Homepage Uzupełnienia Limited joint-stock partnership

Limited joint-stock partnershipPrint

A limited joint-stock partnership is intended for conducting business activity under its own trading name (this means that the name of a limited joint-stock partnership should include the last name or the trade name of one or several partners and an additional designation "spółka komandytowo-akcyjna"). Limited joint-stock partnerships are, in principle, large firms, e.g. large family firms.

The partnership does not have legal personality - it may in its own name acquire rights, including ownership of real property and other rights in rem, it may incur obligations, sue and be sued (what is legal personality?),

Who may form a limited joint-stock partnership?

At least 2 natural or legal persons or organizational units without legal personality who have legal capacity may form a limited joint-stock partnership (what is a natural person, legal person and organizational unit which is not a legal person?).

Procedures of limited joint-stock partnership formation

In order to form a limited joint-stock partnership a statute has to be drafted in the form of a notarial deed and then the partnership should be registered in the National Court Register (KRS) (What is the National Court Register?).

An application should be filed with the regional court having jurisdiction for the registered seat of the entity whom the entry concerns. An application for the entry of the partnership in the register shall be filed on an official form KRS-W2, which must be properly and legibly filled in, in accordance with the partnership agreement. Other forms shall also be attached to the application:

KRS-WB specifying personal details of the partners,

KRS-WM classifying the objects of the partnership and

KRS-WK indicating partners entitled to represent the partnership

The court fee for the entry in the register amounts to PLN 500.

A limited joint-stock partnership shall be formed upon its entry into the register of entrepreneurs of the National Court Register.

The minimum required share capital is PLN 50 000.

Taxes

Depending on who the partner is, the activity of the partnership is subject to PIT (personal income tax) or CIT (corporate income tax).

Obligations of the entrepreneurs

At least one of the partners is liable without limitations (such a partner is called the general partner) for the obligations of the partnership towards creditors and at least one of the partners is a shareholder. The shareholder is not liable for the obligations of the partnership.

Categories of foreigners who may form a limited joint-stock partnership

Any foreigner who resides in Poland legally may form and conduct a limited joint-stock partnership.

Note: international agreements between individual states and Poland may provide for additional limitations or rights. Therefore it is advisable to ensure whether any international agreement is binding with respect to a given state. The Ministry of Foreign Affairs keeps an online treaties database  where such information is available.

A foreigner staying in Poland without the required documents may not conduct business activity.

Facebook