
Menu
Home › How we can help › Business and company law
We help set up and run a company in Poland – including for foreign entrepreneurs. We draft articles of association, resolutions and applications to the National Court Register (KRS), handle corporate changes and provide ongoing legal support.
We speak Polish, English, Ukrainian and Russian · meetings at our office at ul. Lwowska 2/8 or online
We help choose the right form – limited liability company (sp. z o.o.), limited partnership, simple joint-stock company or a branch of a foreign entrepreneur – draft the articles and register the company in the KRS, via S24 or the Court Registers Portal.
Changes to the management board, address, business activity codes (PKD) or articles of association, share capital increases or decreases, transfers of shares. We prepare resolutions and file applications with the registry court.
Filings and updates in the Central Register of Beneficial Owners (CRBR) and filing financial statements and approval documents with the Repository of Financial Documents.
Converting a sole proprietorship into a company, company transformations and mergers, acquisitions of shares or businesses – due diligence, documentation and registration.
Company liquidation, bankruptcy or restructuring petitions and advice to management board members when the company faces insolvency.
Shareholders’ meetings, resolutions approving financial statements, agreements with board members, share register and contracts with business partners – also in English, Ukrainian and Russian.
An application to register changes in the KRS must, as a rule, be filed within 7 days of the event requiring registration (Article 22 of the National Court Register Act). Changes to beneficial owner data must be reported to the CRBR within 14 days.
The ordinary shareholders’ meeting of a limited liability company should be held within 6 months after the end of the financial year (Article 231 § 1 of the Commercial Companies Code), and the approved financial statements must be filed with the KRS within 15 days of approval.
Yes. Foreigners – including those from outside the European Union – may set up, among others, limited liability companies, joint-stock companies and limited partnerships in Poland and serve on the management board. How the company is formed and how documents are signed depends on the situation – we help choose the right route.
The law sets short time limits for the registry court – as a rule one day for the S24 procedure and seven days in the standard procedure. In practice the time depends on the completeness of the application and the court’s workload.
The obligation applies, among others, to commercial companies (except public companies). The report is filed within 14 days of the company’s entry in the KRS and then within 14 days of any change to the reported data.
They may be, if enforcement against the company proves ineffective and a bankruptcy petition was not filed in due time (Article 299 of the Commercial Companies Code). If the company has financial difficulties, it is worth analysing the situation quickly.
The minimum share capital of a limited liability company (sp. z o.o.) is PLN 5,000 (Article 154 § 1 of the Commercial Companies Code). In addition, there are fees for the entry in the National Court Register (KRS) and the announcement in the Court and Commercial Gazette – lower when registering through the S24 system than with articles of association in the form of a notarial deed, which also involves a notary’s fee. We give the exact cost once the registration method has been chosen.
Yes. If the board member is to stay and act in Poland, it must be checked what their basis of stay is and whether they need a work permit – in some situations board members are exempt from that obligation. A PESEL number and a qualified electronic signature or trusted profile are useful for signing documents in the KRS.
In a limited liability company, shareholders are, as a rule, not personally liable for its obligations, but running the company requires full accounting and more formalities. A sole proprietorship is simpler, but the entrepreneur is liable with all their assets. The choice depends on the scale of the business, the risk and tax issues – it is also worth discussing it with a tax adviser.
The management board prepares the financial statements and the shareholders’ meeting approves them within 6 months of the end of the financial year (Article 231 of the Commercial Companies Code). The statements together with the resolution must be filed with the Repository of Financial Documents within 15 days of approval. We prepare the resolutions and minutes of the meeting.
Legal basis: Commercial Companies Code of 15 September 2000; National Court Register Act of 20 August 1997; Act of 1 March 2018 on Counteracting Money Laundering and Terrorist Financing; Accounting Act of 29 September 1994; Bankruptcy Law of 28 February 2003. The information on this page is general and does not constitute legal advice in an individual case.
Articles reflect the law as at the date of publication.
Please briefly describe your plans. We will propose a solution and send an offer – in English, Polish, Ukrainian or Russian.