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Forming a limited liability company | bojarski.net.pl

Our offer includes the whole range of activities in scope of forming a limited liability company. These comprise:

  • Analysis of legal environment and advisory regarding the optimum form of running a business activity;
  • Drawing up a company?s deed by the team of specialized lawyers. The document includes solutions tailored to the Client?s needs and is presented in the meeting or via email;
  • Preparing powers of attorney for individuals acting on behalf of a company;
  • Representing a company in registration proceedings, performing all related activities and preparing necessary documentation;
  • Preparing an application to the Tax Office;
  • Preparing an application to the Polish Central Statistical Office;
  • Participating in the rest of registration proceedings in case of possible changes or adding new elements to a company?s deed;
  • Tax registration proceedings for VAT, VAT-EU and CIT.

FORMING A LIMITED LIABILITY COMPANY:
A limited liability company is a commercial capital company with a legal personality. It may be established for any legal purpose, including business and non-profit activities. Establishing and functioning a limited liability company is less formalized when compared to a joint-stock company. Personal elements that are characteristic for that type of company enable owners to fully control it. Another feature is flexibility since regulations applied for this company can be modified by shareholders themselves. Above features mean that this type of capital company occur very often. Usually registration procedure lasts 8 weeks. However, it should be stressed that the polish legislator allows running business activity in form of limited liability company as soon as a company?s deed is concluded (company with the legal capacity, capacity to perform acts in law, capacity to be a party in civil proceedings, bankruptcy capacity). In other words, a company is ready to operate within a few days after its establishing.

Our Law Office perform the following activities:

1. Preparatory stage
  • defining group of shareholders, contribution, reaching agreement about its value,
  • defining how the company should work and proposing a draft company deed.
2. The company deed This document must be written in Polish, before the Polish notary. If a person signing the document does not speak Polish, a sworn translator must participate.
3. Company management Management board must be established, the supervisory board or the audit committee only if previously formed.
4. Template signatures Template signatures shall be given by the members of the management board.
5. Obtaining legal title to the premises Confirmation of legal title to the premises is obligatory, e.g. contract of lease.
6. Opening a bank account
7. Contributions for the share capital In case of subscribing for shares at a price which is higher than the nominal value, making share premium contribution is included.
8. Signing documents required to register 
  • declaration that the share capital has been paid-up,
  • list of shareholders,
  • application to the registry court,
  • other documents.
9. Lodging applications with attachments to the registry court Lodging applications with attachments to the registry court

  • application to register a company,
  • application to obtain an entry to the National Business Registry Number (REGON), 
  • submitting application for NIP (Tax Identification Number),
  • registration as the social insurance contribution payer (ZUS).

10. Registration of a company A company is registered in the entrepreneurs register and it is announced in the Court and Economic Gazette (Monitor Sądowy i Gospodarczy).
11. A notification to the bank about the registration
12. Tax registration  VAT, VAT- EU , CIT.
13. Completing an entry into the Register of Entrepreneurs It occurs after obtaining the National Business Registry Number (REGON) and the Tax Identification Number (NIP).

 


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