Publication date: June 13, 2025
Businesses and companies use various financial and banking tools provided. The question arises whether it is permissible to file an identification report for a business registered in the National Court Register, whose bank account was opened in the so-called parallel banking.
The obligation to indicate a bank account during registration in the National Court Register
The obligation to report the identification of taxpayers entered in the National Court Register results from art. 5 sec. 2b of the Polish act of 13 October 1995 on the principles of recording and identifying taxpayers and payers. According to the cited provision, such a report contains data concerning the list of bank accounts or named accounts in a cooperative savings and credit union, with the exception of the VAT account and in the case of commercial partnerships and entities subject to entry in the register of entrepreneurs on the principles specified for partnerships – data concerning individual partners, including their tax identifiers.
The definition of a bank account is provided in Article 725 of the Civil Code, according to which, through a bank account agreement, the bank undertakes towards the account holder, for a specified or unspecified period of time, to store their funds and, if the agreement so provides, to conduct monetary settlements on their behalf.
The definition of a payment account is also indicated in the dictionary of terms of the National Bank of Poland, according to which a payment account is an account maintained by a payment service provider for one or more users, used to perform payment transactions. Funds can also be stored on a payment account that is a bank account or an account maintained by a cooperative savings and credit union.
In turn, the basic types of bank accounts are listed in Article 49 section 1 of the Polish Banking Law. The indicated regulation lists the following types of bank accounts:
a/ settlement accounts, including current and auxiliary accounts, and VAT accounts maintained for them;
b/ term deposit accounts;
c/ savings accounts, savings and checking accounts, including family accounts, and fixed-term savings accounts;
d/ escrow accounts.
The definition of a bank is included in the Polish Act of 29 August 1997 – Banking Law. According to art. 2 of this regulation, a bank is a legal person established in accordance with the provisions of the acts, operating on the basis of permits authorizing the performance of banking activities that expose funds entrusted under any repayable title to risk. The banking activities referred to in this regulation are listed in Article 5 Section 1 of the Banking Law. According to this provision, banking activities are:
a/ accepting cash deposits payable on demand or at a specified date and keeping accounts for such deposits;
b/ maintaining other bank accounts;
c/ granting loans;
d/ granting and confirming bank guarantees and opening and confirming letters of credit;
e/ issuing bank securities;
f/ carrying out bank monetary settlements.
The above regulation indicates banking activities in the strict sense, subject to the banking monopoly.
Obtaining a license by a bank consists of two elements, namely first of all it is necessary to obtain a permit to establish a bank, and then it is necessary to obtain a permit for the established bank to commence business activity.
According to art. 36 of the Banking Law, a bank may commence its operations, and therefore perform banking activities, after obtaining a permit from the Financial Supervision Commission. According to art. 34 sec. 1 of the discussed act, in the permit to establish a bank, the Financial Supervision Commission specifies: the bank’s company name, its registered office, the names (surnames) of the founders and the shares they take up, the amount of the founding capital, the subject of the activities to which the bank is authorized, and the conditions under which the Financial Supervision Commission will permit the bank to commence its operations, and also approves the draft of the bank’s statute and the composition of the bank’s first management board.
Credit institution operating in Poland
According to Article 48i of the Banking Law, a credit institution may conduct business in the territory of the Republic of Poland through a branch or as part of cross-border activity. In accordance with Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms, “credit institution” means an undertaking whose business includes any of the following activities:
(a) accepting deposits of money or other repayable funds and granting credits for its own account (…).
By money deposits it should be assumed that it is the total amount of money entrusted to the bank. The deposit may take the form of a savings account, current account or term deposit.
Pursuant to Article 48j of the Banking Law, a credit institution may conduct activities relating to, among others:
– accepting cash deposits payable on demand or at a specified date and maintaining accounts for such deposits;
– maintaining other bank accounts (…).
The scope of activities of a credit institution must result from the authorisation granted by the competent supervisory authorities of the home country.
The moment of commencement of cross-border activity by a credit institution is specified in Article 48ł of the Banking Law. According to this regulation, cross-border activity in the territory of the Republic of Poland may be commenced after the Polish Financial Supervision Authority receives a notification from the competent supervisory authorities of the home country, which specifies the types of activities that the institution intends to perform.
The official website of the Polish Financial Supervision Authority maintains a list of notifications made by institutions that may conduct credit activity in Poland. Based on such notification, credit activity in Poland is conducted by, among others, the popular Revolut, which is a Lithuanian bank, or the German Deutsche Bank AG.
In accordance with Article 9(9) of Directive 2013/36/EU of the European Parliament and of the Council of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, Member States shall prohibit persons or undertakings that are not credit institutions from carrying out the business of accepting deposits or other repayable funds from the public.
From the above considerations the following conclusions can be drawn:
a/ In order to conduct banking activities in Poland, the entity must have a banking license, which can be defined as the right to conduct banking activities in the territory of the Republic of Poland;
b/ A credit institution may conduct business through a branch or as part of cross-border activity; for this purpose, it requires a permit from the relevant authority in the home country and notification to the Polish Financial Supervision Authority;
c/ In accordance with Community law and the Polish legal system, conducting business of accepting deposits without an appropriate permit is subject to criminal sanctions, in the Banking Law Act one can indicate art. 171 which states that whoever, without a permit, conducts business of collecting funds of other natural persons, legal persons or organizational units without legal personality in order to grant credits, cash loans or expose such funds to risk in another way, shall be subject to a fine of up to PLN 20,000,000 and imprisonment for up to 5 years.
What is shadow banking?
Shadow banking offers financial services outside the commercial banking system. Shadow banking most often involves investors who are able to bear complex risks. So-called shadow banks are involved in, among other things:
– securitization, i.e. buying packages of loans and exchanging them for securities;
– offering alternative loans;
– offering favorable interest rates for people who want to multiply their savings;
– introduction of innovative financial products.
These entities, unlike banks, are not subject to legal regulations or financial supervision, and do not provide deposit guarantees in the case of capital investment, but nevertheless they constitute an alternative for people excluded by banks from the lending process.
Entities operating within the framework of parallel banking are not subject to appropriate legal regulations or financial supervision, and, moreover, they do not provide a deposit guarantee when their clients invest their capital in the accounts they offer.
Parallel banking is not subject to the regulations of the Banking Law. Entities conducting non-banking activities are to be subject to acts such as the Act of 12 May 2011 on consumer credit or the Act of 23 April 1964 – the Civil Code, i.e. general provisions of law.
There are threats associated with shadow banking, where lack of awareness among clients regarding depositing savings on the parallel banking market may ultimately lead to the loss of invested capital, which entails the possibility of transferring risk to the banking sector.
Should the Tax Office accept a bank account registered by an entity operating within the framework of parallel banking?
It can be assumed with caution that at this point this is not a serious problem that appears in the practice of registering bank accounts. The Financial Supervision Commission has a Parallel Banking Department, but it has been unsuccessful in finding recommendations, opinions or positions that clearly indicate a ban on registering business activities or companies that have opened their bank accounts within the framework of parallel banking. This problem is also not analyzed in detail by the Tax Offices or the National Tax Administration, which do not know the clear answer to such a hypothetical question, because if such doubts were to arise, the matter would most likely be resolved ad casum.
It can be assumed, however, that taking into account all the regulations cited above and their purpose and function, as well as possible threats related to parallel banking, one should lean towards conclusions excluding the possibility of such registration. It should be taken into account that banking is a strictly regulated activity, subject to rigorous requirements resulting from national and Community law. An attempt to bypass the registration of a bank account in a state/commercial bank or SKOK appears as an attempt to circumvent rigorous regulations.
It should also be noted that registering an account as part of non-banking activity (which, as indicated above, is not subject to the regulation of the Banking Law) may constitute a distortion of the regulation contained in art. 48 of the Act of 16 November 2016 on the National Revenue Administration, according to which: “Upon a written request of the Head of the National Revenue Administration, the head of the customs and tax office or the head of the tax office issued in connection with the commenced preparatory proceedings or explanatory activities in the case of crimes or petty offences and fiscal crimes or fiscal petty offences, respectively, the bank is obliged to prepare and transfer information concerning a natural person or a legal person or an organizational unit without legal personality or data of proxies of the bank account indicated in the request in the event that the preparatory proceedings or explanatory activities are conducted in connection with acts committed within the scope of the activity of the natural person, legal person or organizational unit without legal personality (…)”. This constitutes a serious threat because entities operating within the framework of parallel banking are not obliged to cooperate within the framework of the indicated proceedings.
According to the response from the Tax Office, it should be noted that, “As a rule, entities and persons conducting business activity are obliged to report to the tax administration a list of accounts in which they accumulate their funds and which they use to make settlements. This is required by art. 5 sec. 2b item 2, sec. 3, sec. 4 and art. 9 of the Act of 13 October 1995 on the principles of recording and identifying taxpayers and payers, from which it results that the identification notification of taxpayers entered in the National Court Register contains supplementary data, including a list of all bank accounts or named accounts in a cooperative savings and credit union, with the exception of the VAT account within the meaning of art. 2 item 37 of the Act of 11 March 2004 on the tax on goods and services. All legal bases regarding the type of accounts and the possibility of opening them are set in the Act of 29 August 1997 – Banking Law (Journal of Laws of 2023, item 2488)”. In its informal response, the Tax Office also encourages those interested in such a solution to prepare an application for an individual interpretation.
As indicated in the above considerations, parallel banking activities are not subject to the provisions of the Banking Law, therefore, based on the informal and non-binding information provided by the Tax Office, it can be cautiously assumed that such an account would not be accepted.