EMI License in Poland
The National Payment Organization (EMI) is a legal entity registered in the territory of the Republic of Poland, which may provide all or some payment services. If the appropriate level of its own funds is available, the domestic payment organization may also provide e-money services.
A national payment institution may operate both on the territory of the Republic of Poland and on the territory of other countries within the European Economic Area, acting in 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 licensed activities, 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 specific activities that should be classified as payment services. Payment services are defined as activities consisting of:
- Acceptance of deposits and withdrawal of cash from a payment account, as well as all actions necessary for the maintenance of the account.
- Performing payment operations, including transfer of funds to 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;
- Execution of payment operations listed 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 specified in article. 74 sec. 3 or art. 132k para. 3 of the Law on Payment Services;
- Issuance of payment instruments;
- Enabling payment transactions to be performed, initiated by or through the seller, with payment the payer’s tool, in particular, for the processing of authorization, sending a payment card or payment systems to the issuer payment orders of the payer or the seller, directed to transfer the funds due to the seller, with the exception of activities consisting in their clearing and settlement in the payment system within the meaning of the Law on Acquiring;
- Provision of money transfer services ;
- Payment execution, when the payer’s consent to the transaction is given using a telecommunication, digital or IT device, and the payment is passed to the telecommunications provider, digital or IT services, acting only as an intermediary between the user ordering the payment transaction and the payee.
In addition, a domestic payment organization with an initial capital of not less than 125,000 euros in Polish currency has the right to issue electronic money (only in the territory of the Republic of Poland). Before engaging in such activities, the local payment institution must give written notice to the PFSA of its intention to carry out activities in the field of electronic money, as well as:
- Application to enter in the register information on the issuance of electronic money;
- Supplement the operations programme and the financial plan with information on the projected average value of the electronic money remaining in circulation during the remaining period covered by the programme, Submitted together with the application for authorization of payment services as an internal payment to the institution (Such information shall also be provided in the programmes of activities and financial plans for subsequent periods if the period covered by the programme of activities and the financial plan has already passed).
It should be noted that experience with the licensing of payment service providers shows that the differences in business models and technological solutions between payment services activities and electronic money issuance are disappearing. For this reason it is important to properly qualify the proposed activity before applying to the PFSA.
In addition to providing payment services, a national payment organization may also:
- Provide additional services closely 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.
- Start payment systems;
- Conduct other business.
The National Payments Organization for other activities, acts as a hybrid payment organization.
Forms of activity
The national payment organization may:
- Provide payment services through agents,
- On the basis of a contract concluded in writing with another entrepreneur, to entrust this entrepreneur with the performance of specific operational activities related to the provision of payment services or activities in the field of electronic money issuance ( outsourcing ).
Prior to the start of rendering services through an agent, the domestic payment organization must submit a written notice to the PFSA of its intention to provide payment services through an agent, together with an application to register with the agent.
Domestic and foreign activities
A national payment institution may operate both on the territory of the Republic of Poland and on the territory of other countries within the European Economic Area.
A national payment organization may provide authorized payment services in the territory of another member state:
- As 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 in the territory of another Member State through a subsidiary or through an agent, at the same time submitting an application to register a branch or an agent.
The notification should include:
- 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 name or surname (company) of the agent, as well as location and address or residence and address of the principal place of business.
- Description of the organizational structure of the branch.
- Description of the internal controls related to countering money-laundering and the financing of terrorism.
- Name of persons responsible for the management of the branch or the activities of the agent.
- List of payment services that a national payment organization intends to provide in the territory of a member State – through a branch office or through an agent, respectively.
In addition, the notice must be accompanied by the information specified in the Passport Notification Manual of the Payment Services Directive, issued by the European Commission.
Within one month from the date of receipt of the notification (or possibly an addendum to it), SFSA shall notify the competent supervisory authorities of the host state member of the national payment organization or shall administratively refuse to send Eto.
The PFSA shall refuse to send a notification if:
- The notification is not compliant and is 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 the provision of services through an agent will violate the law;
- It shall have, or has received from the competent supervisory authorities of the receiving State in which the national payment organization intends to provide payment services, information indicating that there are reasonable grounds to suspect that the offense referred to in the article. 165a or article. 299 of the Criminal Code of the Russian Federation, there was an attempt to commit such a crime or the commission of such a crime is intentional, or the initiation of services by a branch or through an agent could increase the risk of money laundering or the financing of terrorism.
In the event of failure to receive, within 30 days of the date on which the SFSA is notified of objections raised by the competent supervisory authorities of the host country, 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 applicant will be informed in writing by the PFSA of the fee and account number, to which the duty must be paid after being entered into the register.
It should be borne in mind that a national payment organization is required to notify the FACA and the competent supervisory authorities of the host Member State in writing of its intention to amend the data contained in the notification no later than one month prior to the amendment.
The National Payment Authority must notify the PFSA of its intention to carry out cross-border activities.
The notification shall indicate:
- Payment services that the payment organization 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 organization concerned.
Together with the notification, it is necessary to submit an application for inclusion of transboundary activities in the register. The deposit fee shall be the equivalent of 400 euros in the Polish currency, (at the average exchange rate declared by the National Bank of Poland in force on the date of entry into the register). The amount of the fee and the account number to be paid, will be notified to the PFSA in writing after entering the register.
A national payment organization may provide cross-border payment services as soon as it receives the relevant entry in the register.
Authorization – before submitting an application
A licensing procedure is a process that usually ends with the issuance of a permit/consent to the extent provided by the applicant. It is perceived by many actors as a long-term process that should be avoided wherever possible. Some of the entities submit requests to the supervisory authority to obtain an opinion on whether the proposed activity will be subject to the requirement of authorization / consent from the Polish Financial Inspection or entry in the relevant register, The Polish Financial Supervision Authority. It should be stressed, however, that the formulation of often very general issues relating to the licensing of domestic payment organizations indicates a lack of knowledge of the basic requirements in this regard.
At the same time, it should be noted that developments in the financial market, in particular with regard to the supply of new, often innovative products, may actually prevent them from being classified in a particular category of financial services.
Therefore, to be able to familiarize with the basic license/registration requirements for organizations that intend to provide electronic payment services, pending the decision to apply to PFSA for authorization to provide payment services as a domestic payment organization, to get acquainted with general information about the payment services market , formal requirements to the application and attachments to the application, as well as the conditions that must be fulfilled to work as a domestic payment organization.
It should be emphasized that the national payment institution will be able to provide only the payment services covered by the authorization. If you intend to expand the scope of services, it is necessary to change the permission administratively to confirm the preparation for the provision of new services. If the person intends to provide only 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, he can be entered into the register as a payment service point. It should be noted that the point of payment services can operate only on the territory of the Republic of Poland.
Information about the next step in the authorization process can be found here.
Authorization – application
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 organization in accordance with article. 61 Payment Services Act , documents and information must be submitted in accordance with the following list:
- Up-to-date information on the number of entries in the National Judicial Registry;
- List of payment services that a national payment organization intends to provide;
- Programme of activities and funding plan for a period of not less than three years (year of application does not include this period);
- Documents confirming the availability of self-financing;
- Description of the risk management and internal control framework, which includes:
a. Organizational decisions:
- Provide additional services closely related to the provision of payment services such as:
- Organizational structure and decision-making procedures, covering the whole range of business activities,
- Rules and procedures for fulfilling the obligations 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;
b. Risk management principles:
- Risk assessment principles, such as liquidity risk in the case of a payment credit or other economic activities in addition to payment services,
- Procedures for identifying, measuring, assessing, monitoring and reporting on risks, as well as risk mitigation procedures;
c. Internal control, including:
- Internal Audit.
- Verification of compliance of the activities of the Office of the Ombudsman with the provisions on countering the legalization of proceeds of crime, and the financing of terrorism, as well as with internal regulations, (should, inter alia, contain procedures for monitoring the execution of payment transactions, as well as for monitoring the activities of agents of the national payment organization and persons entrusted with the execution of individual operational actions).
- Rules for handling funds received from users for payment transactions in accordance with Art. 78 of the Law on Payment Services.
- Procedures for handling user complaints.
- An internal communication system that should take into account the organizational decisions referred to in paragraph a) above.
- Data allowing identification of management persons and persons who directly or indirectly own a significant share or shares of a company or cooperative intending to provide payment services, indicating the size of their share or shares;
- Documents and information to assess whether the applicant and managers and persons who directly or indirectly own a significant share of the company/cooperative intending to provide payment services) guarantee reasonable and stable management of the payment institution, in particular:
- Documents that allow to assess the availability of education managers and professional experience necessary for the management of activities in the field of payment services.
- Information on convictions for 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 on proceedings in criminal proceedings in cases of intentional offenses, with the exception of private offenses, financial proceedings, as well as administrative, disciplinary and civil proceedings against managers and persons, directly or indirectly, a significant shareholding in a company/cooperative, designed to provide payment services or related activities of these persons or the applicant;
- Data to identify external auditors and other persons authorized to audit financial statements.
During the proceedings, the PFSA may also require additional information or documents necessary to resolve the case.
Authorization – application processing
1. Formal and informative analysis of the application
At the initial stage of the application review, the application is reviewed for completeness and responsiveness (for example, whether the application is signed by persons who are authorized to represent the applicant). If a defect is found in this regard, the PFSA encourages the applicant to remedy it within 7 days of the date of receipt of the summons, indicating that failure to remedy these defects will leave the application without consideration.
The next stage, in the administrative procedure conducted by the Polish Financial Supervision Authority, is the analysis of the application on the merits. If necessary, a letter of comment is sent to the applicant requesting the relevant amendments and additions to the documentation submitted with the application.
2. Processing time of application
The PFSA shall issue a permit decision within 3 months from the date of receipt of the application or its annex. This means that the period of 3 months is counted from the date of receipt by the CPF of the full application (or the last document supplementing the application in such a way that the application should be considered completed), i.e. the period of consideration of the case is extended for a period of time, required to complete the documentation/information attached to the application.
Before the CNF issues a decision on permission to provide acquisition services, it is necessary to obtain the opinion of the President of the NBP on compliance with the legislation and ensuring the security and efficiency of the provision of this payment service, which affects the length of the trial.
In order to facilitate the preparation of information for the purposes of the proceedings conducted by the Chairman of the NBP, the following questionnaire was posted on the NBP website and is available here .
3. Responsibilities of the applicant for updating the information and documents attached to the application
The applicant must immediately notify the PFSA of any changes affecting the timeliness of the information and documents attached to the application. This means that if the information and documents attached to the application are changed, the applicant must submit them to the PFSA without prior request.
Authorization – termination of the procedure
The procedure for authorizing payment services shall be completed by issuing an administrative decision authorizing or refusing to provide payment services as a domestic payment organization.
1. Conditions for authorization
Authorization to provide payment services as an internal payment organization may be issued to an organization:
- With a starting capital of at least equivalent in Polish currency
(determined on the basis of the average exchange rate declared by the National Bank of Poland on the day of issue of the permit):
- EUR 125,000 – if the applicant intends to provide all orsome payment services
- EUR 50,000 – if the applicant intends to provide only the payment service specified in Art. 3 sec. 1 point 7 USP
- 20,000 euros – if the applicant intends to provide onlypayment of money transfers
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
- 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: or
- Amount calculated on the basis of the Resolution of the Minister of Finance of 22 November 2011 on the method of calculation of the amount specified in art. 76 sec. 4
Paragraph 2 of the Payment Services Act
However, the share of non-cash funds in the financial resources of the national payment organization’s own funds may not exceed 20 per cent, a In the case of payment facility loans, the total need for own funds increases by 5 percent of the total value of loans issued in the previous fiscal year.
It should be emphasized that the local payment institution is obliged to have its own funds at any time 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 and 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:
- a. Organizational decisions:
- Organizational structure and decision-making procedures, covering the whole range of business activities,
- Rules and procedures for the performance of obligations institutions within the meaning of art. 2, paragraph 1, of the Law on Counteraction Money-laundering and the financing of terrorism.
- b. Risk management principles:
- risk assessment principles, in particular liquidity risk
- In the case of granting a loan specified in art. 74 sec. 3 UUP, or in the case of other business activities in addition to payment services.
- Procedures for identifying, measuring, assessing, monitoring and risk reporting and risk mitigation procedures.
- c. Internal control, including:
- Internal audit,
- Verification of the conformity of the activities carried out with the Law, provisions against the legalization of income, and the financing of terrorism, including as well as internal regulations;
- d. Description:
- Rules for handling funds received from users for payment transactions inin accordance with art. 78 of the UCP,
- Procedures for handling user complaints,
- Internal communication system.
- Existence of organizational solutions for the protection of users’ funds in accordance with Art. 78 of the Constitution.
2. Grounds for refusal of authorization
The PFSA shall refuse to issue a permit for the provision of payment services if at least one of the following conditions is fulfilled:
- Applicant or managers and persons who, directly or indirectly hold a significant share of the entity applying for obtaining permission to provide payment services, do not guarantee reasonable and stable management of payment institution,
- The applicant has no initial capital or funds allocated to his own funds in the amount required by the provisions of the Payment Services Act,
- The Risk Management and Internal Control Framework does not provide for prudent and stable management of the activities foreseen in the request for authorization to provide payment services as a national payment organization, and 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 financial plan or programme of operations does not ensure the ability of the national payment organization to meet the obligations arising from the activities covered by the application for authorization, provision of payment services as national payments organizations,
- Close links between the applicant and other legal entity impede effective oversight of the national payment institution, or
- Provisions of the law of a country other than the EU members, applicable to one or more natural or legal persons with whom the applicant has close relations, or difficulties with implementation will impede effective oversight of the national payment institution.
The PFSA shall, within 14 days from the date of issue of the permit, enter into the register the domestic payment institution, which is not subject to any fee.
3. Termination of authorization
The authorization to operate as an internal payment organization expires if the local payment organization:
- a. Did not commence payment services operations within 12 months from the date of issue of this authorization, and the date of commencement of transactions in payment services is considered to be the date of performance of the first payment operation (i.e. operations of an operational nature for clients (this condition is not fulfilled by the test);
- b. Does not carry out (any) activities in the field of payment services for a period exceeding 6 consecutive months (failure to perform certain payment services covered by the permit does not result in the expiry of the permit).
The PFSA shall issue an administrative decision confirming the expiry of the permit, which shall be made public within 7 days from the date of its issuance and after it becomes final, the local payment institution shall be removed from the register.
Fees and charges
1. 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).
On the other hand, a change in the authorization for the provision of 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, applicable 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).
The commission shall not be charged if the change of authorization consists solely in the restriction of the type of payment services that the payment institution is entitled to provide.
Entry into the register of a national payment organization is not subject to additional commission.
On the other hand, a fee of 400 euros (at the average exchange rate declared by the National Bank of Poland, in force at the date of registration of the PFSA, to the account specified in the PFSA request addressed to the applicant after the entry is made) subject to a change in the register of the domestic payment institution, for example, a change of name, the 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 fees must be paid within 14 days from the date of notification to the PFSA of the entry into the register on the bank account specified in the notice.
Our company will help you to obtain an EMI license in Poland, necessary for the provision of payment institution services, and is ready to accompany your company at all stages of application. Contact us and get a quotation from our legal department.