Capital company
This term refers to the law of the country selected below.
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What is a capital company?
Within the meaning of the Polish Commercial Companies Code, capital companies are the limited liability company, the simple joint-stock company and the joint-stock company. Upon registration in the National Court Register (KRS), a capital company acquires legal personality. Its assets are separate from those of its shareholders, who, as a rule, are not personally liable for the company’s obligations. A separate liability regime applies while the capital company is in organisation. Capital rules differ depending on the type of company. A limited liability company and a joint-stock company have share capital, whereas a simple joint-stock company has a capital fund known as kapitał akcyjny of at least PLN 1; its shares have no nominal value and do not constitute parts of that capital. A European Company (Societas Europaea, SE) is a separate supranational corporate form governed primarily by European Union law. It is not included in the definition of a “capital company” in Article 4 § 1(2) KSH, although in many matters the rules applicable to a Polish joint-stock company apply accordingly to an SE with its registered office in Poland.
Legal basis: Article 4 § 1(2) and Articles 11–13 KSH; for the simple joint-stock company, see also Articles 300²–300³ KSH.
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