New type of company -a simple joint-stock company
From 2021 we have a new type of company in Polish law -simple joint-stock company.
A simple joint-stock company ( in Polish PSA ) is a simplified version of a classic joint-stock company. It is a type of capital company, intended primarily for startup founders and new enterprises.
Both a simple joint-stock company and a classic joint-stock company are capital companies with legal personality, are offering the same level of freedom in shaping the deed of incorporation of the company (including relations between partners). In both types of company, it is also possible to create a one-person entity.
Simple joint-stock company and a classic joint are characterized by the lack of liability of partners for liabilities, only the company is liable for liabilities with all its assets for contracted obligation. One and another needs to keep full accounting, obligation of annual financial statements.
Comparison of two types joint-stock companies:
Classic joint-stock company (spółka akcyjna) |
Simple joint-stock company (prosta spółka akcyjna) |
Incorporation act should be drawn up in the form of a notarial deed |
Simplified registration by using of online procedure (s24) |
Obligatory share capital. Minimum capital 100 000 PLN must be paid up before registration. |
Amount of the required minimum capital 1 PLN. No frozen share capital, which means easier management of the company’s funds. |
Cash or in-kind contributions, except the provision of work or services |
The possibility of making any contribution with a financial value, including the provision of work or services |
Full accountancy, an audit of annual financial statements is obligatory (regardless of turnover or value of asstes) |
Full accountancy, no obligation for an audit of annual financial statements (unless company exeeds 5 mln € turnover or 2,5 mln € asstes value) |
Establishing a management board and a supervisory board is a prerequisite for establishing a company. |
The possibility of replacing the management board with a board of directors and resigning from the supervisory body in the form of a supervisory board |
Assemblies must take place physically and exclusively on the territory of the Republic of Poland. |
The possibility of convening shareholders’ meetings in an electronic form. |
Complicated process of dissolving the company |
The simpler formula of liquidation of the company, for example by transferring all the assets of the existing entity to one of the shareholders. |