Polish Customer Not Paying – What Foreign Companies Should Do Now

Step 1: Check the debtor in the Polish registers

Polish registers are online and free to access:

• KRS (Krajowy Rejestr Sądowy, National Court Register): legal form, authorised representatives, share capital, filed financial statements and signs of liquidation.
• KRZ (Krajowy Rejestr Zadłużonych, National Debtors' Register): pending bankruptcy and restructuring proceedings. An entry here changes everything, because claim filing and voting deadlines then apply.
• VAT “White List” (Biała lista): VAT status and reported bank accounts. This is useful for later account attachment.
• CRBR: ultimate beneficial owners.

Step 2: Determine the governing law and the limitation period

In cross-border sales of goods, the UN Convention on Contracts for the International Sale of Goods (CISG) often applies, supplemented by national law. The CISG itself does not regulate limitation. Poland is a party to the 1974 UN Convention on the Limitation Period in the International Sale of Goods (4-year period), and Polish courts have applied it to cross-border sales instead of the Polish 2-year rule. Whether it applies to your contract depends on the countries involved and the governing law, so check this early. Where Polish domestic law applies, a business seller's price claims generally become time-barred after 2 years, and other business claims after 3 years, in each case at the end of the calendar year. An acknowledgment of debt interrupts the limitation period, and an informal acknowledgment, such as a request to pay in instalments, can be enough. So does a court action. An acknowledgment does not revive a claim that is already time-barred.

Step 3: Calculate interest and compensation

Where Polish law applies, in B2B transactions you are entitled to:

• statutory interest for late payment in commercial transactions: NBP reference rate + 10 percentage points,
• flat compensation per commercial transaction: EUR 40 (up to PLN 5,000), EUR 70 (PLN 5,000–50,000), EUR 100 (above PLN 50,000), converted into PLN. It is due without a reminder and without proof of costs, even if the debtor pays late but before any lawsuit. A separate amount per invoice is safest where invoices relate to separate orders or agreed instalments; some courts have treated mass claims for many small invoices as abusive,
• where applicable, reasonable recovery costs exceeding that amount (e.g. appropriate collection costs, which the court may reduce to a reasonable level).

Step 4: Secure your documents

Contract or order confirmation, general terms (with proof that they were incorporated), invoices, delivery notes and CMR consignment notes, acceptance reports, e-mail correspondence, bank statements and proof of reminders. In Polish commercial litigation, evidence must be submitted early and in full.

Step 5: Send a lawyer's demand for payment in Polish

A wezwanie do zapłaty from a Polish law firm with a clear deadline is often the turning point. It is also a precondition for certain court steps.

Step 6: Negotiate security

If the debtor offers instalments, accept only in return for security: a written acknowledgment of debt, a blank promissory note (very common in Poland), a notarial submission to enforcement (Art. 777 of the Polish Code of Civil Procedure), a registered pledge or a guarantee from the shareholder.

Step 7: Go to court or consider an insolvency petition

If payment still does not come, apply for a payment order (→ Payment orders & European Payment Order). Sue in the currency agreed in the contract. Where a debt payable in Poland is expressed in a foreign currency, the debtor may, as a rule, pay in PLN. The creditor may demand PLN only if the debtor is late, and then only at the NBP average rate on the day of payment, so the PLN amount cannot be fixed in advance. A Polish court has dismissed a claim for a fixed PLN amount because the contract provided for payment in EUR; the creditor then has to bring a new action in EUR. If the debtor is clearly insolvent, a creditor may also file a bankruptcy petition. At the same time, check the personal liability of the management board (→ Director liability (Art. 299 CCC)).