A public company presents information about material transactions on its website.
A material transaction* is a transaction carried out by a public company with its related party**, the value of which exceeds 5% of the public company’s total assets***.
However, the following transactions are excluded:
(i) transactions concluded at arm’s length as part of the company’s ordinary operations;
(ii) transactions concluded by the company with its subsidiary, if the company is the sole shareholder of the subsidiary with which the transaction is entered into;
(iii) transactions connected with the payment of fees due to the members of the management board or supervisory board in accordance with the pay policy adopted by the company;
(iv) transactions that a public company reports under article 17 section 1 of the Market Abuse Regulation.
The reporting obligation also covers transactions entered into by a company’s related party with a company’s subsidiary, if the transaction value exceeds 5% of the subsidiary’s total assets***.
Other applicable principles can be found in chapter 4b of the Polish Act on Public Offerings and Conditions of Introducing Financial Instruments to an Organized Trading System and on Public Companies dated 29 July 2005 (Journal of Laws of 2005, no. 184, item 1539, as amended).
*in accordance with article 90h and onwards of the Act on Public Offerings and Conditions of Introducing Financial Instruments to an Organized Trading System and on Public Companies dated 29 July 2005 (Journal of Laws of 2005, no. 184, item 1539, as amended);
**within the meaning of the international accounting standards adopted under Regulation (EC) No. 1606/2002 of the European Parliament and of the Council of 19 July 2002 on the application of international accounting standards (OJ L 243 of 11 September 2002, page 1, as amended; OJ Polish special edition, chapter 13, vol. 29, p. 609);
***within the meaning of the Polish Accounting Act of 29 September 1994, determined based on the company’s last approved financial statements.