BEZPIECZEŃSTWO PROWADZENIA DZIAŁALNOŚCI GOSPODARCZEJ W POLSCE
The author discusses the issue of corporate security of business
entities in commercial activity taking the example of present
proceedings at the criminal court against the members of the
management board and supervisory board of a limited liability
The criminal proceedings were initiated by the shareholders of the
company after the members of the management board and the
supervisory board had rescued the company from financial crisis and
had improved profitability of the company.
The chartered accountant appointed by the Court stated that the
smaller income earned on margin, instead of the one the company
might hypothetically have achieved, should be considered as the
loss, and finally, declared damage to the company. Activities that
bring damage are the activities made to the detriment of the company
i.e. deeds that bear features of a prohibited act pursuant art. 585
of Polish commercial code (K.s.h).
The survey methods used by the chartered accountant, i.e.
calculations of hypothetically possible profits that might have been
achieved without further analysis of business concept, do not
entitle him/her to draw the conclusion that the boards members
activities were made to the detriment of the company.
The transactions calculations within the period surveyed by the
expert only reveal that profits from transactions might have been
higher than those already achieved.
The chartered accountant, contrary to the potential of the applied
survey methods, draws conclusions that might have only been made
after a careful survey of the directions of the development of the
company, prepared and accepted by the management board and the board
of directors, the management and extension model of the company, the
goals of business decisions, the risk level of possible negative
results of future activities that would also depend on the time
limit for the expected goals established by the management board.
Qualifying legal behavior in business activity as features of a
prohibited act of activities made to the detriment of the company is
the factor that makes business activity in Poland legally unstable
and has the significant influence on its safety.
Regulations that are supposed to guarantee an entrepreneur free and
unconstrained business activity and reliable and professional
solving of the litigations due to his/her business decisions should
provide security to business entities against groundless accusations
and its consequences.
The discussed case also shows another crucial problem i.e. the
appointed experts do not have legal instruments to enable them
proper detection of economic crime committed by members of the
management bodies. This shows that it is necessary to take both
national and international cooperation to conduct training on how to
detect this kind of crime.