Paying share capital above the minimum PLN 5,000 is not always necessary, but it can significantly increase your company’s credibility in the eyes of banks and business partners. It is a strategic decision that affects costs, creditworthiness, and your company’s market image.
What exactly is share capital?
Share capital is the initial assets contributed by shareholders when the company starts operating. Its amount is public and visible to everyone in the National Court Register (KRS).
Under Article 154 of the Commercial Companies Code, the minimum share capital of a Polish limited liability company (sp. z o.o.) is PLN 5,000.[1, 2] Contributions may be made in cash or as a non-cash contribution (aport), for example real estate or machinery.[3, 4] Once contributed, it becomes the company’s property and can be used for ongoing operational purposes.
What are the benefits of higher share capital?
Higher share capital builds financial credibility, may improve credit capacity, and can help in business relationships. It signals to the market that your company has a solid financial base.
Higher credibility for partners and banks
A higher share capital is seen as a sign of stability and a serious approach to business.[5, 6] Business partners, especially in larger contracts, often check KRS data. A company with PLN 50,000 in share capital looks more reliable than one with only the minimum PLN 5,000.
Stronger position when applying for credit or leasing
Although banks and leasing firms mainly assess financial results and credit history, higher share capital is a positive signal.[5, 6] It may indicate a greater ability to cover liabilities, which supports financing for growth.
Requirements in tenders and some licenses
In certain public tenders or when applying for specific licenses (for example in finance or transport), demonstrating financial capacity may be required.[7, 8] While rules rarely state a minimum share capital directly, it is one of the elements used to assess economic stability.
What are the downsides and costs of higher share capital?
The main drawback of higher share capital is higher initial cost. This includes both the civil law transaction tax (PCC) and notary fees.
Higher PCC tax
Your company must pay PCC at 0.5% of the share capital amount.[5, 9] With the minimum PLN 5,000, PCC is only PLN 25. With PLN 100,000 share capital, it increases to PLN 500.
Higher notary fee
If you form the company before a notary, the notary fee depends on the share capital amount.[5] The higher the capital, the higher the fee for preparing the deed of incorporation.
Need to commit more funds at the start
Higher share capital means you must contribute more cash or assets upfront. These resources become company property, so you cannot freely use them as a private individual.
How to contribute capital above the minimum (aport)
Share capital can be contributed in cash or as a non-cash contribution (aport). Aport can include real estate, machinery, copyrights, or shares in another company.
The aport item must be precisely described and valued in the company agreement.[10] Although shareholders can value it themselves, using an expert is recommended for higher-value assets to avoid tax issues. Remember that aport is not possible when forming a company online via the S24 system.[11] In that case, aport can be added later through a share capital increase procedure. If you are considering this option, contact Progress Holding to carry out the process safely.
How it works in practice: Progress Holding experience
Based on our long-term experience supporting more than 500 companies, we have observed that higher share capital matters in three key situations. Increasing it then brings tangible benefits.
First, when applying for substantial bank financing, for example an investment loan above PLN 250,000. Banks treat higher capital as proof of owners’ commitment and lower risk. Second, when cooperating with large international partners. They often verify KRS data, and capital at, for example, EUR 25,000 is a signal of solidity. Third, in regulated industries where rules require demonstrating financial stability.
Frequently asked questions
What is the minimum share capital in 2026?
In 2026, the minimum share capital for a Polish sp. z o.o. is still PLN 5,000. This follows directly from Article 154 of the Commercial Companies Code and has been unchanged for years.[1, 2]
Is share capital frozen in a bank account?
No. After contribution and company registration, share capital becomes the company’s assets. The management board can use it for day-to-day operations, such as paying invoices, buying stock, or salaries.[5]
Can I increase share capital later?
Yes, share capital may be increased at any time. This requires a shareholders’ resolution and filing the change with KRS.[12] The Progress Holding team can guide you through the full process.
Does high share capital guarantee a loan?
No. It is not a guarantee, but it can be an advantage. Banks primarily assess credit history, liquidity, and company results.[5, 13] Higher capital is still a positive signal of stability.
Can I cover company losses using share capital?
Yes, through a share capital reduction procedure. The condition is that after reduction the capital cannot fall below the statutory minimum PLN 5,000.[14] It is, however, a formal and complex process.
What is better: aport or selling assets to the company?
It depends on your tax situation and business goals. Aport increases share capital but may trigger income tax.[15] A sale is a separate transaction. We recommend an individual consultation to choose the optimal option.
Choosing the share capital amount is strategic. The minimum PLN 5,000 is enough to start, but a higher amount can be an investment in credibility and future growth. Not sure what level is best for your company? Contact us at Progress Holding. We will analyze your business model and help you decide. Call +48 603 232 418 or email office@progressholding.pl.
