Share Capital Requirements for LLC in Poland: Complete Guide 2025

What is Share Capital for LLC?

Share capital is the sum of funds that company founders commit to contribute to its capital upon establishment. It serves as a guarantee for creditors and demonstrates the company’s financial stability. Share capital also determines shareholders’ shares in company ownership and their rights to profit distribution.

Formation of Share Capital

Share capital is formed through founders’ contributions, which can be:

• Cash contributions
• In-kind contributions (e.g., property, equipment)

It’s important to note that all contributions must be valued and documented.

Minimum Share Capital for LLC in Poland

According to Polish law, the minimum share capital for Sp. z o.o. is 5,000 PLN. This minimum provides a basic financial foundation for company operations and protection of creditors’ interests.

Share Capital Formalization

To formalize share capital, you need to:

1. Draft Articles of Association

This document specifies the conditions for establishing the company, including share capital amount and the procedure for its contribution.

2. Register the Company

After signing the articles of association, you must register the company in the National Court Register (Krajowy Rejestr Sądowy).

3. Open a Bank Account

To contribute share capital, you need to open a corporate bank account in the company’s name.

Calculating Shareholders’ Shares

Shareholders’ shares in Sp. z o.o. are calculated based on their contributions to share capital. For example:

• Founder A contributed 3,000 PLN – their share will be 60%
• Founder B contributed 2,000 PLN – their share will be 40%

These shares determine not only participation in company management but also profit distribution.

Share Capital Contribution

Share capital contribution must be made before company registration. Founders should:

• Transfer their contributions to the company’s bank account
• Or provide in-kind assets with appropriate valuation

After company registration, you must confirm share capital contribution by providing:

• Bank statement confirming funds in the account
• Or transfer deed for in-kind assets

Conclusion

Share capital is a crucial element for establishing Sp. z o.o. in Poland. It not only provides a financial foundation for the business but also protects creditors’ interests. Compliance with all requirements for forming and contributing share capital will help avoid legal issues and ensure stable company operations from the very beginning of its activities.

If you want to get more information or have questions, contact our managers for prompt consultation: office@progressholding.pl