Zakres tajemnicy zawodowej a obowiązki informacyjne względem rady nadzorczej w spółce komandytowo-akcyjnej radców prawnych
The Scope of Professional Secrecy and the Obligation to Provide Information to the Supervisory Board in a Legal Advisers’ Limited Joint Stock Partnership

Summary/Abstract: Legal advisers may practice their profession within the framework of employment on the basis of a civil-law contract, in a legal adviser’s law office, a civil-law partnership, or another partnership. The choice of legal form of organization entails certain consequences, both for legal advisers themselves and for their clients. Carrying out business activity that consists in providing legal assistance in the form of a limited joint-stock partnership has been an interesting and increasingly more popular solution among legal advisers – predominantly due to business considerations. In this respect, however, it is important to determine the relations between the professional secrecy of legal advisers and other bodies in the corporate structure of the partnership, in particular the supervisory board, which supervises the general partners, i.e. legal advisers running the partnership’s affairs. In the article, the author presents the conflict between legal advisers’ obligation to keep professional secrets and the scope of the supervisory board’s activity – the latter existing at first glance but being merely pro forma. Firstly, the objective scope of the legal advisers’ obligation to keep professional secrets and their possible disclosure are analyzed. Next, the supervisory board’s basic oversight rights and obligations in a limited joint-stock partnership are discussed. Subsequently, the author examines the ad rem obligation of legal advisers to provide information to the supervisory board while making the distinction between information covered by professional secrecy and information exempted from this obligation. The article closes by presenting the most important conclusions drawn from the aforementioned analysis.

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