Share
This term refers to the law of the country selected below.
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What is a share?
Under Polish law, a share in a joint-stock company represents a unit of participation in the share capital together with the shareholder’s associated rights and obligations. These may include, among other things, the right to dividends, the right to participate and vote at the general meeting, information rights within the statutory limits and – in the case of a new issue – pre-emption rights. Shares do not have documentary form. They are dematerialised: shares of a non-public company are, as a rule, registered in a shareholders’ register, while shares of a public company operate within the securities depository system. Accordingly, a paper “share certificate” is not a document embodying share rights under Polish law.
What types of shares are there?
As at 11 September 2026, KSH distinguishes between registered shares and bearer shares. This distinction will be abolished from 18 February 2027 under the amendment to KSH dated 23 January 2026. Depending on the rights attached to them, shares may be ordinary or preference shares. Preference may relate in particular to voting rights, dividends or participation in the distribution of assets upon liquidation. The articles of association may also provide for dividend-preference shares without voting rights (non-voting preference shares). Shares in a joint-stock company have a nominal value, which may not be lower than PLN 0.01. KSH does not provide for no-par-value shares in a joint-stock company; no-par-value shares are, however, a feature of the simple joint-stock company.
Legal basis: in particular Articles 308 § 2, 328, 328¹ et seq., 334 and 351–353 KSH. The Act of 23 January 2026 (Journal of Laws 2026, item 176) will generally enter into force on 18 February 2027 and will abolish the distinction between registered and bearer shares.
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