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Tax liability of members of the management board of capital companies – possibility of effective defense based on the CJEU judgment

According to the applicable regulations in Poland, if the company has not paid the tax, the tax authority first enforces the company’s assets, and when the enforcement is ineffective, it initiates proceedings against the members of the management board and demands payment of the arrears jointly responsible for the tax liabilities. In February 2025, the

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Non-Compete clause for Members of the Management Board of a Limited Liability Company

A non-compete clause is one of the key issues in civil and commercial law, aimed at protecting the interests of businesses from the activities of their board members, shareholders, or employees who might use their positions to gain personal benefits, thereby acting to the detriment of the company.   According to Article 211 of the

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Acquiring shares in companies by foreigners – key information

The acquisition of shares in Polish companies by foreigners is a matter of interest to many foreign investors who recognize the potential of doing business in Poland. While the process is open to investors from abroad, it requires compliance with a range of legal regulations governing the transfer of shares involving foreigners. This article outlines

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Business Investment in Poland: A Guide for Foreign-Owned Polish Companies in Factory Construction

Poland, strategically located in Central Europe, offers a robust business environment for foreign investors looking to expand their operations in the European Union. This article outlines the key steps involved in such an investment, from acquiring real estate and obtaining construction permits to building and launching the factory operations.   Real Estate Acquisition   First

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What is squeeze out?

Squeeze out is a procedure regulated by the Commercial Companies Code (CCC), otherwise known as “squeezing out of a company.” It involves the compulsory buyout of minority shareholders’ shares by majority shareholders or the dominant company in a group of companies, without the need for minority shareholders’ approval. Majority shareholders are those who collectively hold

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Single-person limited liability company – advantages and disadvantages

Characteristics   There are many forms of business activity, one of which is single-person limited liability company. A characteristic of a single-person limited liability company is that all shares belong to one shareholder, who makes all decisions in the company. A very important feature of a single-person limited liability company is that it has the

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Majority shareholder in a limited liability company without Social Security contributions

Obligations of a partner in a one-person limited liability company   According to Article 8(6)(4) of the Social Security Law, a partner in a one-person limited liability company. (who owns 100% of the shares) is treated on an equal footing with persons engaged in sole proprietorship activity. So he is is obligated to pay Social

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