Stopping the Deregistration of a Polish Company from the National Court Register (KRS)

REVERA was approached by a Cyprus-based company with what initially appeared to be a standard request: to recover a debt from a Polish counterparty. The client stated that the debtor remained in regular contact, assuring that payment would be made “any day now” and repeatedly asking for more time.

Before initiating dispute proceedings, we conducted a comprehensive due diligence review of the counterparty and identified a critical issue: the Polish debtor company was on the verge of being struck off the National Court Register (KRS) under a simplified dissolution procedure, without a formal liquidation process. This would have resulted in the company being dissolved and ceasing to exist.

The registry court had initiated ex officio proceedings to remove the debtor from the register without liquidation.

We promptly intervened in the registry proceedings and substantiated before the court that the debtor had outstanding obligations, including the debt owed to our client. We also provided evidence that the company was actively conducting business operations and possessed transferable assets. In addition, we demonstrated the creditor’s legitimate interest as an independent ground preventing simplified dissolution.

Having reviewed our submission, the court applied Article 25d(3) of the Act on the National Court Register. Under this provision, the registry court must discontinue simplified dissolution proceedings if it determines that the entity is conducting business activity, holds transferable assets, or if other significant circumstances exist—including a justified creditor interest—that prevent removal of the company without liquidation.

The court agreed with our position: the existence of outstanding obligations, ongoing business activity, and the debtor’s assets (including shares and equity interests in other legal entities) precluded its “silent” removal from the register.

Had the debtor been removed from the register, the debt recovery process would have become significantly more complicated. Timely due diligence and a proactive procedural approach allowed us to halt the simplified dissolution and secure time to proceed to the next stage.

Why this case matters

Even if a debtor remains responsive and promises to repay the debt, this does not eliminate legal risks. While negotiations are ongoing, the company may already be undergoing liquidation or deregistration proceedings.

Therefore, before initiating debt recovery, it is essential to verify not only the financial standing of the counterparty but also its current legal status. Such verification helps to identify risks in a timely manner, choose the appropriate legal strategy, and avoid situations where valuable time is lost.

If your counterparty fails to meet its obligations or you suspect that the company is undergoing liquidation or deregistration, REVERA’s specialists can help assess risks, verify the debtor’s legal status, and develop the most effective cross-border debt recovery strategy.