How to correctly complete the layout ballot
The timing of the vote on the Agreement is extremely important in any restructuring procedure. At this stage, the fate of the whole procedure as well as the interests of the creditor and the debtor are at stake. By receiving information about the timing of the vote, the creditor wants to cast its vote correctly. He can be sure that he has done what he could to take care of his financial interests.
You can vote either verbally at the creditors’ meeting or by returning the completed ballot and attaching the relevant documents to it. But how to do it properly? And what documents are needed and why the ballot itself is not enough.
What are the requirements of the law?
The law itself, i.e. the restructuring law, does not specify what the ballot paper should look like at the creditors’ meeting in order to vote on the arrangement. The legislator only indicates that the voting is done in writing. You can also cast your vote in the minutes if the creditor appears in person at the meeting. This means that the legislator allows voting in writing to be carried out by correspondence, by returning the vote to the entity indicated in the notice.
How should a vote cast in a correct manner look like?
Here, the legislator only mentions that when voting in writing, the vote should include the name or surname and whether one votes for or against the agreement. Such a modest definition of formal requirements may raise doubts: whether it was certainly the creditor who cast the vote, whether the person signed on the card was entitled to vote, what is actually the entity’s will when there are additional comments on the card.
How to secure your right as a creditor?
In order to be sure that you will properly secure your interests, you can appoint a proxy to vote. For example, a legal adviser. An attorney may be either a professional attorney or another creditor.
When is there an obligation to appoint an attorney to vote on the agreement?
It is mandatory to appoint a proxy if the claim is jointly and severally liable or indivisible. In such a situation, the restructuring law requires a vote by proxy. The proxy may be one of the creditors to whom the claim is owed. For example, the obligation to vote by proxy includes persons acting within a civil partnership. They may appoint one of the shareholders as an entity entitled to vote on their behalf.
What to do with the card you receive?
The card itself may differ in the layout and content. The most important elements will always occur, i.e. those required by law, i.e. the correct identification of the creditor and options to choose whether the creditor is for or against the arrangement. The card should contain the court designation, court file signature, date. As well as an indication of where the card should be sent back and the debtor’s designation.
The card itself should be sent back to the address indicated in it.
It is worth noting that there is no obligation to send the ballot back to vote. We can also write a short letter in which the required data will be placed, stating whether we are voting for or against the system. The most important thing is that there should be no doubt as to what proposals for the composition of the agreement are concerned and that the creditor’s details agree. It is also important that the creditor is properly represented, which will be confirmed by appropriate documents.
How can the right to vote be properly demonstrated?
Only the person who has the right to represent the creditor can cast a valid vote. The simplest way is if the creditor is a sole trader. The situation becomes more complicated in companies. Here you have to vote according to an agreed representation. Such representation is disclosed in the National Court Register, so in case of any doubts it can be verified whether the vote was cast correctly.
What is worth attaching?
Extracts which will prove that a person does not impersonate a creditor, and that he/she exercises his/her right and votes properly. The vote will not be counted if the representation does not agree. In this case, it should be considered that the entity is not present at the creditors’ meeting at all. Other assumptions would be dangerous for the proceedings themselves. This would mean that anyone could go in and say that they represent the creditor and want to vote for them. In the case of a company, such an assertion is more difficult to challenge than in a one-man operation.
If the entity is represented by an attorney, a copy of the power of attorney or other documents confirming that the entity on behalf of which we vote has duly granted us an authorisation should be attached.
First of all, it is worthwhile to add the number of the claim and the amount, and to provide NIP, KRS number. When signing as a proxy, add the type of proxy. It can be added whether the person is entitled to one-person representation.
The card can be signed by more than one person if the way the entity is represented so requires.
What in case of doubt?
It is important that the will of the creditor is clear. If the card has boxes for marking, one should be marked. If the vote consists in deleting an unnecessary option, the option that does not fit should be deleted. That is, if you vote in favour, you cross out and vote against the agreement. Any doubt about filling in the ballot may result in the vote being deemed invalid. It is therefore important to fill in the layout ballot correctly.