Limited liability company(LLC) in Poland

Limited liability company (LLC) in Poland ( sp. z o.o. in polish) - is a legal form of an enterprise created by one or more persons, called shareholders, who are responsible for the company's obligations to a limited extent. This kind of a company is numerous in Europe, including Poland. In Poland, a company of this type is a commercial company, which means it is governed by the Code of Commercial Companies.

Limited liability company (LLC) in Poland can be created by one or several entities (shareholders). Shareholders are not liable for the company's obligations towards creditors. The company itself bears responsibility with its own assets created from contributions of shareholders. In addition, members of its board of directors may also be responsible for the liabilities of the company, ie in the case of ineffective enforcement of the company's assets if they don't timely file for bankruptcy.

Limited liability company in Poland is obliged to keep accounting books in accordance with the Accounting Act. At the end of the year, the company must prepare a financial statement, ie profit and loss account, balance sheet and additional information. All these documents should be submitted to the tax office and the court of registration.

The number of shareholders in the company can be arbitrary. If there is only one partner, any statements to the company should be submitted in writing under pain of nullity. If the sole shareholder is also the sole member of the board of directors, any legal action between the shareholder and the company requires the form of a notarial deed. The notary public notifies the notary public of this notarial act to the registry court.

Limited liability company in Poland may be set up by one or more natural or legal persons or organizational entities without legal personality (eg a public limited company), provided that the founding member of a sole shareholder is not an another LLC.

The required share capital is a minimum of PLN 5000. Contributions to the share capital may be paid in cash or in kind contributions, the minimum share is PLN 50. Shares must be paid in full before submitting the application to the National Court Register. The contract must be concluded in the form of a notarial deed. At the time of its establishment a limited liability company is created so-called "company in the organization", which is the subject of rights and obligations (so can get REGON, NIP numbers and set up a bank account). Upon entering into NCR, the company obtains legal personality.