sp z o o

Spółka z ograniczoną odpowiedzialnością is the legal form of Limited liability company in Poland, established by one or more natural or legal entity person called shareholders.

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Their liability is limited to the issued capital

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[The provisions for establishing a “sp. z o.o.” are determined in the Kodeks spółek handlowych.]

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1. First of all, the contract requires the form of notarial deed which contains the articles of incorporation.

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The conclusion of the articles of incorporation creates a legal capacity.

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2. The second step is to pay the share capital as codified by the articles of incorporation.

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Minimal share capital in sp. z o o is 5 000 zł. (The share capital may be covered by cash or contribution in kind e.g. property, debts.)

Minimal share capital in Sp. Zoo is 5 000 zł. (The share capital May be covered by cash or contribution in kind eg property, debts.)

3. The third step is the appointment of the board and possibly other organs of the “sp. z o.o.”.

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If all deposits are paid in full, the board may register for entry into the business register which is called National Court Register.

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It takes about 2 to 4 weeks. After that the company achieves legal personality.

It takes about 2 to 4 weeks. That after the company achieves legal personality.

After registration in the business register, the Board of Directors has to request the REGON number at the statistics agency, the NIP number from the company’s financial authorities and the VAT number.

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The company is already able to open a bank account and sign a lease agreement.

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The articles of incorporation must contain information about

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the name of the company,

The name of the company,

place of business,

place of business,

the subject of the activity,

The subject of the activity,

the amount of registered capital,

The amount of registered capital,

the company shares of each shareholders are taken and the

The company shares of each of the shareholders are taken and the

duration of the company, if it is determined.

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There are constitutional organs in sp z o. o. as:

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Board of Directors which members of the Board are appointed and dismissed by resolution of the shareholders or Supervisory Board.

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Shareholder meetings which make decisions on important matters e. g. the examination and approval of the annual report of the Board of Directors, the statement of profit and loss

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Supervisory Board duties include the annual audit and the examination of the annual report of the Board of Directors.

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