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EU rules envisage an easy-to-find, two-step online withdrawal function. Poland has not completed implementation, so a seller’s current obligations also depend on the consumer markets it targets.
Governing law, jurisdiction and contract language are separate choices. They should be coordinated with enforcement and the actual delivery model.
A promise of 'future equity' does not create an effective incentive plan. Founders should select the right instrument, define vesting and address departures, a company sale and future investment rounds.
Equal ownership gives the shareholders similar positions, but without a dispute mechanism it may result in a lasting paralysis of the company.
Each financing route affects repayment, ownership, the company’s balance sheet and corporate formalities in a different way.
A Polish limited liability company may be wholly owned by foreign shareholders. Its incorporation requires decisions concerning the articles, management board, capital, tax and post-registration obligations.
Giving an accounting firm access to KSeF does not determine who issues invoices, verifies their content or responds to errors. These responsibilities should be set out in the agreement and the document workflow.
The investment amount and equity percentage are only the beginning. The round documents must also address control, investor protection, founder obligations and exit rights.
Paying for software does not automatically transfer rights to the code. The agreement should cover chain of title, exploitation rights, open source, repositories, acceptance and exit arrangements.
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