The Simple Joint-Stock Company: What Is It, Really?

The new company type makes the rules applicable to both the limited liability company and the joint-stock company more flexible.

It combines the features characteristic of these two company types within a single legal form.

The Simple Joint-Stock Company combines the features of company types already operating on the market (i.e. the limited liability company and the joint-stock company).

The most distinctive feature of this new type of capital company is, above all, the minimal capital required to establish it (in the amount of PLN 1).

In this respect, the Simple Joint-Stock Company makes it easier to start and run a business in the form of a capital company for all kinds of ventures.

The Simple Joint-Stock Company was created to strengthen the growth of startups in Poland and to increase their competitiveness on the Polish market.

This innovative structure aims to ensure that entrepreneurs interested in new technologies stop setting up companies abroad and instead take advantage of the solutions offered within the Polish legal system.

The intention behind the new regulations is to encourage entrepreneurs from countries that have no equivalent of the Polish simple joint-stock company to consider establishing one here in Poland.

The Simple Joint-Stock Company is a new legal structure that combines the features of company types already operating on the market (i.e. the limited liability company and the joint-stock company).

What are the advantages of the Simple Joint-Stock Company?

The greatest advantages of the Simple Joint-Stock Company include: Fast registration (provided that the appropriate form is made available in the S24 system); The ability to choose the company's governing-body structure, which allows it to be tailored to a specific business situation; Digitalized decision-making processes (paper documentation kept to a minimum); The possibility of returning funds from contributions made during the company's operations; A flexible capital structure (including the ability to take up shares in exchange for services or work performed for the company).

What opportunities does the Simple Joint-Stock Company offer?

The low-formality process of setting up and running the company makes it competitive against the company types already well established in the Polish legal order.

Low start-up capital and flexibility in shaping the company agreement serve as an incentive to set up a Simple Joint-Stock Company.

Simplicity of running the company and time savings, the ability to adopt resolutions in digitalized form, or to transfer shares by email; What are the risks of the Simple Joint-Stock Company?

The Simple Joint-Stock Company is a new form of organization in the Polish legal order.

It remains to be seen in practice how courts and notaries will approach the organization of such a company; A high risk of personal liability of the company's governing bodies in the event of its insolvency; The ability to transfer shares in documentary form (i.e. also by email or text message) may pose a threat to the certainty of transactions; Discretion in valuing the contribution amount; The formalities associated with making further contributions and taking up shares; A lack of detailed practice regarding tax consequences (particularly with respect to taking up shares).

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