be entitled to to the free of charge acquisition of up to 15% of shares owned by the State Treasury as at the date of entry into force of the Act. The provisions of Article 4 36 and 38 shall apply mutatis mutandis.

4. The farmers or fishermen have the right to acquire free of charge up to 15% of shares owned by the State Treasury, as at the date of entry into force of the Act, in companies to which the State Treasury has brought, on the basis of existing regulations, the company or organised part of the property of a public enterprise. The provisions of Article 4 36-38 shall apply mutatis mutandis.

5. The Bieg term referred to in art. 38 par. 1 and Art. 49 (1) 4, starts with the date of entry into force of the Act. The other terms referred to in Chapter 2 of Chapter 2 shall be calculated accordingly.

6. If the State Treasury before the entry into force of the Act has passed the shares on the general principles, and has not commenced the provision of shares on a preferential basis, the right to free acquisition of shares shall arise on the date of expiry of the period referred to in paragraph. However, for the six-month period preceding that date, the average of the monthly wages giving rise to the determination of the total nominal value of shares for free of charge, referred to in Article 5, shall be calculated. 36 ust. 2 and 3.

Article 64. [ Application of existing legislation] 1. In cases initiated pursuant to the provisions of Chapter 4 of the Act referred to in art. 74, the current rules apply.

2. The founding body may, at the request of the company which is a party to the contract for the surrender of the State Treasury for the payment of the use, filed within three months from the date of entry into force of the regulation referred to in art. 54 para. 1:

1) undertake negotiations on a change of the existing terms of repayment of receivables for the use of the property of the State Treasury;

2) conclude a sale contract; in such a case, the sale follows the price established in the contract for the transfer of the State Treasury to the paid use, and the price includes the company's paid capital instalments for the repayment of the value of the subject contracts.

Article 65. [ Extension of the term of office of the authorities of the company's crew During the period of privatisation of the direct privatisation, the staff of the authorities of the crew shall be extended until the date of the provision of the direct privatisation order.

Article 66. [ Termination of the employment relationship of employees on the basis of appointment] The employment relationship of employees in the State-owned enterprise on the basis of the appointment shall expire on the date of the provision of the direct privatisation order. This staff shall be entitled to a remuneration of three months ' remuneration, calculated as a cash equivalent, for annual leave.

Article 67. [ Application of existing provisions] The legal effects of activities carried out prior to the entry into force of the Act shall be assessed according to existing provisions.

Article 68. [ Commercialization and privatization of municipal companies] 1. The provisions of the Act and the provisions issued on its basis shall apply mutatis mutandis to the commercialization and privatization of municipal companies.

2. The powers of the Minister responsible for the Treasury or the founding body shall be exercised in relation to the privatised municipal company the executive body of the local government unit and the executive body of the union. units of local government, subject to the competence of the body which is the local government unit and the body of local self-government units.

3. (repealed)

Article 69. [ Information on the transformation and privatization of municipal property] 1. Wójt or Mayor (President of the City), starosta, marshal of the voivodship and the executive body of the union of local government units is obliged to submit to the Minister responsible for the Treasury the information concerning transformations and privatization of municipal property.

1a. Supervision of the exercise of the obligation referred to in paragraph 1. 1, they shall be responsible for the competent voyeurists.

2. The Minister responsible for the Treasury shall determine, by means of a regulation, the scope and the mode of submission of the information referred to in paragraph. 1.

Art. 69a. [ Company of the Treasury] 1. Rules of Art. 1a shall also apply to companies whose sole shareholder is the State Treasury, arising on the basis of separate provisions and in a mode other than that laid down in this Act.

2. To perform the functions of members of supervisory boards in the resulting separate provisions and in a mode other than that specified in this Act, companies with the participation of the State Treasury or other state legal persons may be called-as representatives of those entities-persons who have submitted the examination referred to in Article. 12 (1) 2, or have been exempted from the obligation to submit an examination in accordance with the provisions issued on the basis of art. 12 (1) 7.

3. Rules of Art. 19a and 19b shall also apply to companies which are formed on the basis of separate provisions and in a mode other than that laid down in this Act, in which more than half of shares belong to the State Treasury or other state legal persons, and to companies of which Article 1a.

4. Rules of Art. 15a and art. 16 ust. 4 shall also apply to companies which are formed on the basis of separate provisions and in a mode other than that specified in this Act, in which the shares have the State Treasury or other legal entity, and to the companies referred to in Article. 1a.

Article 69b. [ Rules for the disposal of shares of Treasury companies] 1. To dispose of the Treasury shares or shares in companies formed on the basis of separate regulations and in any mode other than that specified in this Act shall be used art. 33-35.

1a. Shares belonging to the State Treasury in companies formed on the basis of separate regulations and in any other mode than specified in this Act may be disposed of free of charge to the local government or the union of self-government units territorial, under the rules laid down in the Article. 4b.

1b. In the case of the divestment by the local government entity or the association of local government units of shares acquired in accordance with the paragraph. 1a, the Article shall apply. 4c.

1c. Persons entitled to the free acquisition of shares of the company, listed in the paragraph. 1a, the shares of which have been sold in accordance with the rules laid down in the Article. 4b, they retain this right on the existing basis, with the powers to dispose of the shares to be exercised by the executive body of the local government or the executive body of the association of local government units.

2. The right to free acquisition of shares entitled under this Act or on the basis of separate provisions may be made by persons entitled to only one title; the authorized before the acquisition of shares shall make a declaration that not has exercised the right to free of charge acquisition of shares in another title.

Article 69c. [ Transfer of shares of Treasury companies] 1. Shares in companies, included in the name of the State Treasury as a result of the privatization of state-owned enterprises by way of their liquidation or in other mode by bodies other than the Minister responsible for the Treasury, are subject to immediate transfer This is the Minister.

2. Together with the transfer of shares referred to in paragraph. 1, they are subject to the transfer of the Minister competent to the Exchequer's documents and necessary for the exercise of the rights of shares information concerning individual companies.

3. In the companies referred to in paragraph. 1, candidates representing the Treasury of the members of the supervisory boards, within two years of taking up the rights from the shares, shall notify the Minister responsible for the Treasury in consultation with the authorities which these rights have provided.

Article 69d. [ Adaptation of statutes and organization of companies to the requirements of the Act] 1. Articles of the Company referred to in Art. 1a, they will adapt their statutes to the provisions of the Act within 6 months from the date of its entry into force.

2. The contributions of the authorities of the companies referred to in paragraph 2. 1, should be set up, on the basis and in accordance with the procedure laid down in the Article. 1a, after adjustment of the statutes referred to in paragraph. 1-not later than within 6 months from the date of entry into force of the Act. In the event of an unsuccessfully expiry of that period, the mandates of the members of the supervisory boards shall lapse by law.

Art. 69e. [ Penalty for making false statements] Who makes a false statement in order to extort from the State Treasury free of charge of the transferred shares of companies belonging to the State Treasury, other securities or any other provision specified in the provisions on privatization of the property of the State Treasury, to of which the receipt is not entitled,

shall be punished by the fine or punishable by the arrest, or both, by the total.

Article 69f. [ A special-purpose subsidy for the capital city of Warsaw] 1. In the years 2014-2016 from the Fund resources referred to in art. 56 par. 1 point 1, may be granted to the capital city of Warsaw a special-purpose subsidy to finance the compensation payments referred to in art. 215 of the Act of 21 August 1997. with Real Estate Management (Dz. U. of 2015 items 1774 and 1777 and from 2016. items 65).

2. The amount of the subsidy granted in the financial year may not be higher than PLN 200 000 000.

Article 70. (bypassed)

Article 71. (bypassed)

Article 72. (bypassed)

Article 73. (bypassed)

Article 74. [ Repealed provisions] The Law of 13 July 1990 shall be repealed. on the privatisation of SOEs (Dz. U. Entry 298, with late-night data. zm.).

Article 75. [ Adequate application of the law] If the provisions in force refer to the repealed provision of Article 4 (1) of the regulation, 74 Act or refer generally to the rules on privatization of state-owned enterprises, the provisions of the Act on the commercialisation and privatization of state-owned enterprises are applicable in this respect.

Article 76. [ Implementing rules] Pending the adoption of the implementing rules, they shall retain the power of the implementing rules to the Act referred to in art. 74, as long as they are not contrary to the Act.

Article 77. [ Entry into force] The Act shall enter into force six months after the date of the announcement, except that the provisions of Article 4 4, 25, 39, 48-50, 63 and 70-73 and Chapter 2 of Chapter IV shall enter into force after 14 days from the date of the announcement.

[ 1] The title of the law as set out by the art. 2 point 1 of the Act of 5 December 2002. amending the Act on the rules of exercise of powers conferred on the State Treasury, the Act on commercialization and privatization of state-owned enterprises and certain other laws (Journal of Laws No. 240, item. 2055). The amendment entered into force on 15 January 2003.

[ 2] Currently, the Minister for Agriculture, Rural Development and Fisheries, on the basis of art. 4 par. 1, art. 5 points 17, 18 and 18c and art. 22, 23 and 23c of the Act of 4 September 1997. about the departments of government administration (Dz. U. of 2016 r. items 543 and 749), which entered into force on 1 April 1999.