The Simple Joint-Stock Company (PSA) is a modern legal form created specifically for innovative ventures and startups. Its greatest advantages include a minimal share capital of 1 PLN, flexibility in acquiring investors, and the possibility of contributing work or services to the company as capital.
What Exactly is a Simple Joint-Stock Company?
A Simple Joint-Stock Company is a hybrid of a limited liability company (sp. z o.o.) and a joint-stock company (S.A.), combining their best features. It ensures limited liability for shareholders while offering simple operating rules and great freedom in shaping relationships with investors.
A key feature of the PSA is the lack of traditional share capital. Instead, there is share capital with a minimum value of 1 PLN. Shares in a PSA have no nominal value, are transferable in electronic form, and are recorded in a simplified shareholder register. This significantly facilitates and accelerates investment processes.
Who Should Consider Establishing a PSA?
A Simple Joint-Stock Company is the ideal solution for dynamic, innovative projects. Its flexible structure was designed with the specific needs of startups and technology companies in mind.
It is worth choosing a PSA if your company:
- Plans to obtain financing from external investors (e.g., business angels, Venture Capital funds).
- Wants to offer shares to key employees or collaborators in exchange for their work and commitment.
- Bases its business model on intellectual capital, knowledge, and unique skills of the founders.
- Needs a simple and quick procedure for issuing new shares to raise capital for development.
PSA vs Limited Liability Company (Sp. z o.o.) – Key Differences
Although both forms limit the liability of partners, the Simple Joint-Stock Company offers much greater flexibility than a traditional limited liability company. The choice depends on the nature and goals of your business.
The table below presents the most important differences to help you make an informed decision.
| Feature | Simple Joint-Stock Company (PSA) | Limited Liability Company (Sp. z o.o.) |
|---|---|---|
| Minimum Capital | 1 PLN (share capital) | 5,000 PLN (share capital) |
| Contributions to Company | Money, in-kind contributions, as well as work or services | Money or in-kind contributions (non-monetary) |
| Shares / Stocks | Shares without nominal value, easy to issue and transfer | Shares with a nominal value of min. 50 PLN |
| Formalities | Simplified, electronic shareholder register | Share register, changes often require notarial deeds |
| Liability | Shareholders are not liable for company obligations | Partners are not liable for company obligations |
| Accounting | Mandatory full accounting | Mandatory full accounting |
How to Establish a Simple Joint-Stock Company in Poland?
Establishing a Simple Joint-Stock Company is a formal process that can be carried out in two ways: online or traditionally at a notary. Regardless of the path, correctly preparing the articles of association is crucial.
Online registration via the S24 system is faster and cheaper but is based on a standard contract template. The notarial form is more expensive but allows for creating a fully personalized contract, which is especially important if you plan a complicated shareholder structure. Choosing the right path and preparing documents can be a challenge, especially for foreigners. The Progress Holding team offers comprehensive support in company registration, guaranteeing that the entire process runs smoothly and in accordance with regulations.
How Does it Look in Practice? Progress Holding’s Experience
Based on our experience in serving innovative companies, we have noticed that PSA is most often chosen by startups from the IT, e-commerce, and biotechnology industries. The flexibility of this legal form is a key asset for them.
An analysis of over 50 registration processes for technology firms that we conducted at Progress Holding in 2023-2025 shows that 70% of them chose PSA. The main reason was the ability to easily allocate shares to new investors and key employees under incentive programs (ESOP). In a limited liability company, such operations are much more complicated and costly.
Frequently Asked Questions
Can a foreigner establish a Simple Joint-Stock Company?
Yes, any foreigner, regardless of citizenship or residence status, can establish a Simple Joint-Stock Company in Poland. PSA is a capital company, making it fully accessible to foreign investors and entrepreneurs on the same terms as Polish citizens.
What is the real cost of establishing a PSA?
The cost of establishing a PSA is similar to the registration costs of a limited liability company and depends on the chosen method. Online registration via the S24 system costs several hundred PLN. In the case of a contract in the form of a notarial deed, costs can amount to several thousand PLN. At Progress Holding, we offer comprehensive support in company registration, ensuring cost transparency.
Is a PSA better than a limited liability company for every new firm?
Not necessarily. PSA is ideal for innovative startups, technology companies, and projects planning to raise capital from investors. For traditional service or trade businesses with a stable ownership structure, a limited liability company may be a simpler and fully sufficient solution.
How to withdraw money from a Simple Joint-Stock Company?
Money can be withdrawn from a PSA in several ways, similar to a limited liability company. Possible forms include remuneration for serving on the management board, remuneration from an employment contract or civil law contract, as well as dividend payments from profit after the end of the financial year.
Is it possible to transform a limited liability company into a PSA?
Yes, it is possible to transform an existing limited liability company into a Simple Joint-Stock Company. This is a formal process requiring the preparation of a transformation plan and the adoption of appropriate resolutions. The Progress Holding team can help in efficiently carrying out such a transformation.
A Simple Joint-Stock Company is a powerful tool for modern business, but choosing it must be well-thought-out. The key is to match the legal form to your company’s development strategy and investment plans. Do you need professional support in choosing and registering a company? Contact us at Progress Holding at +48 603 232 418 or via email office@progressholding.pl.
