Proceedings for issuing a decision on the initiation of resolution of Podkarpacki Bank Spółdzielczy w Sanoku.
In the course of the proceedings concerning the decision on the initiation of the resolution of Podkarpacki Bank Spółdzielczy w Sanoku (PBS w Sanoku), the Fund, pursuant to Article 137 of the BFG Act, had ensured the preparation of the valuation of the Bank’s assets and liabilities conducted by PwC Advisory Spółka z ograniczoną odpowiedzialnością sp. k. (PwC Advisory). The estimate included an assessment of the financial situation of PBS w Sanoku, indicating that the prerequisites for initiating resolution were met, and of the instruments of resolution that could be possibly applied.
In connection with the results of the estimate prepared by PwC Advisory on behalf of the BFG, confirming the negative equity of PBS w Sanoku and confirming the fulfilment of the prerequisites referred to in Article 101(7)(1-3) of the BFG Act, on 15 January 2020, the Management Board of the BFG issued a decision on the initiation of resolution against PBS w Sanoku, the appointment of an administrator, the write-down of capital instruments and the application of the bridge institution instrument, as well as a decision on the suspension of the activities of PBS.
Resolution of Podkarpacki Bank Spółdzielczy w Sanoku
On 17 January 2020, resolution was initiated against PBS w Sanoku and the bridge institution tool was applied. The bridge institution was established in Q4 2019 under the name Bank Nowy BFG S.A. The Fund equipped Bank Nowy BFG S.A. with an initial capital of PLN 100 million from the resolution fund. The Fund also applied to the WSE to suspend trading in bonds issued by PBS w Sanoku.
On 20 January 2020, the business of the entity under resolution, including all the property rights and all the liabilities relating to the activities of the entity under resolution, except for the exemptions indicated in the decision, were transferred to the bridge institution.
As the value of the transferred liabilities as determined in the valuation exceeded the value of the transferred property rights, the gap was covered by the subsidy from the resolution fund. The payment of the consideration for the purchased property righrs of the entity under resolution was made by Bank Nowy BFG S.A. in the form of assumption of the liabilities of the entity under resolution. To cover the losses of the entity under resolution as determined by the estimate, resulting in a decrease of the equities of the entity under resolution, the capital instruments of the entity under resolution, such as members’ shares recorded in the register of cooperative members and subordinated bonds, were written down as of the date of the initiation of the resolution.
Pursuant to Article 113(1) and (3) of the BFG Act, upon the commencement of resolution:
- the right to adopt resolutions on matters reserved by the law and the articles of association to the competence of the bodies of the entity under resolution was devolved to the Fund;
- the powers of the supervisory board were suspended, subject to Article 103 (5) and Article 216(7) of the BFG Act;
- the management board of the entity under resolution was dissolved and the mandates of its members expired;
- the proxies and powers of attorney granted previously expired, except for the powers of attorney granted by the entity under resolution following its participation in a payment or settlement system;
- the competences of other bodies of the entity under resolution were suspended, subject to Article 216(6) of the BFG Act;
On 17 January 2020, under the decision of the BFG of 15 January 2020, the activities of PBS w Sanoku were suspended. During the period of suspension, the entity under resolution:
- did not settle its liabilities, except for those related to incurring justified costs of its current operations;
- did not conduct banking activities, except for debt collection and execution of transfer orders to the accounts of tax authorities for the receivables referred to in Article 55(1) of the Payment Services Act of 19 August 2011;
- did not pay out funds coming from balance surplus or interest on deposits.
As of the date of delivery of the decision, the enforcement procedure against the bank accounts held by the entity under resolution was suspended.
When the resolution was initiated, an administrator was appointed in the entity under resolution. The administrator submitted reports to the Fund on the conducted activities. They described, inter alia, meetings held, letters received and addressed to financial institutions concerning fees/applications for waiving fees/reporting obligations, court cases with former employees, agreements signed with law firms for legal services and legal opinions received, agreements signed and expenses incurred, significant events in subsidiaries, including general meetings and meetings of shareholders of affiliated entities.
The administrator carried out the actions planned in relation to PBS related entities aimed at initiating the process of sale or liquidation of these entities.
On 30 June 2020, the Fund, after the administrator had prepared the reports required by law, sent a bankruptcy petition for PBS w Sanoku to the Regional Court in Rzeszów. The court declared bankruptcy on 6 August 2020. The decision was published in Monitor Sądowy i Gospodarczy on 17 September 2020 (item 47445). With the declaration of bankruptcy of PBS w Sanoku, the administrator appointed by the Fund ceased to perform the function.
The Fund, in accordance with Article 241 of the BFG Act, took steps to prepare Estimate 3. According to its results, the creditors and owners had been satisfied as a result of the resolution to an extent not lower than they would have been satisfied in the bankruptcy proceedings conducted in the event that, on the date of the decision to initiate the resolution, the court had declared PBS w Sanoku bankrupt.
The decision of the BFG on the resolution of PBS w Sanoku was appealed to the Voivodship Administrative Court in Warsaw, which, on 4 December 2020, dismissed all complaints.
Bank Nowy BFG S.A.
Immediately after the takeover of the enterprise of PBS w Sanoku by Bank Nowy BFG S.A., steps were taken to sell the bridge institution in accordance with the requirements of the BFG Act.
The Fund sought and cooperated with entities interested in acquiring shares of Bank Nowy BFG S.A. or its enterprise in its entirety or selected assets.
On 27 October 2021 the Bank Guarantee Fund signed an agreement to sell 100 percent shares of Bank Nowy BFG S.A. The majority stake (72%) was acquired by a cooperative bank Wielkopolski Bank Spółdzielczy, operating under neoBANK brand, and the remaining shares were acquired by other entities.
