When a Polish asset is contributed in kind — to a company, a fund, or as collateral for a cross-border facility — the question a foreign counterparty must answer is not what the asset is worth on paper. The question is what encumbers it, who can enforce against it, and whether the value the contributor claims survives a senior claim. This report establishes those facts from official Polish registers before the transaction closes.
- What the registers show
- Mortgage entries, registered pledges, enforcement notices, insolvency proceedings, and ownership chain — each from a named Polish register, verified against the asset identifier. Sources: Księgi Wieczyste, Rejestr Zastawów, KRS, KRZ · verified 30.06.2026
- Access condition
- Księgi Wieczyste (land and mortgage register) is publicly searchable by book number. A foreign party without a Polish national identifier cannot obtain the book number independently; that step requires local resolution.
- What the registers do not show
- Off-register encumbrances, undisclosed pledge agreements not yet entered, and beneficial ownership beyond the direct registered holder are outside the scope of any single register.
- Qualification flag
- Off. This report compiles facts. It does not qualify their legal effect on the transaction.
What a collateral report on a Polish asset covers
The report maps four layers of the asset's legal position. First, the ownership chain as it stands in the relevant register on the date of enquiry. Second, all encumbrances entered against the asset — mortgages, registered pledges, enforcement annotations. Third, the insolvency and restructuring status of the registered owner, drawn from the Krajowy Rejestr Zadłużonych. Fourth, any enforcement proceedings noted in court registers or the bailiff system that affect the asset directly.
Each layer is sourced separately. A clean ownership entry does not imply a clean pledge register. A company with no KRZ entry may still have enforcement proceedings opened at district court level that have not yet propagated to the national register. The report names each source, states what it returned, and states what it could not return.
The Polish registers consulted
| Register | What it records | Access condition for a foreign party | Known ceiling |
|---|---|---|---|
| Elektroniczne Księgi Wieczyste (EKW) | Ownership, mortgages, easements, annotations on real property | Searchable by book number; book number requires local resolution without a Polish identifier | Does not capture contractual restrictions or unregistered encumbrances |
| Rejestr Zastawów | Registered pledges on movable assets and rights | Searchable by debtor name or PESEL/NIP; foreign party cannot submit a formal inquiry without a Polish identifier | Covers only pledges that have been registered; pledge agreements not yet entered are invisible |
| Krajowy Rejestr Sądowy (KRS) | Company registration, share structure, management, statutory documents | Publicly searchable online without registration | Share structure shown at entity level; beneficial ownership above the direct holder requires CRBR cross-reference |
| Krajowy Rejestr Zadłużonych (KRZ) | Insolvency, restructuring, and enforcement proceedings | Publicly searchable online without registration | Propagation lag: proceedings opened at district court level may not appear immediately |
| Centralny Rejestr Beneficjentów Rzeczywistych (CRBR) | Declared beneficial owners of Polish legal entities | Publicly searchable; access regime subject to verification by local counsel before reliance | Self-declared data; no independent verification by the register authority |
Encumbrances that matter for a collateral assessment
Polish law provides several instruments that can subordinate or extinguish a new security interest. A registered mortgage (hipoteka) ranks by date of entry. A registered pledge (zastaw rejestrowy) on movable assets or rights ranks similarly. An enforcement annotation (wzmianka o wszczęciu egzekucji) in the land register signals active bailiff proceedings against the property.
The report identifies each encumbrance by type, entry date, and registered holder where the register discloses that information. Priority between competing claims is a legal question outside the scope of this report. What the report establishes is the factual sequence and the identity of registered creditors.
A contribution in kind also triggers a valuation requirement under Polish company law. The report does not perform that valuation. It establishes what the register shows as to ownership and encumbrances, which is the input the valuation exercise requires.
Insolvency and enforcement status of the contributor
The Krajowy Rejestr Zadłużonych is the central national register for insolvency and restructuring proceedings. A search against the contributing entity and its registered management returns any open or recently closed proceedings. A negative result does not guarantee the absence of a filed application. The register has a known propagation lag between filing at the district court and appearance in the national database.
Where the contributor is a natural person, the search extends to the consumer insolvency section of KRZ. Where the contributor is a foreign entity with a Polish-registered subsidiary or branch, the search covers both the Polish registration and, where accessible, the foreign entity's home register.
The limit of what the sources allow
The EKW shows the mortgage register as it stands on the date of enquiry. It does not show a mortgage that has been agreed but not yet entered. Polish law permits a period between the notarial deed and the land register entry during which the encumbrance exists contractually but is invisible to the register. The report states the date of the search; any instrument created after that date is outside its scope.
The Rejestr Zastawów covers registered pledges on movables and rights. A pledge that the parties have agreed but not yet registered does not appear. Possession-based security (zastaw zwykły) does not appear in this register at all. The report identifies what is registered; it cannot identify what is not.
The CRBR contains self-declared beneficial ownership data. The register authority does not independently verify the declarations. A discrepancy between the CRBR entry and the actual ownership structure is possible. Where the KRS share structure and the CRBR declaration diverge, the report records both and names the divergence. Resolving it is outside the scope of a register-based report.
Off-register encumbrances — contractual restrictions on transfer, side agreements, undisclosed security under foreign law — are not visible to any Polish register search. The report states this ceiling explicitly. It does not represent that the asset is unencumbered; it represents what the named registers show on the named date.
Where the sources disagree
In practice, three types of divergence appear regularly in Polish asset reports. First, the KRS share structure and the CRBR beneficial ownership declaration do not align — common where intermediate holding entities sit between the registered shareholder and the declared ultimate beneficiary. Second, the EKW ownership entry and the KRS shareholder register reflect different stages of a corporate reorganisation that has completed in one register but not yet propagated to the other. Third, the KRZ shows no proceedings while a court file number exists at district level — the propagation lag described above.
Each divergence is recorded in the report as a finding, not an error. A divergence between sources is itself material information for a counterparty assessing collateral.
What is included at each tier
| Tier | Price (EUR) | Included | Not included |
|---|---|---|---|
| Signal | €590 | EKW search on one real property book number (ownership section and mortgage section); KRZ search on the registered owner; KRS extract on the contributing entity; written summary of findings with source references and date stamps | Rejestr Zastawów search; CRBR beneficial ownership layer; insolvency search on natural persons associated with the entity; enforcement proceedings at district court level below KRZ propagation; any asset not covered by a single EKW book number |
| Standard | €990 | Everything in Signal; plus Rejestr Zastawów search on the contributing entity and the asset (where identifiable by NIP or asset description); CRBR beneficial ownership layer with comparison to KRS share structure; divergence section where sources conflict; coverage of up to three related entities in the ownership chain | Off-register encumbrances; foreign register searches beyond Polish-registered entities; valuation; enforcement proceedings not yet propagated to national registers; legal qualification of priority between competing claims |
| Extended | €2,200 | Everything in Standard; plus district court file check for enforcement proceedings below KRZ propagation threshold; search across up to six entities in the ownership and pledge chain; coverage of movable assets and intangible rights where registered in Polish registers; written chronology of encumbrance entries with priority sequence as recorded; coordination with the contributor's notary where a notarial deed is involved | Legal advice on the effect of findings; valuation; foreign law analysis; off-register security interests; representation in any proceeding; any register outside Poland |
Frequently asked questions
How long does the search take?
Signal and Standard reports are delivered within five business days of receiving the asset identifier and the contributing entity's KRS number. Extended reports require up to ten business days, longer where district court coordination is needed.
What identifier is needed to start?
For real property: the EKW book number, or the land parcel number and municipality sufficient to locate it. For the contributing entity: the KRS number or NIP. For movable assets: the asset description and the NIP of the registered pledgor where a Rejestr Zastawów search is required. Where the identifier is not available, the report scope is confirmed after a preliminary check.
Does a clean register result mean the asset is unencumbered?
No. A clean result means the named registers showed no encumbrance on the date of search. Off-register instruments, agreements not yet entered, and security under foreign law are outside the scope of any register-based report. The report states this ceiling in each instance.
Can the report cover a portfolio of assets?
Yes. Portfolio scope is agreed before the report commences. Each additional EKW book number and each additional entity in the pledge chain is scoped and priced before work begins. The three-tier table above reflects single-asset scope; portfolio pricing is confirmed by email at info@kordeckipartners.com.
Is the CRBR data reliable for beneficial ownership purposes?
The CRBR records what the obligated entity has declared. The register authority does not verify those declarations. The report compares the CRBR entry against the KRS share structure and records any divergence. Where a divergence exists, its resolution requires further enquiry outside the register system.
Disclaimer: This report is a factual compilation from official registers and public sources. It is provided for informational purposes only, does not constitute legal advice, and contains no legal qualification of the facts established. KORDECKI & Partners assumes no liability for actions taken or not taken based on this material. For advice regarding your particular situation, please contact info@kordeckipartners.com.