The lockdown regulations issued following the outbreak of the Covid-19 epidemic,

on how organizations would operate for the duration of the epidemic, are about to expire automatically when the state of epidemic emergency is declared ended. In turn, this will mean changes to how CSOs operate.

The most significant change concerns procedures for holding meetings and ballots in the bodies of those organizations. The special COVID-19 regulations[1] introduced two additional options as regards these procedures, and were applicable not only to associations, but also to foundations[2] and to other social organizations operating under separate laws or international agreements[3].

The first new option is adoption of a circular motion using a means of electronic communication. This requires the documented consent of each member of the body to the holding of the ballot in any way whereby the person giving consent can be identified. A circular motion can be adopted without even meeting online.

The second option is to move meetings of all of the bodies online. It is not necessary to obtain the consent of the members of the body, but the notice that the meeting is being convened must state that meeting will be held online, and the technical requirements specified in paragraph 1c must be fulfilled. Under Article 15 zzzr of the Covid Law[4], this option is available to all other legal entities, for example employer organizations or chambers of commerce.

When the state of epidemic emergency is declared ended, it will no longer be possible to adopt resolutions in the ways described above, unless the articles of association or statute of the organization specifically provide for these procedures. Consequently, if an entity wishes to retain these procedures, their articles of association or statute will have to be amended accordingly.

In addition, when the state of epidemic emergency is declared ended, the rule that the term of office of bodies can be extended to sixty or ninety days from the date on which a state of epidemic emergency is declared ended will cease to apply.

The latest proposal dated 26 April, 2023 of a Minister of Health regulation states that the state of epidemic emergency in Poland is to end as of July 1, 2023. From that date, unless the constitutional act of a CSO provides otherwise, any measures or tools adopted to enable bodies of the organizations to function during the COVID-19 epidemic will no longer be applicable.

Author: Maciej Toroń, Jan Potyrała

Footnotes

[1] Article 10(1a)-(1e) of the Act of 7 April, 1989 on Associations (consolidated text, Journal of Laws of 2020, item 2261, as amended, the “LA”).

[2] Article 5(1a) and (b) of the Act of 6 April, 1984 on Foundations (consolidated text, Journal of Laws of 2023, item 166, as amended).

[3] Article 7(2) of the LA.

[4] The Act of 2 March, 2020 on Special Solutions Related to the Prevention, Counteraction and Control of Covid-19, other Infectious Diseases, and the related Emergencies (consolidated version in Journal of Laws of 2021, item 2095, as amended).