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An unpaid company debt does not automatically become a board member’s personal debt. Exposure becomes real when enforcement against the company is ineffective and the board member cannot establish a statutory defence.
The choice between acquiring shares and acquiring a business affects continuity, liabilities, contract transfers, employees, approvals and the scope of due diligence.
A Polish commercial proxy can represent a company in a broad range of business matters, but does not replace its management board or special authority for every transaction. The board decision, form of prokura, written grant and KRS disclosure must work together.
KSC registration is one stage of implementation. Review your company’s classification, filing details and remaining duties, including IT supplier arrangements.
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.
The investment amount and equity percentage are only the beginning. The round documents must also address control, investor protection, founder obligations and exit rights.
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