When a Polish real property or other asset is held through a foreign entity, the collateral chain does not begin at the Polish land register. It begins at the foreign company registry — and that registry may disclose nothing, something, or everything, depending on the jurisdiction. This page describes what can be established, from which sources, and where the chain breaks.
- What the analysis covers
- The debtor entity holding the Polish asset: registered seat, shareholder structure to the depth the foreign registry discloses, insolvency status in Poland and the foreign jurisdiction, encumbrances registered against the Polish asset. Sources verified as of 30 June 2026.
- Polish land register (KW)
- Discloses the registered owner by name and legal form. Does not disclose the internal ownership structure of a foreign entity. Access: public, no registration required.
- National Court Register (KRS)
- If the foreign entity has a Polish branch, the branch is registered in KRS. The parent's beneficial ownership is not disclosed here. Access: public, no registration required.
- National Insolvency Register (KRZ)
- Covers restructuring and insolvency proceedings opened in Poland. A negative result does not confirm absence of a filed application. Access: public, no registration required.
- Foreign company registry
- Disclosure level depends entirely on the jurisdiction. Some registries name shareholders with percentage interests; others name only directors; others return nothing on foreign applicants without a local identifier.
What the collateral chain looks like in practice
A lender or buyer sees a Polish land register entry showing a foreign limited liability company as owner. The land register confirms the ownership. It says nothing about who controls the company, whether the company is solvent, or whether the company's shares have been pledged to a third party in its home jurisdiction.
The collateral value of the Polish asset therefore depends on three separate chains. First: the asset itself — encumbrances registered in KW, any mortgage or usufruct. Second: the entity holding it — its solvency, its internal structure, any pledge over its shares. Third: the jurisdiction of the entity — whether that jurisdiction's registry discloses the information at all, and under what conditions.
Each chain is verified from a different source. The Polish sources are accessible. The foreign registry sources range from open and free to closed without a local professional intermediary.
The Polish sources: what they show and what they do not
| Source | What it shows | What it does not show | Access condition |
|---|---|---|---|
| KW (land register) | Registered owner; mortgages; easements; usufructs; warnings of pending proceedings | Internal structure of the owning entity; share pledges at the entity level | Public, no registration |
| KRS (National Court Register) | Polish branch of foreign entity, if registered; Polish subsidiaries | Shareholder structure of the foreign parent; UBO of the group | Public, no registration |
| KRZ (National Insolvency Register) | Restructuring and insolvency proceedings opened in Poland | Proceedings opened abroad; filed but not yet registered applications | Public, no registration |
| CRBR (Beneficial Owner Register) | UBO of Polish-registered entities | UBO of the foreign entity itself; correctness of self-reported data is not verified by the register | Public, no registration; post-CJEU C-37/20 access conditions subject to verification |
| Zastawy rejestrowe (Pledge Register) | Registered pledges over movables and rights, including company shares, if registered in Poland | Pledges registered in the foreign jurisdiction over the foreign entity's shares | Public, no registration |
The foreign registry layer: jurisdiction determines disclosure
Polish assets held by foreign entities most frequently involve holding structures registered in Luxembourg, the Netherlands, Cyprus, Malta, the United Kingdom, or Delaware. Each jurisdiction has a different disclosure standard.
| Jurisdiction type | Typical disclosure level | Condition for access by foreign applicant |
|---|---|---|
| UK (Companies House) | Directors, shareholders, PSC (persons with significant control) — named with percentage interests | Public, no registration. Data reuse permitted under OGL v3.0 with attribution. |
| Luxembourg (RCS) | Directors and managers named; shareholders may be listed in articles filed with the register | Public access to filings; some documents require paid download |
| Netherlands (KvK) | Directors named; ultimate beneficial owner filed but not fully public post-CJEU C-37/20 | Basic extract public; UBO register access conditions subject to verification |
| Cyprus (Registrar of Companies) | Directors and shareholders named in filed documents | Paid access per document; local identifier required for some queries |
| Delaware (Division of Corporations) | Registered agent and entity type only. Members and managers not disclosed. | Public search returns name and status only. Ownership is not a public record. |
| Malta (MFSA) | Directors and shareholders named in the memorandum and articles filed | Paid access; professional intermediary typically required for efficient retrieval |
Delaware structures require a separate note. The Division of Corporations does not disclose members or managers of an LLC. A foreign lender relying on a Delaware-held Polish asset cannot verify the ownership chain from the Delaware registry alone. The chain must be reconstructed from the Polish asset documents, any Polish branch registration, and contractual representations — not from a public register.
Share pledges and encumbrances at the entity level
A mortgage registered in KW encumbers the Polish real property directly. A pledge over the shares of the foreign holding company encumbers the asset indirectly — by giving the pledgee control over the entity that owns the asset.
Share pledges at the foreign entity level are registered, if at all, in the foreign jurisdiction. They are not visible in KW. They are not visible in the Polish Pledge Register unless the pledge was separately registered there by agreement. A search of Polish registers alone does not reveal whether the foreign entity's shares have been pledged.
Verification requires a search in the relevant foreign registry or securities register, depending on the jurisdiction and the form of the pledge. In some jurisdictions — notably the UK — a charge over shares of an English company must be registered at Companies House to be effective against third parties. In others, the pledge is effective from the moment of execution and no public registration is required.
The limit of what the sources allow
The Polish registers show the Polish layer completely: the asset, its encumbrances, any insolvency proceedings in Poland, and any pledge registered in Poland. That layer is verifiable from public sources without conditions.
The foreign entity layer is verifiable only to the depth that the foreign registry discloses. For UK, Luxembourg, and Cyprus structures, the shareholder list is typically recoverable from filed documents. For Delaware LLCs, the ownership chain is not a public record. For Dutch and other EU structures, the UBO register access conditions changed following CJEU C-37/20 and must be verified for each jurisdiction before reliance.
Share pledges at the foreign entity level are visible only if the foreign jurisdiction requires public registration of charges. Where registration is not required, the existence of a pledge is not detectable from public sources. That ceiling is named here before payment, not after.
Where the sources disagree
The KW may show the foreign entity as registered owner. The foreign registry may show the entity as dissolved, struck off, or in liquidation. That discrepancy is a material finding — not a data error to be resolved by the Polish register. The KW reflects the last registered title; it does not update automatically when the foreign entity changes status abroad.
Similarly, the CRBR may show a reported UBO for a Polish subsidiary, while the foreign parent registry shows a different shareholder structure. CRBR data is self-reported. Discrepancies between CRBR entries and foreign registry documents are findings in their own right.
What is included at each tier
| Tier | Price | What is included | Not included |
|---|---|---|---|
| Signal | €590 | KW extract for the Polish asset (encumbrances, registered owner). KRS search for Polish branch or subsidiary. KRZ insolvency check. Polish Pledge Register search. Name and status of the foreign entity from its home registry (where publicly accessible without a local identifier). Written summary in English. | Foreign registry documents requiring paid retrieval or local intermediary. Share pledge search in the foreign jurisdiction. CRBR cross-check. UBO chain reconstruction. Any jurisdiction where public access requires registration or a national identifier. |
| Standard | €990 | Everything in Signal, plus: filed documents from the foreign registry (articles, shareholder list, director list) where retrievable. CRBR check cross-referenced against the foreign registry shareholder list. Discrepancy analysis between Polish and foreign sources. Insolvency search in the foreign jurisdiction (where a public register exists). Written report in English with source citations and date of each retrieval. | Share pledge search in the foreign jurisdiction. UBO chain beyond what the foreign registry discloses. Jurisdictions where access requires a local professional intermediary (Delaware, some offshore centres). Legal qualification of findings. |
| Extended | €2200 | Everything in Standard, plus: share pledge search in the foreign jurisdiction through a correspondent in that jurisdiction. UBO chain reconstruction to the depth the combined sources allow, with explicit statement of where the chain terminates and why. Multi-layer structure mapping where the holding chain involves more than one foreign entity. Notation of each gap in the chain and the source limitation that creates it. Written report in English. | Legal qualification of findings. Representation before any authority. Advice on enforceability of security. Information that no public or accessible registry discloses — gaps are named, not filled. |
Frequently asked questions
Can a mortgage over the Polish property be verified without knowing the foreign entity's structure?
Yes. The KW shows all mortgages, easements, and encumbrances registered against the Polish real property, regardless of who owns the entity holding it. The mortgage search is independent of the ownership chain search.
Does a negative result in KRZ mean the foreign entity is solvent?
No. KRZ covers proceedings opened in Poland under Polish insolvency law. It does not cover proceedings opened in the foreign jurisdiction. A negative KRZ result combined with a negative result in the foreign insolvency register provides stronger evidence of solvency — but neither register captures a filed application that has not yet been registered.
What happens if the foreign entity is registered in Delaware?
The Delaware Division of Corporations does not disclose members or managers of an LLC. The ownership chain cannot be verified from the Delaware registry. The Extended tier report names this ceiling explicitly and documents what can be established from the Polish layer and any other available sources.
Is the Polish Pledge Register a complete record of encumbrances over the foreign entity's shares?
No. The Polish Pledge Register records pledges registered in Poland. A pledge over the shares of a foreign entity, executed and registered abroad, does not appear in the Polish register. The foreign jurisdiction's charge register — where one exists and requires registration — is the relevant source.
How long does retrieval from foreign registries take?
For UK Companies House, Luxembourg RCS, and Dutch KvK, retrieval of filed documents is typically a matter of hours. For Cyprus and Malta, retrieval through the official portal takes one to several business days. For jurisdictions requiring a local correspondent, timing depends on the correspondent's process. The report states the retrieval date for each source.
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.