In the course of the proceedings before the registration court, the Constitution was submitted for evaluation by the Minister of Culture and National Heritage, who, after a detailed analysis of the Constitution in terms of compliance with the Act of 15 June 2018 on Collective Management of Copyright and Related Rights (hereinafter “the Act on Collective Management”), did not submit reservations regarding its content. From the date of its approval (10 October 2019), the Association has been operating on the basis of the new Statute and, in accordance with the provisions of the Act on Collective Management, the first General Meeting of Members of the Polish Filmmakers Association organized on its basis will be held in spring 2020.

The Act on Collective Management implemented the Directive 2014/26/EU of the European Parliament and of the Council of 26 February 2014 on collective management of copyright and related rights, which unified the provisions on collective management organizations throughout the European Union. The new Act on Collective Management regulates the internal organization of associations which, like the Polish Filmmakers Association, operate under an authorization from the Minister of Culture and National Heritage as organizations for collective management of copyright or related rights in more detail than the Law on Associations.

The Act on Collective Management introduces new provisions regarding membership, the bodies of the Association, and procedures for collective management. The Act stipulates that the General Meeting of Members, which is the main body of the Association, shall be convened at least once a year, and introduces the principle that only those members of the Association who have concluded an agreement on collective management of copyright with the Association may vote on key collective management policies (such as the Distribution Policy). This means that during General Meetings, decisions in the field of “Association-related matters” (e.g. election of the President, members of the Administrative Council or the Audit Commission, approval of reports on activities) will be made by all members of SFP, while in matters related to collective management (e.g. approval of general rules on distribution) – only by those members of SFP who entrusted ZAPA with collective management of their rights.

The Act on Collective Management also introduces new supervisory powers of the Minister of Culture towards collective management organizations. The Minister may conduct inspections, issue binding guidance and recommendations to organizations, and request the organization to dismiss a member of the Administrative Council or the Audit Commission responsible for any irregularities found during an inspection. The Minister may also impose a fine on a member of the Administrative Council or the Audit Commission in the amount of 3 times the average monthly salary in the enterprise sector. A fine of one million zloty may also be imposed on the collective management organization itself. The key changes adopted in the new Statute, in order to ensure compliance of the activities of the Polish Filmmakers Association with the provisions of the Act on Collective Management, are presented in detail below:

MEMBERSHIP IN SFP:

• membership in the Association has been extended to include legal persons (producers) and foreign natural and legal persons, but limited to the European Union and the European Economic Area;
 • the requirement to introduce a new member by the two existing members of SFP has been abandoned;
• the terms of membership are based on objective, transparent and non-discriminatory criteria and must be made public on the Association’s website;
 • the appointment of a Membership Commission is planned to examine the formal requirements and provide the Administrative Council with opinions on candidates for members;
 • in the event of refusal to be admitted as member, the Administrative Council will prepare a detailed justification of its decision, and the candidate has the right to appeal to the Audit Commission;
 • compliance with the principles of professional ethics has been added as one of the obligations of members;
 • new members gain entitlement to social benefits only one year after becoming a member of the Association;
• a member excluded from the Association may apply for re-admission not sooner than 3 years after exclusion.

GENERAL MEETING OF MEMBERS – Competences of the General Meeting have been extended under the provisions of the Act on Collective Management:

 • the General Meeting of Members is the main body of the Association. In matters where the Constitution does not give the relevant competences to other bodies, adopting resolutions rests with the General Meeting of Members (presumption of competence);
 • General Meetings of Members shall be convened every year, not later than within 6 months from the beginning of the calendar year;
 • all members of SFP shall vote on “Association-related matters” (including election of the President and other bodies, approval of reports on activities of the Association for the previous financial year, including financial statements, ZAPA reports for the Ministry of Culture and National Heritage and reports on the use of deductions made towards the Fund, election of the statutory auditor to audit financial statements);
 • only members of SFP who have entrusted ZAPA with collective management of their rights shall vote on “collective management matters” (approval of the general distribution policy, policy on deductions towards the Fund, and policy on conducting social, cultural and educational activities);
 • the right to vote at the General Meeting (active voting right) is granted to members after 2 years of membership, and the right to be elected to the bodies of the Association (passive voting right) is granted to members after 3 years of membership;
 • the possibility of voting at the General Meeting by proxy has been limited in accordance with the Act on Collective Management (a maximum of 7 other members may be represented; a member of the Administrative Council, a member of the Audit Commission and an SFP employee may not be proxies);
 • a member of SFP may participate in the General Meeting of Members together with their adviser.

EXECUTIVE COUNCIL – Changes to the rules concerning the composition and election of members of the Administrative Council:

 • candidates to the Administrative Council (and also to other bodies) shall submit their candidacies 3 weeks before the date of the General Meeting;
 • composition of the Administrative Council has been defined in terms of adequate representation of each category of right holders (only members of professions which are subject to distributions may be members of the Administrative Council);
 • the General Meeting of Members elects the President and 12 other members of the Administrative Council: – 4 members from among directors (including one documentary film director and one animated film director); – 3 members from among screenwriters; – 2 members from among audiovisual producers; – 1 member from among cinematographers; - 1 member from among set designers, costume designers, interior decorators or make-up artists; – 1 member from among sound operators or editors;
 • chairpersons of clubs and sections do not automatically become members of the Administrative Council (the election of members of the Administrative Council is the sole competence of the General Meeting);
 • introduction of rules for submitting statements of financial condition by candidates for members and by members of the Administrative Council and the Audit Commission (including disclosure of the amount of remuneration and royalties received, and any conflicts of interest) under pain of criminal liability;
 • members of the Administrative Council and the Audit Commission may receive allowances for participation in meetings or a fixed monthly remuneration (granted by the General Meeting of Members).

AUDIT COMMITTEE:

• the Audit Commission shall consist of 5 members, including one representative of audiovisual producers;
 • the Audit Commission shall exercise permanent supervision over the activities of the Association (previously it only exercised ex-post control), in particular it shall supervise performance of the Administrative Council’s duties;
 • the Audit Commission must approve of certain actions to be undertaken by the Administrative Council (e.g. purchase and sale of real property, loans and credits, creating subsidiaries of the Association).

ZAPA AND DISTRIBUTIONS COUNCIL:

• ZAPA remains a separate internal unit of the Association which performs activities in the field of collective management of copyright and related rights;
 • ZAPA’s Administrative Council becomes the Distributions Council (a body of the Association supporting the Administrative Council in the exercise of collective management of copyright and related rights);
• the Distributions Council shall accept a classification of audiovisual works for the purpose of fee distributions;
 • the Distributions Council will no longer approve the general distribution policy (according to the Act on Collective Management, it is the competence of the General Meeting), but will continue to adopt resolutions or decisions related to the implementation of the distribution policy in matters which the policy reserves for the Distributions Council;
• the term of office of the Distributions Council is 4 years (previously 3), like the other bodies of the Association;
• as regards other issues, the scope of activities of ZAPA and the Distributions Council remains essentially unchanged compared to the previous model (3 members of the Council are appointed by the Administrative Council, 6 members of the Council are appointed during the ZAPA’s Election Meetings organized every 4 years, 3 from among Authors and 3 from among Producers).

OTHER UNITS OF THE ASSOCIATION – the existing local branches of the Association will continue their activities as clubs. (Wojciech Kołodziejczyk)