EMI License in Poland

National Payment Organization-EMI means a legal person registered in the territory of the Republic of Poland and entitled to perform all or part of the payment services. If an adequate level of own funds is maintained, a domestic payment organization may also provide e-money.

A national payment institution may conduct operations both within the territory of the Republic of Poland and within the territory of other countries that are members of the European Economic Area, operating within the territory of these countries in the form of a branch office, through an agent or as part of a cross-border activity.

The activities of national payment institutions are subject to license, which means that they require prior authorization from the Polish Financial Inspection and entry in the Register of Payment Service Providers maintained by the Polish Financial Supervision Authority.

Range of services

The National Payment Organization may provide all or part of the payment services specified in the Payment Services Act. The Act does not contain a definition of payment service but only a closed list of particular activities which should be qualified as a payment service.

According to the definition, payment services are activities consisting of:

1. Opening and closing a payment account, and withdrawal of cash from a payment account, as well as all activities which are required for operating and maintaining the account.
2. Execution of payment transactions, including transfer of funds to your payment account from your ISP or other provider:
   • By providing direct debit services, including one-time direct debit,
   • With a payment card or similar payment instrument,
   • Through the provision of credit transfer services, including permanent assignments;
3. Execution of payment operations referred to in paragraph 2, write-off of funds provided to the user by credit, and in the case of a payment institution or electronic money institution – credit referred to in Article. 74 sec. 3 or art. 132k para. 3 of the Law on Payment Services;
4. Issuance of payment instruments;
5. Allow a payment transaction to be executed, upon the payer’s initiative or via the payee, with payment as the payer’s tool, in particular, for authorization processing and forwarding a payment card or payment systems to the issuer of the payment orders of the payer or the payee, addressed to the transfer of the sum due to the payee, except for activities consisting of their clearing and settlement in the payment system referred to in the Law on Acquiring;
6. Money transferring;
7. Execution of payment, where the consent of the payer for the transaction is given through a telecommunication, digital or IT device and the payment is forwarded to the telecommunication, digital or IT services provider, acting only as an intermediary between the user ordering the payment transaction and the payee.

However, a payment organisation having its head office in one of the Member States, whose initial capital amounts to at least 125,000 euros in Polish currency, is entitled to issue electronic money-only within the territory of the Republic of Poland. A local payment institution before the commencement of such activity shall submit a written notification to the PFSA on its intention to conduct activity in the area of electronic money, as well as:

• Application for registration within the register of information on the issue of electronic money;
• The programme of activity and the financial plan shall be supplemented with information on the forecasted average value of electronic money still in circulation for the remaining period that is covered by the programme of activity submitted along with the application for authorisation of payment services provided as an internal payment for the institution.

Because experience with licensing of payment service providers demonstrates that business models and technological solution differences between payment services activities and issuance of electronic money are fast disappearing, it is for this reason important to properly qualify the proposed activity before applying to the PFSA.

In addition to providing payment services, a national payment organization may also:

1. Provide ancillary services related to the provision of payment services, such as:
   • Currency exchange services,
   • Safe custody of funds transferred for payment transaction,
   • Data storage and processing services.
2. Initiate payment systems;
3. Carry out other business activities.

The National Payments Organization in performing activities other than those listed above, is a hybrid payment organization.

Forms of activity

The national payment organization may:

Provide payment services through agents, outsourcing: on the ground of a contract concluded in writing with another entrepreneur entrusting this entrepreneur with the performance of specific operational activities related to payment services provision or activities in the field of electronic money issuance. The domestic payment organization shall, before commencing to render payment services through an agent, send to the PFSA a written notification of its intention to provide payment services through an agent, together with a motion for entering it in the register maintained by the agent.

Domestic and foreign operations.

A national payment institution may conduct activities both within the territory of the Republic of Poland and within the territory of other countries that are members of the European Economic Area. The national payment institution can perform licensed payment service in the territory of another member state as provided for below:

• As a branch office/intermediary
• Through an agent or
• Cross-border activities.

The National Payment Organization shall notify the PFSA in writing of its intention to provide payment services within the territory of another Member State either through a subsidiary or through an agent, at the same time submitting an application to register a branch or an agent.

The notification shall include:

• Where payment services are provided through a branch or via an agent,
• The name of the member State in whose territory the national payment organization intends to provide payment services through a branch or through an agent;
• The name-company, location and address of the national payment organization;
• The name-company and address of the branch or the name or surname-company of the agent, as well as location and address or residence and address of the principal place of business;
• A description of the organizational structure of the branch;
• A description of the internal controls relating to anti-money-laundering and combating the financing of terrorism;
• Names of persons responsible for managing the affairs of the branch or the agent;
• The list of payment services a national payment organization intends to provide in the territory of a member State either through a branch office or by using an agent.

Moreover, the notification shall be accompanied by the information provided in the Passport Notification Manual of the Payment Services Directive published by the European Commission.

One month following the date when the notification has been received—or completed with—, SFSA shall transmit to the competent supervisory authorities of the host state member the national payment organization or issue an administrative refusal to sign Eto:

The PFSA shall refuse to send a notification provided that:

• The notification is not compliant and not timely;
• The organizational structure of the branch of the national payment organization does not correspond to the proposed activity;
• The alleged activity of a branch or rendering services through an agent will violate the law;
• It shall have, or has obtained from the competent supervisory authorities of the receiving State in which the national payment organisation intends to carry out payment services, information giving grounds for suspecting that an offence pursuant to Article 165a or Article. If the commission of such a crime was attempted, according to Paragraph 299 of the Criminal Code of the Russian Federation, or if such a crime has been committed deliberately, or if the establishment of services by a branch or through an agent may create a risk of laundering money or financing terrorism.

In the event of a failure to receive, within 30 days of the date on which the SFSA is informed of objections raised by the competent supervisory authorities of the host country, the SFSA shall enter the branch office or agent into the register, as appropriate. A national payment organization may provide payment services in the territory of another state member through a branch or through an agent from the date of entry into the register.

If objections are received from the competent supervisory authorities of the receiving state member, the PFSA may refuse entry.

The PFSA shall notify the interested national payment institution of the entry into the register.

The deposit fee shall be the equivalent of EUR 400 in Polish currency (at the average exchange rate declared by the National Bank of Poland in force at the date of entry into the register).

The PFSA shall inform the applicant in writing of the fee and account number into which the duty shall be paid following entry into the register. It shall be pointed out that the national payment institution shall notify FACA and the supervisory authority of the host Member State in writing, no later than one month before the date of its modification, about any intention of modifying the information included in the notification. The National Payment Authority shall duly notify the PFSA about its intention to perform cross-border activities.

The notification shall include information on:

Payment services which the payment organisation intends to provide,

State members where the payment organization intends to carry out cross-border activities.

The PFSA shall notify the national payment authority to the competent supervisory authorities of the receiving member State within one month from the date of receipt and notify the national payment organisation concerned.

In addition to the notification, an application for inclusion of transboundary activities in the register shall be lodged. The registry fee shall amount to 400 euros in Polish currency, (According to the average exchange rate announced by the National Bank of Poland valid on the day of entry into the Register).

The amount of the fee and the account number to which the payment is to be made will be advised in writing to the PFSA following entry in the register. A national payment organization may commence the provision of cross-border payment services once the appropriate entry in the register is received.

Permission – before the application is filed

A licensing procedure is a process usually concluded by an issuance of a permit/consent to an extent covered by an applicant. Many actors perceive it as a time-consuming process that, if possible is to be avoided. Some of the entities file applications with the supervisory authority in order to obtain its opinion on whether the activity envisaged will fall within the requirement of authorization/consent from the Polish Financial Inspection or entry in the relevant register, The Polish Financial Supervision Authority. It should, however, be noted that the articulation of sometimes very general questions with regard to the licensing of domestic payment institutions testifies to their ignorance concerning the basic requirements in this respect.

While at the same time, it is important to note that developments in the financial market, and in particular regarding the supply of new, often innovative products, are likely to prevent them from being actually classified in a particular category of financial services.

Therefore, within the limits of the decision to apply to PFSA for authorization to provide payment services as a domestic payment organization-to get acquainted with the general information about the market of payment services, formal requirements to the application, and attachments to the application, as well as conditions that must be fulfilled to work as a domestic payment organization.

It should be underlined that the national payment institution will be able to provide only the payment services covered by the authorization. If you intend to expand the circle of services, it is necessary to change permission administratively to confirm the preparation for the provision of new services. He can be entered into the register as a payment service point if he intends only to provide money transfer services and does not plan to exceed the monthly limit of the amount of payment operations in the amount of 500,000 euros. It is worth mentioning that the point of payment services can operate only in the territory of the Republic of Poland.

Information on the next step in the licensing process can be consulted here.

EMI License application in Poland

The application shall be submitted in writing. The application form available here may be used. Together with the application for permission to provide payment services as a domestic payment organisation pursuant to article. 61 Payment Services Act, documents and information must be submitted in conformity with the following list:

1. Current data on the number of records in the National Judicial Register, about which the applicant’s register has been annotated and updated on the date of filing the application to register a national payment organization;
2. Articles of Association;
3. List of the payment services, which the national payment organization intends to provide;
4. Programme of activities and funding plan for at least a three-year period – the year of the application shall not be included in the calculation of this period;
5. Documents confirming the availability of own funds;
6. Description of the risk management and internal control framework, which shall include:
   • Organizational decisions:
     • Organizational structure and decision-making procedures covering all areas of business activity;
     • Procedures and regulations concerning the performance of duties of obliged institutions within the meaning of Act. 2 paragraph 1 of the Act of 16 November 2000 on counteraction legalization of proceeds of crime; and financing of terrorism;
   • Risk management principles:
     • Risk management policy, such as liquidity risk relating to the credit of a payment or other economic activities realised on top of the payment services;
     • Rules concerning the measurement, evaluation, monitoring and reporting of risks, as well as rules aimed at mitigating risks;
   • Internal control, including:
     • Internal Audit. Control of correspondence of the activities of the Office of the Ombudsman to the provisions on countering the legalization of proceeds of crime and the financing of terrorism, as well as to internal regulations, should inter alia contain procedures for monitoring the execution of payment transactions, as well as monitoring the activity of agents of the national payment organization and persons entrusted with the execution of individual operational actions.
   • Content:
     • Procedures regarding the treatment of funds received from users in respect of payment transactions, in accordance with the provisions of Art. 78 of the Law on Payment Services;
     • Complaints handling procedure;
     • An internal information procedure that shall take into consideration the organizational decisions referred to in paragraph a) above;

7. Data identifying management persons and persons who, directly or indirectly, own a significant share or shares of a company or cooperative that is going to provide payment services, showing the size of their share or shares;
8. Documents and information by which the application and managers as well as persons who own directly or indirectly a qualifying holding in the capital of such an institution would ensure sound and stable management of the payment institution, in particular:
   • Documents enabling an assessment of whether the managers possess the education and professional experience necessary for managing such activity in the field of payment services. Information concerning convictions of a crime or a tax offense, proceedings on conditionally terminated and completed disciplinary proceedings, and other completed administrative and civil proceedings in respect of the applicant or management persons and persons who directly or indirectly own a significant share of a company / cooperative intending to provide payment services.
   • Information about the proceedings under criminal sentence in cases of deliberate crimes, with the exception of private ones, financial proceedings and administrative, disciplinary, and civil proceedings against managers and persons, directly or indirectly holding a considerable shareholding in a company/cooperative designed to provide payment services or related activities of these persons or the applicant.

9. Data to identify external auditors and other persons authorized to audit financial statements. During the proceedings, the PFSA may also request supplementary information or documents which may be of relevance to the determination of the case.

Authorization – application processing

Authorization – closure of the procedure

The authorization procedure for providing payment services shall be completed by an administrative decision authorizing or refusing to provide payment services as a domestic payment organization.

Authorization conditions

The authorization to provide payment services as an internal payment organization may be granted to an organization:

1. With a capital that at the beginning amounts at least to the equivalent in Polish currency
2. Shall be determined as the average exchange rate announced by the National Bank of Poland on the date of issue of the permit:
   • EUR 125000 – in case the applicant intends to provide all or any of the payment services;
   • EUR 50000 – in case the applicant intends to provide only that payment service referred to in Art. 3 sec. 1 point 7 USP;
   • 20,000 euros – in case the applicant is going to provide only the payment of money transfers.
3. Funds to cover the initial capital of the payment institution may not come from:
   • Of a loan or loan or otherwise encumbered
   • From illegal or unknown sources
4. With self-financing in the amount of, which cannot be less than the largest of:
   • The minimum value of the initial capital specified in paragraph above;
   • Amount calculated on the basis of Resolution of the Minister of Finance of 22 November 2011 on the method of calculation of the amount specified in art. 76 sec. 4

Payment Services Act

However, the non-cash funds could not be above 20 percent in the structure of financial resources of the own funds of the national payment organization. If the license granted also covers lending related to payment facilities, the total own funds requirement shall be increased by 5 percent of the total value of loans granted in the last financial year.

It has to be stressed that the payment institution shall at all times have own funds corresponding to the size of its business and the types of payment services it may provide on the basis of its authorization;

Prudent and stable management of the activities covered by the licence application, proper compliance with the obligations related to countering money-laundering and the financing of terrorism, in particular, through a risk management and internal control system appropriate to the type, scope and complexity of payment services. These include the following:

Organizational decisions:

Organizational structure and decision-making procedures, covering the whole range of business activities;

Regulations and procedures for the performance of obligations of institutions within the meaning of art. 2, paragraph 1, of the Law on Counteraction Money-laundering and the financing of terrorism;

Principles of risk management:

• Principles of risk assessment, in particular liquidity risk
• In case of granting a loan specified in art. 74 sec. 3 UUP, or in case of other business activities than payment services;
• Controls for risk identification, measurement, assessment, monitoring and reporting, and risk mitigation procedures.

Internal control including:

• Internal audit,
• The verification of the conformity of the activities carried out with the Law, provisions against the legalization of income and financing of terrorism, as well as internal regulations;
• Description of:
• The Practices in the management of the funds received by the users for payment transactions under art.78 of the UCP;
• Complaints handling procedures adopted by users;
• Internal information exchange system;
• Implementation of organizational measures for the protection of users’ funds, as referred to in Art. 78 of the Constitution.

Grounds for refusal of authorization

The PFSA shall refuse to issue the permit to provide payment services if at least the following conditions are met:

• The applicant or managers and persons who, directly or indirectly hold a significant share of the entity applying for permission to provide payment services, do not guarantee reasonable and stable management of the payment institution;
• The applicant has no initial capital or funds allocated to his own funds in the amount required by provisions of the Payment Services Act;
• The Risk Management and Internal Control Framework does not provide for the prudent and stable management of the activities foreseen in the request for authorization to provide payment services as a national payment organization and for the proper implementation of obligations related to the prevention of money laundering and financing of terrorism;
• Funds for initial capital are obtained from credit, loan or other encumbered or derived from illegal or undisclosed sources;
• The business plan or scheme of operation does not guarantee that the national payment organization will be able to fulfill the obligations emanating from the activities covered by the authorization application, provision of payment services as national payment organizations;
• Close links between the applicant and other legal entity impede effective oversight of the national payment institution, or
• Whereas the provisions under the law of a third country, in addition to Member States, applicable to one or more natural or legal persons with whom the applicant has close links, or difficulties in the practical application create an obstacle to the effective exercise of the supervision of the payment institution.

The PFSA shall, within 14 days from the date of issue of the permit, enter in the register the domestic payment institution, which is free of charge.

Loss of permission

The permission to perform as internal payment organization expires if the local payment organization:

• Has not started payment services operation within 12 months from the date of issuance of this authorization, with regard to which the date of commencement of transactions in payment services is the date of performing the first payment operation and thus operations of an operational nature for clients, and therefore this condition is not met by tests.
• Does not provide any payment services continuously for more than 6 successive months; the permit will be considered to have expired if the holder fails to perform a certain payment service provided in the license.

The PFSA shall issue a decision in administrative matters confirming the expiry of the permit, that shall be publicly disclosed within 7 days from the day of its delivery and after it becomes final, the local payment institution shall be removed from the register.

Fees and charges

Authorization fee and registry change

A fee of 1,250 euros in Polish currency – at the average exchange rate declared by the National Bank of Poland in force at the date of issue of the permit – is charged for the authorization of services as an internal payment institution. Authorization to the account specified in the request of the Polish Financial Inspection for payment of this fee).

In contrast, changing the authorization to provide services as an internal payment institution is subject to a commission in the amount of the Polish currency, equivalent to 400 euros (using the average exchange rate declared by the National Bank of Poland, operative on the date of the decision to change the authorization to the account, specified in the request of the Polish Financial Inspection for payment of this fee).

It shall not charge a commission in case the modification of authorization consists only of the limitation of the types of payment services that a payment institution is entitled to perform.

No extra commission shall be charged on making an entry about a national payment organization in the register.

On the other hand, the sum of 400 euros – according to the average exchange rate announced by the National Bank of Poland, in force on the date of application to the PFSA account specified in the relevant application of the PFSA to the applicant after the entry has been made – yet with the amendment of the record about the domestic payment institution in the register, such as a name change, its location, addition and removal of a branch, agent, addition of information on the conduct of business in the territory of another country, part of the European Economic Area.

The above-mentioned fees shall be covered within 14 days from the date of notification given to the PFSA on the bank account specified in this notification of entry into the register.

Our company will help you obtain the EMI license in Poland, which is needed to provide payment institution services. We are ready to accompany your firm at any stage of the application for such a license. Contact our specialists and get a quote from our legal team.