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Business Judgement Rule in Polish Commercial Companies Code

Thursday, February 18, 2021 The amendment of the Commercial Companies Code (hereinafter “CCC”) to introduce holding law has already been discussed in our material Commercial Law Revolution in Poland – New Holding Law and Enhanced Corporate Oversight Mechanisms. However, as a continuation of this topic, we would like to touch upon one of its elements – the introduction into Polish commercial law of the measure of business judgment called “Business Judgement Rule” in assessing the actions of members of companies’ bodies. Ratio Legis  for Proposed Regulation The draft amendment to the Polish CCC, developed by the Commission for Corporate Governance Reform appointed by the Minister of State Assets, has recently become a hotly debated issue in Poland. The draft amendment of 20 July 2020 introduces significant changes to Polish corporate law, with far-reaching consequences both in legal and business terms, for corporate entities operating on the market. It fea

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