polish

case law

id : 20591

id: 20591

Polish Supreme Court order

 dated 10 March 2021

Case No. V CSKP 64/21

Summary by arbitraz.laszczuk.pl:

The Regional Court in G. delivered an order of 3 November 2017 in which, in proceedings with the participation of a public prosecutor of the District Prosecution Office in G., it dismissed actions brought by E., a joint-stock company, based in C. against S. Limited in N. and S. in N. The Regional Court found that the arbitration agreement defense had been effectively raised by the companies.

The Court of Appeal dismissed the claimant’s and the public prosecutor’s complaints. It found that irrespective of the lack of authorization of N. J. to act on behalf of the claimant company, in the light of the fact that N. J. had been entered as the president of the management board of the claimant in the National Court Register on the days when the disputed contracts of 11 March 2004 and 28 August 2006 had been concluded, arbitration agreements contained in the contracts had been legally valid. Additionally, the Court of Appeal stressed that the validity of arbitration agreements was independent from the validity of the concluded contracts and stated that the arbitration agreements contained all necessary elements.

The public prosecutor filed a cassation appeal to the Polish Supreme Court.

The Polish Supreme Court found the cassation appeal to be well-founded, both the concluded contracts and the arbitration agreements to be invalid, and N. J. never having been a member of the management board of the claimant company. Additionally, the Polish Supreme Court found that she had not been authorized to act on behalf of the company.

It is worth noting that in this order the Polish Supreme Court made a reference to, among other things, the Polish Supreme Court order dated 25 January 2012, Case No. V CSK 44/11.

Excerpts from the text of the court’s ruling:

[T]he mere inclusion of an arbitration agreement in another country in a contract does not result in the invalidity of the arbitration agreement. Nevertheless, it is impossible to leave out the circumstances which led to the inclusion of the arbitration agreement in the contract, as well as it is impossible to leave out the wording of the contract, if the contract may affect the determination and assessment whether an activity of the contractor benefiting from the presumption indicated in Art. 17 (1) of the Act on National Court Register was characterized by good or bad faith.

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