Establishing a limited liability company

Here, we will discuss the procedure of establishing a limited liability company and related costs.
We will discuss this issue since our virtual office in Warsaw is visited by persons who are not fully informed about such a procedure.

A limited liability company may be established even by a sole shareholder. Notwithstanding the number
of shareholders, the articles of association of a limited liability company must be prepared.
The articles of association should be prepared by a professional law office. The cheapest solution is to describe all shareholders' requirements concerning the company to our lawyer and he/she will evaluate and prepare the articles of association via the Internet: legal service panel.

In accordance with Art. 157 § 2 of the Code of Commercial Companies, the articles of association must be prepared in the form of a notarial deed. In addition, Art. 157 § 1 sets out necessary elements that must be incorporated into the articles of association of a limited liability company. One of them is the company's registered office, which is a town and not a specific address. The articles of association reads "the registered office of the company is located in Warsaw" and we do not specify any address.
The company's address (e.g. virtual office) is necessary after the notarial deed is signed.
For such a purpose, you must arrive with the notarial deed at our office to sign a lease contract.
The company's life commences as of notarial deed signing. The company must be registered with the National Court Register (KRS) within 6 months thereof, otherwise it will be automatically dissolved.

Maximum costs connected with the notarial deed

The following fees are charged by the notary public:

- a notarial fee for the preparation of the articles of association in the form of a notarial deed, which depends on the amount of a share capital. For the capital of PLN 5 000, it is PLN 160 + VAT, i.e. PLN 195.2 (and if the share capital is PLN 50 000, this will be PLN 910 + VAT, i.e. PLN 1110.20);

- a fee on copies of the articles of association; i.e. is PLN 6 per each commenced sheet at the maximum;

- a civil-law activities tax of 0.5% of the share capital minus the cost of the articles of association in the form of a notarial deed and registration costs, i.e. around PLN 17;

- a fee on the confirmation of directors' signatures by the notary public, i.e. PLN 20 per signature. These are maximum fees. If you use services of specialised companies that help to establish companies, such companies cooperate with a notary public and offer smaller rates.

Our offer of assistance in establishing companies is presented under
the prices for establishing limited liability companies
and includes the preparation of the articles of association and filling in National Court Register forms
with attachments, which are very difficult and must be filed not to receive the application back.

Costs connected with registration with the National Court Register

Registration with the National Court Register: PLN 100.
Announcement in Monitor Sądowy i Gospodarczy: PLN 500. These costs are obligatory.

NOTE ! SINCE 1 JULY 2011, THE TOTAL COST OF REGISTRATION WITH THE NATIONAL COURT REGISTER AND ANNOUNCEMENT IN MONITOR SĄDOWY I GOSPODARCZY IS PLN 1000.

Given big costs of establishing and operating companies, it is worth using the virtual office, in particular in Warsaw, to reduce your fixed operating costs.
NOTE ! A fee for publication in Monitor Sądowy must be paid when the registration application is filed with the National Court Register and letters from IROMSiG have nothing in common with payment to Monitor Sądowy.
IROMSiG is a private project of the company which creates its own base of companies and payment is not obligatory. If your company has received a letter from IROMSiG, please google it to study business blogs and other information about IROMSiG.