Domestic and international arbitration in Poland is regulated by the provisions of the Fifth Part of the Code of Civil Procedure (“CCP”). The CCP came into force in 1964; however, provisions dedicated to arbitration were largely modified by an amendment dated 28 July 2005, which entered into force on 17 October 2005. The new arbitration legislation is based on the UNCITRAL Model Law. The recognition and enforcement of foreign arbitration awards is based either on the 1958 New York Convention or on the provisions of the CCP.

Scope of application
The provisions of the CCP apply to all arbitration proceedings that take place in Poland, and to other proceedings if the provisions of the CCP so provide. The law does not establish any major differences between institutional and ad hoc arbitrations. One of the main strengths of the provisions of the CCP on arbitration is that they give a large degree of autonomy to the parties to disputes. In particular, the parties are free to decide on almost all issues concerning procedure, and to select the procedural rules, place, language, etc. of the proceedings.

General principles
The CCP contains only a few mandatory provisions regarding arbitration matters. On the basis of these provisions, the following general principles may be identified:

Party autonomy:
Pursuant to Article 1184 (1) of the CCP, the parties are free to agree on the procedure to be applied to the resolution of their dispute, as long as it complies with the mandatory provisions of the CCP.

Fairness:
Any provisions of an arbitration agreement that would impede the principle of equality are prohibited, including provisions entitling only one party to file a Statement of Claim before an arbitration court or State Court. The principle of equal treatment of the parties is expressly stated in Article 1183 of the CCP and is binding on the arbitrators. If a party is not granted the opportunity to defend its rights, the State Court may set the arbitration award aside.

Non-intervention by the courts:
The courts may intervene in arbitration proceedings only in the cases and to the extent expressly provided by the CCP. For example, the courts have jurisdiction to take the following steps:

• appoint an arbitrator if the parties default in making an appointment (Articles 1171–1173 of the CCP);
• rule on a challenge to an arbitrator, if the arbitrator has not been removed by the arbitral tribunal or by the parties, or has not resigned (Article 1176 (2)–(4) of the CCP); or
• other steps that cannot be carried out by the arbitral tribunal itself, including compelling the attendance of witnesses (Article 1192 (1) of the CCP).

Formal requirements and severability
An arbitration agreement may be drafted as a separate self-contained document, or may be incorporated into the main agreement to which it relates in the form of an arbitration clause. The severability of the arbitration clause is ensured by Article 1180 (1) of the CCP. The arbitration clause is a separate and independent part of the contract. The validity and existence of the arbitration clause must be construed separately from the other terms of the contract.

The CCP recognises arbitration agreements both in the form of arbitration clauses in contracts intended to govern future disputes between the parties arising from a defined legal relationship, and as agreements to submit existing disputes to arbitration.

The formal requirements for an arbitration agreement are set out in Article 1162 (1) of the CCP, which specifies that it must be made in writing. This requirement is met also if an arbitration agreement/clause is included in letters or statements exchanged between the parties by means of communication that allow its content to be preserved (e.g. faxes). It is also enough for the arbitration clause to be valid if it is included in a separate document (e.g. General Terms and Conditions) referred to in a written contract between the parties. The CCP requires that the subject matter of the dispute, or the legal relationship from which the dispute arises or may arise, be specified in the arbitration agreement. The parties are free to appoint the arbitrators in their arbitration agreement, or to indicate the number of arbi­trators and the method of their appointment. As mentioned above, the parties are also free to determine the procedure governing the arbitration proceedings.

An arbitration agreement regarding disputes relating to a company’s relations may also be incorporated into the company’s articles as provided by Article 1163 (1) of the CCP. The same possibility exists for acts forming cooperatives and associations.

Employment disputes may be subject to an arbitration agreement, but must, under Article 1164 of the CCP, be made explicitly in writing and may only concern existing disputes.

Unless otherwise agreed, according to Article 1167 of the CCP, a power of attorney granted by a business entity in relation to a specific act also includes a power of attorney to conclude an arbitration agreement in relation to possible disputes concerning that act.

Arbitrability
The scope of arbitrability was extended by the recent amendment of the CCP. The provisions of the CCP enable the parties to submit most disputes to domestic or foreign arbitration. Article 1157 of the CCP states that all disputes that can be subject to settlement in court may be submitted to arbitration, excluding alimony disputes. This new provision will put an end to problems in determining what does and what does not constitute a financial right, for the distinction between financial and non-financial rights has ceased to be relevant as far as arbitrability is concerned.

Effects of the arbitration agreement
As long as an arbitration agreement is valid and binding on the parties, the parties cannot demand that a court decides the dispute. However, if one of the parties brings the case before the court and the other party does not object, the dispute may be determined by the court. The court will reject a Statement of Claim without considering the merits of the dispute, in accordance with the provisions of Article 1165 (1) of the CCP, but only upon the other party’s request, referring to the arbitration agreement.

The parties may terminate the arbitration agreement by another agreement, in order to restore the jurisdiction of the courts. Otherwise, the CCP recognises the following three situations where an arbitration agreement may lose its validity and cease to be binding based on the provisions of law:

First, Article 1168 (1) of the CCP deals with a situation in which an arbitrator appointed in the arbitration agreement rejects his duties or cannot fulfil his duties for some reason. In such a situation, the arbitration clause becomes void, unless the parties have agreed otherwise.

Second, Article 1168 (2) of the CCP deals with a situation in which the arbitral tribunal indicated by the parties in the arbitration clause refuses to hear the case or is unable to hear it for other reasons. In such a situation, the arbitration clause again becomes void, unless the parties have agreed otherwise.

Third, Article 1195 (4) of the CCP deals with a situation in which a majority of votes, or unanimity if required, cannot be reached by the arbitral tribunal when making the award with regard to all or a part of the claim. In such a case the arbitration agreement becomes void as regards that part on which a majority (or, if required, unanimity) of votes cannot be obtained.

In any of those situations, the parties are free to commence proceedings in court.

Constitution of the arbitral tribunal
Pursuant to Article 1170 (1) of the CCP, any individual with full legal capacity may be an arbitrator. However, Article 1170 (2) of the CCP states that active court judges cannot serve as arbitrators. The law does not require arbitrators to be citizens of Poland, and, as long as the requirements of Article 1170 of the CCP are met, a foreign citizen may be appointed to act as an arbitrator. It is unclear, however, whether foreign State Court judges can serve as arbitrators.

The person appointed as arbitrator should immediately inform both parties about any circumstances that could raise doubts as to his impartiality or independence.

In their agreement, the parties are free to decide on the number of arbitrators and the method of their appointment. It is possible for the parties either to appoint the arbitrators in the arbitration agreement, or to select them as and when a dispute arises. It is also possible for the parties to decide only on an appointing authority, which will then choose the arbitrators when asked to do so by the parties.

If the parties fail to specify the number of arbitrators, the arbitral tribunal will consist of three arbitrators according to Article 1169 (2) of the CCP.

The CCP provides for limited recourse to the courts when a party obliged to appoint an arbitrator (or the appointing authority) fails to do so. In such a case, the court shall appoint an arbitrator at the request of a party pursuant to Articles 1171–1173 of the CCP.

Challenge and removal of arbitrators
An arbitrator may be removed only if there are justified doubts as to his impartiality or independence, as specified in Article 1174 (2) of the CCP, or if he does not have the qualifications specified in the arbitration agreement. It is only possible for a party to request the removal of an arbitrator on grounds which that party learned of after the appointment of the arbitrator.

Pursuant to Article 1176 of the CCP, the procedure for challenging arbitrators may be agreed between the parties. However, if the arbitrator is not removed within a month of the date of filing a motion to the arbitral tribunal to remove the arbitrator, the party will be entitled to file the relevant motion to the court within a further two weeks. Provisions of an arbitration agreement excluding such possibility will be ineffective under Article 1176 (2) of the CCP.

Unless otherwise agreed, a party demanding the removal of the arbitrator must notify all the arbitrators and the other party, in writing, within two weeks of the date of the requesting party learning of the appointment or about the reason for removing the arbitrator. If the arbitrator does not resign or is not removed by the parties within two weeks from the delivery of the notice to the arbitrator, the party will be entitled to file with the court a motion challenging the arbitrator.

The court is also entitled, under Article 1177 (2) of the CCP, to remove any arbitrator upon a motion from a party, if it is obvious that the arbitrator will not perform his obligation within the specified time, or if he delays the performance of his obligations without a significant reason.

If the case is heard by an arbitrator who, based on the provisions of the CCP, should be removed, this also constitutes grounds for the arbitration award to be set aside.

Appointment of substitute arbitrators
If an arbitrator breaches his duties, or if his appointment terminates for any other reason, the parties should appoint a substitute arbitrator. This should be done following the same procedure as provided for the appointment of the original arbitrators.

If a party-appointed arbitrator resigns or is removed and the replacement arbitrator appointed by that party likewise resigns or is removed, then the other party may demand that the court, instead of the opposite party, choose the new arbitrator. A substitute arbitrator may also be appointed before the expiry of the mandate of any arbitrator (e.g. in an arbitration agreement), pursuant to Article 1171 (3) of the CCP.

Arbitrators’ fees, expenses and immunity
Pursuant to Article 1179 (1) of the CCP, the arbitrators are entitled to remuneration for the services rendered, and to reimbursement of expenses borne by them in relation to the resolution of the dispute. The amount of the arbitrators’ fees and the method of their payment is a matter to be agreed between the parties and the individual arbitrator. If no agreement is reached between the parties and the arbitrator, the court shall determine the arbitrators’ remuneration and the expenses to be reimbursed. This Article also provides that the parties are jointly responsible for the payment of the arbitrators’ remuneration, and for reimbursement of their expenses.

In institutional arbitration, the rules of the relevant arbitration institution will provide for the amount, method and terms of payment of arbitrators’ fees and expenses.

Article 1175 of the CCP provides that the arbitrator is liable for any losses caused by his resignation, unless there are important reasons for such resignation. The CCP does not make any further provision for the liability of the arbitrators, but established doctrine and practice characterise the relationship between the parties and arbitrators as similar to that between parties contracting for the performance of services. Therefore, should a negligent act or omission on the part of the arbitrator cause a loss to a party, that party may be entitled to damages.

Competence to rule on its own jurisdiction
As expressly stated in Article 1180 (1) of the CCP, the arbitral tribunal can rule on its own jurisdiction, including the existence and validity of the arbitration agreement. A plea that the arbitral tribunal does not have jurisdiction must be raised, according to Article 1180 (2) of the CCP, not later than in the defence, unless the party did not know and could not have known, even when acting with due diligence, of the grounds to question the tribunal’s competence, or if such grounds occurred after the expiry of such term. The parties may also agree to extend this term. A party is not prevented from raising such a plea by the fact that he has appointed, or participated in the appointment of, an arbitrator. The arbitral tribunal may, in either case, admit a later plea if it considers the delay justified. Each party may appeal against a decision of the arbitral tribunal on its jurisdiction to the State Court within two weeks from the date of delivery of such decision. The decision of the State Court may then be subject to a further appeal (zazalenie).

Power to order interim measures
The arbitral tribunal may issue orders imposing interim protective measures, but such measures are not directly enforceable. Issuing such orders may be made conditional, as specified in Article 1181 (1) of the CCP, upon the payment of appropriate security. If a protective measure was obviously unjustified, then the party which requested its introduction is responsible, pursuant to Article 1182 of the CCP, for any loss caused by such measure. The claim may be pursued before an arbitral tribunal.

However, regardless of pending arbitration proceedings, a party may apply to the State Courts and request such measures. An injunction may be granted in accordance with the relevant general provisions of the CCP (Articles 730–757 of the CCP). Such applications may be allowed notwithstanding the existence of an arbitration agreement, and even if arbitration proceedings are pending abroad.

Applicable procedural rules
According to Article 1184 (1) of the CCP, the parties are free to decide on the procedural rules governing the arbitration. Should the parties fail to determine the applicable procedural rules, Article 1184 (2) of the CCP requires the arbitral tribunal to apply the rules of procedure that it deems most appropriate. The provisions of civil procedure applicable to court proceedings are not binding on the arbitral tribunal.

If the parties agree that the arbitration will be conducted under the auspices of an arbitration institution in the arbitration agreement, then Article 1161 (3) of the CCP provides that unless otherwise agreed, the parties are bound by the rules of the relevant arbitration institution on the date of concluding the arbitration agreement.

Commencement of arbitration
Unless otherwise agreed by the parties, Article 1186 of the CCP provides that the proceedings before the arbitral tribunal commence on the date of serving a notice of arbitration on the respondent. Pursuant to Article 1188 (1) of the CCP, within a period of time agreed by the parties or determined by the arbitral tribunal, the claimant shall make a Statement of Claim and the respondent may file a defence. The presentation of a Statement of Claim is obligatory. The omission of this Statement results in the proceedings being discontinued. The parties may submit all documents they consider to be relevant when submitting their Statements.

Unless otherwise agreed by the parties, either party may amend or supplement its claim or defence during the course of the arbitration proceedings, unless the arbitral tribunal considers that the delay in seeking such an amendment renders it inappropriate. Place and language of arbitration

The parties are free to choose the place of the arbitration according to Article 1155 of the CCP. In the absence of a choice by the parties, the arbitral tribunal, bearing in mind the subject of the dispute, the circumstances of the case and convenience for the parties, shall determine the place of the arbitration. If the place of arbitration was not specified by the parties or by the arbitral tribunal and the arbitration award was rendered in Poland, the place of arbitration will be deemed to be within the territory of Poland.

The parties are also free, pursuant to Article 1187 (1) of the CCP, to choose the language of the arbitration. If the parties have not expressed a choice of language, the arbitral tribunal shall determine the language of the arbitration.

Hearings and evidence
Unless otherwise agreed by the parties, according to Article 1189 (1) of the CCP the arbitral tribunal shall decide whether to hold oral hearings for the presentation of arguments and evidence to support it, or whether the proceedings shall be conducted on the basis of documents and other materials. However, unless the parties have agreed that no hearings shall be held, the arbitral tribunal shall hold such hearings at an appropriate stage of the proceedings, if so requested by a party.

Article 1191 (1) of the CCP provides that an arbitral tribunal may hear witnesses, examine documents and other necessary evidence, but it may not apply any means of compulsion.

The arbitral tribunal cannot compel anyone to appear before it, or fine anyone for failing to do so. The arbitral tribunal is, however, entitled to ask the courts for assistance in summonsing witnesses. Upon such a request, the court shall summon the witness or expert to appear before the arbitral tribunal and, should he fail to do so, may fine him, and even ask the police to bring him to the hearing. Such cases of recourse to the courts are, however, extremely rare in practice. Receipt of written communications

The new regulation on arbitration provides for special rules of service. This is due to the fact that many arbitration awards were challenged by losing parties on the basis of faults in service which deprived them of the possibility to present their rights. To avoid such problems in the future, deemed service of correspondence is now regulated in detail. Unless otherwise agreed by the parties, according to Article 1160 (1) of the CCP, any written communication is deemed to have been received if it is delivered to the addressee personally or if it is delivered at his place of business, habitual residence or mailing address. If the addressee is a business entity registered on the proper register, then a communication is deemed to have been received if it is delivered to the address specified in the register.

If none of these places can be found, after making a reasonable inquiry, a written communication is deemed to have been received if it is sent to the addressee’s last-known place of business, habitual residence or mailing address. In this case, the communication is deemed to be received on the last day that the communication could have been collected by the addressee.

Choice of law
The parties are free to choose the substantive law applicable to their contract and governing the disputes arising from it or in connection with it. The 1965 Conflict of Laws Act (the “1965 Act”) provides for a limitation of this rule in relation to obligations and disputes concerning real estate. Under Polish conflict of laws rules, the law of the country where the real estate is located always governs such obligations. Moreover, the 1965 Act demands a link between a contract and a law chosen to govern it. However, as the 1980 Rome Convention came into force in Poland in August 2007, this latter limitation is no longer valid between parties from EU countries, where this Convention is in force. In all cases, the arbitral tribunal shall decide in accordance with the terms of the contract, and shall take into account the specific nature of the trade applicable to the transaction.

Parties may also, pursuant to Article 1194 (1) of the CCP, authorise the arbitral tribunal to resolve the dispute ex aequo et bono or in accordance with general principles of law. The arbitral tribunal may not render its award on the basis of the principle of ex aequo et bono or in accordance with general principles of law unless expressly so authorised by the parties.

Decisionmaking by the tribunal
Unless a unanimous decision is required by the arbitration agreement, a majority of votes is sufficient to make a valid award (Article 1195 (1) of the CCP). However, a presiding arbitrator, if so authorised by the parties or all members of the arbitral tribunal, may decide himself on questions regarding the procedure. Any arbitrator who voted against the ruling may indicate, next to his signature on the award, that he presented a dissenting opinion, and may prepare a statement of reasons within two weeks of drawing up the reasons for the award.

Form, content and effect of the award
Pursuant to Article 1197 (1) of the CCP, an award must be made in writing and must include:

• a reference to the arbitration agreement;
• the date of the award and the place where it was made;
• an indication of the parties and the arbitrators;
• the decision on the claims of the parties;
• the reasons for the award; and
• the signatures of all the arbitrators (or of a majority of the arbitrators, if the case was judged by three or more arbitrators, and reasons for the absence of other arbitrators’ signatures to be stated in the award).

The arbitral tribunal shall serve a copy of the award on both parties. In ad hoc arbitration proceedings, the arbitral tribunal then files the records of the case and the original award (and proof that copies have been served) at the court. In institutional arbitration proceedings, these records are retained by the arbitration institution.

Settlement
Based on the principle of party autonomy, and according to Article 1196 (1) of the CCP, it is open to the parties to settle their dispute in the course of the arbitration proceedings. The essentials of a compromise must be included in the protocol and certified with the parties’ signatures. On request from the parties, the arbitral tribunal may provide an award by consent in accordance with the settlement. Settlements concluded before the arbitral tribunal have the same effect and force as arbitration awards, pursuant to Article 777 (1) (2) of the CCP.

Discontinuation of proceedings
The arbitral tribunal shall discontinue the proceedings if:

• the claimant failed to submit a Statement of Claim within the prescribed time (Article 1190 (1) of the CCP);
• the claimant withdrew the suit, unless the defendant opposed and the arbitral tribunal decided that the latter has a justified interest in resolving the dispute (Article 1198 (1) of the CCP); or
• the arbitral tribunal concluded that continuing arbitration was unnecessary or impossible for reasons other than withdrawing a Statement of Claim (Article 1198 (2) of the CCP).

Costs
Pursuant to Article 1179 (1) of the CCP, the parties are jointly and severally liable for payment of the arbitrators’ remuneration and reimbursement of their expenses. Institutional arbitration rules usually contain specific provisions concerning the allocation of costs. In the case of ad hoc arbitration, the amount of the arbitrators’ remuneration, and the allocation of costs between the parties may be specified in the arbitration agreement, but in practice this happens only rarely. Usually, the costs of the proceedings, including arbitrators’ fees and expenses, the parties’ costs of legal representation and other expenses of the proceedings such as the costs of expert opinions are dealt with in the arbitration award. The arbitrators may apply to the relevant district court for the arbitrators’ fees and expenses to be assessed in separate proceedings. The court will determine, in chambers, the amount of the arbitrators’ remuneration, taking into account the amount of time spent on the matter, and the reimbursable expenses. The court’s assessment and decision may be appealed.

The CCP does not address the allocation of costs of the arbitration (including arbitrators’ fees and expenses, and the parties’ costs of legal representation) between the winning and losing party. Under the general rules of civil procedure applicable to court proceedings, the parties bear the costs of the proceedings in accordance with the proportion of their success or failure, as stated in the judgment (Articles 98–110 CCP). Although the arbitral tribunal is not bound by these rules, they may be applied by analogy in arbitration proceedings.

Correction, interpretation and additional award
The CCP regulates the following issues in Articles 1200–1203.

Within two weeks of receipt of an award, unless another period of time has been agreed upon by the parties:

• a party, with notice to the other party, may request the arbitral tribunal to correct any error in calculation, any clerical or typographical errors, or any errors of a similar nature in the award; and
• a party, with notice to the other party, may request the arbitral tribunal to give an interpretation of a specific point or part of the award.

If the arbitral tribunal considers the request to be justified, it shall make the correction or give the interpretation within two weeks of receiving the request. The interpretation shall form part of the award.

The arbitral tribunal may correct any clerical or typographical errors on its own initiative within a month of making the award. The court will inform the parties of any such corrections.

Unless otherwise agreed by the parties, within a month of receiving the award, one party, with notice to the other, may request the arbitral tribunal to make an additional award on claims presented in the arbitration proceedings but omitted from the award. If the arbitral tribunal considers the request to be justified, it shall make the additional award within two months of the date of the request in this respect.

If necessary, the arbitral tribunal may extend the period of time within which the parties may file a request for a correction, an interpretation or an additional award.

The jurisdiction of the courts
In principle, a valid and binding arbitration agreement excludes the courts from the adjudication of disputes covered by such an agreement. As mentioned above, the court shall reject a Statement of Claim submitted in relation to a dispute covered by an arbitration agreement if the other party invokes that agreement.

However, in some cases it is necessary for the courts to act in order to ensure the effectiveness of arbitration as a dispute resolution mechanism. Such actions may be undertaken even before the arbitration proceedings commence. Usually, courts will only intervene if the proper conduct of the arbitration proceedings is in some way jeopardised, or if a party refuses voluntarily to satisfy an award.

The CCP gives the State Courts jurisdiction to decide the following arbitration matters upon request of either party:

• the appointment of arbitrators, or of the chairman of the tribunal, if parties (or the arbitrators) fail to make such appointment themselves within the required period of time, or if an appointing authority does not make the appointment within the prescribed term or if such term was not specified;
• an appeal from the decision of the arbitral tribunal in the case of a challenge to arbitrators and a challenge to arbitrators under specified conditions;
• the determination of arbitrators’ remuneration and of reimbursable expenses, if not determined by the parties;
• other judicial assistance, such as enforcing the appearance of a witness;
• the maintenance of ad hoc arbitration files following service of the final award on the parties; and
• the declaration of the enforceability of an arbitration award or a settlement.

Challenging the award before the courts
An action to set aside an arbitral award should meet all requirements prescribed for a Statement of Claim as listed in Article 187 of the CCP.

According to Article 1206 (1) of the CCP, an arbitration award may be set aside on the following grounds:

• there was no arbitration agreement or the agreement was invalid or became inoperative;
• a party was deprived of the possibility to defend its rights before the arbitral tribunal;
• the award deals with a dispute not contemplated by or not falling within the terms of the submission to arbitration, or it contains decisions on matters beyond the scope of the submission to arbitration, provided that, if the decisions on matters submitted to arbitration can be separated from those not submitted, that part of the award which contains decisions on matters submitted to arbitration may be recognised and enforced;
• the fundamental rules of procedure, as determined by the parties or by statutory provisions, in particular, by the provisions relating to the composition of the arbitral tribunal, were not observed. However, according to Article 1193 of the CCP, a party may not raise an objection on the grounds of a violation of the provisions of Title Five of the Fifth Part of the CCP, relating to procedure before the arbitral tribunal, and may not challenge the award on such grounds if this party failed to raise the objection immediately upon its notification or within the term settled by the parties;
• the award was issued as a result of a crime, or if a document that formed the grounds for the award was falsified or forged; or
• there is already a judgment with force of law in the case.

Moreover, according to Article 1206 (2) of the CCP, the court may also set aside an arbitration award if it finds that:

• the subject matter of the dispute is not capable of settlement by arbitration; or
• the award is contrary to the fundamental rules of Polish public policy.

An action to set aside an arbitration award should be filed with the court within three months of the date of serving the arbitration award. If the action is justified by the fact that the award was issued as a result of a crime, or if a document that formed the basis of the award was falsified or forged, or there was already a judgment with force of law in that case, then the party may file an action to set aside an arbitration award within three months of the discovery of one of these facts, but not later than five years after delivery of the arbitration award.

When asked to set aside an award, the court may, where requested by a party, suspend the proceedings to set aside for a determined period of time in order to give the arbitral tribunal an opportunity to resume the arbitration proceedings or to take such other action that, in the arbitral tribunal’s opinion, will eliminate the grounds for setting the award aside.

Recognition and enforcement of arbitration awards
For an arbitration award (and a settlement concluded by the parties before the arbitral tribunal) to have the same legal force as a judgment of the State Court, the court must recognise the award and grant exequatur declaring the award to be enforceable. If the award is unenforceable, the court decides on its recognition. The provisions of Title Eight of the Fifth Part of the CCP relate to the same extent to awards rendered in Poland and abroad as provided by Article 1212 (2) of the CCP, unless the award was rendered in a country being a signatory of the 1958 New York Convention. In the latter case, the New York Convention prevails over the rules of the CCP.

The court recognises or declares the enforceability of an award upon a motion from a party. The party has to present the court with the award and the arbitration agreement, in original or certified copies. In declaring the enforceability of the award or recognising the award, the court will not review the merits of the case, but only check the records filed by the arbitral tribunal at court to see whether the subject matter of the dispute was capable of settlement by arbitration, and whether the recognition or enforcement of the award would be contrary to the fundamental rules of Polish public policy. The last condition is described as a ‘public order clause’ in Article 1214 (3) (2) of the CCP.

A foreign arbitration award may be recognised or declared enforceable only after conducting an oral hearing in line with Article 1215 (1) of the CCP. Domestic arbitration awards may be recognised at a closed session, that is, without the parties present; or may be granted exequatur through a simplified procedure described in and regulated by Articles 781–795 of the CCP.

Based on the CCP, the court will refuse to recognise or declare enforceable a foreign award in the situations described above and, upon a motion from a party, if it is shown that:

• there was no arbitration agreement or the agreement was invalid or became inoperative;
• a party was deprived of the possibility to defend its rights before the arbitral tribunal;
• the award deals with a dispute not contemplated by or not falling within the terms of the submission to arbitration, or it contains decisions on matters beyond the scope of the submission to arbitration, provided that, if the decisions on matters submitted to arbitration can be separated from those not submitted, that part of the award which contains decisions on matters submitted to arbitration may be recognised and enforced;
• the composition of the arbitral tribunal or the arbitration procedure was not in accordance with the agreement of the parties or, failing such agreement, was not in accordance with the law of the country where the arbitration took place; or
• the award has not yet become binding on the parties, or has been set aside or suspended by a court of the country in which, or under the law of which, that award was made.

The above CCP rules of recognising and enforcing foreign arbitration awards apply only to awards coming from non-signatories of the 1958 New York Convention. Poland is a party to the 1961 Geneva European Convention and, more importantly, the 1958 New York Convention, both of which have binding force in Poland. The 1958 New York Convention is subject to the two reservations contained in Article I (3). New York Convention awards will be recognised and enforced through Polish Courts in accordance with Article V of the New York Convention.

Institutional arbitral tribunals have been established by a few Polish institutions for the settlement of international and domestic disputes. It appears that the most important institutional arbitral tribunals are the Court of Arbitration at the Polish Chamber of Commerce in Warsaw and the Court of Arbitration at the Polish Confederation of Private Employers Lewiatan. These arbitral tribunals are independent units within the institutions of which they form part. The rules for constituting such institutional arbitral tribunals and the procedure applicable in institutional arbitration proceedings are determined by the regulations issued by the respective institutions. In general the rules governing institutional arbitration proceedings follow the rules set out in the UNCITRAL Model Law. The parties may choose party-appointed arbitrators freely, but a sole arbitrator and the president of the arbitral panel must be chosen from the list of arbitrators provided by the arbitral institutions.

Arbitration is constantly gaining popularity in Poland as a method of resolving commercial disputes, in particular disputes arising from international commercial transactions. In comparison to proceedings before Polish courts, arbitration proceedings tend to be faster and cheaper, considering that appeals against arbitration awards are generally excluded. Moreover, the new legislation largely incorporates the UNCITRAL Model Law into the CCP. For foreign parties, it should also be of added benefit that arbitration proceedings may be conducted in a foreign language, which reduces the cost and delay caused by translations, and facilitates the resolution of the dispute. Last but not least, arbitration awards are more readily enforceable (both Polish awards abroad and foreign awards in Poland) than court judgments, due to the fact that Poland is a signatory to the 1958 New York Convention. Taken together, these factors constitute strong grounds for preferring arbitration over court proceedings for the resolution of international commercial disputes in Poland.

CMS Cameron McKenna Dariusz Greszta Spólka Komandytowa
Warsaw Financial Center
Ul. Emilii Plater 53
00-113 Warsaw, Poland


Sebastian Pabian
T +48 22 520 55-26
F +48 22 520 55-56
E sebastian.pabian@cms-cmck.com


Pawel Pietkiewicz
T +48 22 520 55-69
F +48 22 520 55-56
E pawel.pietkiewicz@cms-cmck.com