How to close a company in Poland and avoid tax consequences?

• 1. Making the decision to liquidate
• 2. Appointing a liquidator
• 3. Registration in the KRS
• 4. Placing a publication
• 5. Notifying creditors
• 6. Preparing the liquidation balance sheet
• 7. Closing accounts
• Conclusion

Closing a company in Poland is a process that requires a careful approach to avoid tax consequences and other legal problems. In this article, we will look at the sequence of actions necessary to liquidate a company.

1. Making the decision to liquidate

The first step is to make the decision to liquidate the company. This can be done at a general meeting of shareholders or members. It is important to record this decision in the minutes, which should contain:

• The reasons for liquidation.
• The date the decision was made.
• The signatures of the members.

2. Appointing a liquidator

After the decision is made, a liquidator must be appointed. The liquidator can be one of the company’s members or a third party. Their duties include:

• Managing the liquidation process.
• Notifying creditors.
• Preparing the necessary documents.

3. Registration in the National Court Register (KRS)

The next step is to register the information about the liquidation in the National Court Register (Krajowy Rejestr Sądowy – KRS). To do this, the following documents must be submitted:

• An application for liquidation.
• The minutes of the general meeting where the decision to liquidate was made.
• Documents confirming the appointment of the liquidator.

Registration in the KRS is mandatory and must be completed within 7 days of the liquidator’s appointment.

4. Placing a publication

After registration, a publication about the start of the liquidation process must be placed in the official journal “Monitor Sądowy i Gospodarczy”. This will notify all interested parties that the company is in the process of liquidation. The publication must contain information about:

• The appointment of the liquidator.
• Information on the deadlines for creditors to file claims.

5. Notifying creditors and collecting receivables

The liquidator is obliged to notify all creditors about the start of the liquidation process. This can be done by mail or by posting on the company’s website (if available). Creditors must have the opportunity to file their claims against the company. It is also important to collect receivables — this will help cover liabilities to creditors and minimize potential losses.

6. Preparing the liquidation balance sheet and financial report

At the end of the debt collection and liability settlement process, a liquidation balance sheet must be prepared, which will reflect the state of the company’s assets and liabilities at the time of liquidation completion. A financial report must also be prepared, which will include:

• Information on income and expenses during the liquidation period.
• Details on the settlement of liabilities to creditors.

These documents must be signed by the liquidator and submitted for review.

7. Closing accounts

The final step is to close the company’s bank accounts. To do this, you should contact the bank to request the closure of the accounts, providing the necessary documents, such as:

• The liquidation balance sheet.
• The minutes of the general meeting on the dissolution of the company.

It is important to ensure that all transactions are completed and there are no outstanding liabilities to the bank.

Conclusion

Closing a company in Poland is a complex process that requires compliance with many formalities. By following this sequence of actions, you can effectively carry out the liquidation procedure and avoid negative tax consequences. It is also recommended to consult with lawyers or accountants for professional assistance at every stage of the process.

If you would like more information or have any questions, please contact our managers for a prompt consultation: office@progressholding.pl