Our services range from ongoing legal advice regarding day-to-day business activities (including assistance in drawing up offers and product documentation, business contracts and financing agreements) to advice regarding the internal organisation of companies and their corporate governance. Our core offer comprises commercial law, civil law, real estate and litigation. Our cooperation with expert lawyers in specialised fields of law enables us to render comprehensive advice to businesses whose unique nature and specific needs call for personalised legal service.

We believe that the key to establishing successful relationships with clients lies in full understanding the specific nature of their business, goals and needs.
Guided by high ethical standards, we uphold the importance of professional service and strive to provide our clients with the convenience of reaching their business goals consciously and independently. Our associates are well-established on the legal market. Our expertise and resources enable us to render top quality legal advice to both Polish and foreign clients from Denmark, Italy and England.

We offer our services in registration of a company in Poland. Before the procedure for a company may be started, the company charter (joint stock company) or the articles of association (limited liability company) must be prepared and duly signed and notarised. Prior to their finalisation in consultation with the notary, a draft should be prepared by legal advisers to the company's founders. In the case of a joint stock company, the notary deed should contain the following:

  1. business name and company seat,
  2. type of activity,
  3. duration of the company, if limited,
  4. amount of share capital, how it was raised, the nominal value of the shares and their number, indicating whether they are registered shares or bearer shares,
  5. number of and rights associated with specific share types, if applicable,
  6. names and addresses of the founders,
  7. structure of the governing and supervisory bodies.

Apart from the above, the deed should include provisions concerning the number and type of instruments that entitle the holder to participate in the profits or in the division of company assets, along with the rights associated with these instruments, any additional obligations related to the purchase of the shares and the condition and manner in which the shares may be re-deemed. A notary deed (Deed of Formation) should also identify the persons acquiring the shares, the number and type of shares acquired by each, the issue price and the amount, place, date(s) of payment(s) to be made before the company registration. In the case of a limited liability company, the notary deed should contain the following:

  1. business name and company seat,
  2. type of activity,
  3. duration of the company, if limited,
  4. amount of share capital,
  5. whether a shareholder is entitled to one or more shares,
  6. number and value of shares held by individual shareholders.

Apart from the above, the deed should include provisions concerning in-kind contributions and stipulations concerning additional shareholder benefits and/or obligations, if applicable. Other documents required at the notary office are:

  1. draft of the appointment of the Board of Management,
  2. a list of names of shareholders and the value and number of shares held by the founders.

If the shareholder is a legal person, he is required to submit:

  1. a copy of the company's entry in the commercial register (valid for three months!),
  2. a resolution of the appropriate body of the new company agreeing on the company's participation in the new company to be formed,
  3. notarised proxies, if the persons authorised to sign on behalf of the shareholder are not appearing in person and are to be represented by a proxy.

It should be noted that documents in a foreign language should be confirmed by the local Polish embassy or consulate as having been prepared in accordance with the local law and must be accompanied by a certified translation. The next step is to register the company in the Commercial Registry. This is performed by the Registry Court, which acts after receiving an application for registry submitted by the Board of Management and containing information on:

  1. the company's name, seat, and scope of business,
  2. the value of the initial capital,
  3. the names of Board members or other persons entitled to represent the company,
  4. a statement on in-kind contributions made by the partners,
  5. the duration of the company, should the articles or statute provide for such a limitation,
  6. the value and number of ordinary and privileged shares, type of privileges,
  7. a certificate of the transfer of shares (in the case of a joint stock company),
  8. information on whether a partner is entitled to hold more than one share (in the case of a limited liability company).

Other documents required upon the registration include:

  1. the company charter or articles of association,
  2. documents appointing the company's governing bodies, with a specification of appointed members. In the case of a limited liability company only when these were not defined in the articles,
  3. specimens of the signatures of the Board of Management members, certified by a notary or made in person in the presence of the Court,
  4. a statement from the members of the Board of Management that capital has been paid in and that upon the company's registration it shall enter into the possession of any in-kind contributions,

In the case of a limited liability company: a list, signed by the Board of Management, giving the names of the shareholders, the name of the company and the value and the number of shares. The registration has to be officially announced, as required by the Commercial Code, in the "Monitor Sadowy i Gospodarczy" (Court and Economic Monitor). After its registration in the Court, each company must obtain its statistical number from the local statistical office. To receive it the company is required to submit an application containing:

  1. the name of the company,
  2. scope of activities,
  3. time when full capacity will be reached,
  4. planned number of employees.

The application should be accompanied by a copy of the articles or statute and a certified copy of the entry in the Commercial Register. Finally the company registers with the local tax office and the Social Security Office (ZUS).

For further information regarding our firm or the services offered, please contact us.

Law Office “Aleksander Woźniak i Partnerzy”
ul. Dąbrowskiego 9
63-600 Kępno

tel.: (+48) 602-796-292
tel.: (+48) 600-461-999
tel.: (+48) 602-810-491 – for clients from abroad who speak English or Spanish
fax: (+48) 62-782-26-19

e-mail: awozniak@kepno.net

TIN: 619-180-41-54
REGON No.: 250001069

Bank account: BZ WBK S.A. Kępno  no.  41 1090 1144 0000 0000 1400 3464