Closing the business without winding-up proceedings – private individuals
Private individuals conducting their individual business activities on a sole proprietorship basis under an entry to the registry of economic activities may close their operations at any time, without necessary formal winding-up procedure.
Winding-up procedure according to the Polish Code of Commercial Partnerships and Companies
The procedure of winding-up (liquidation) of a company is a formalised process consisting of several stages, leading to effective closing of the operations of the company, which then ceases to exist. This procedure may be conducted effectively only if the entrepreneur has sufficient funds for closing the company’s business, including satisfying or securing the rights of creditors and shareholders of the company. Dissolution of the company takes effect only on the completion of liquidation, as of removal of the company from the register. Liquidation is conducted under the company’s current corporate name with an additional designation ‘in liquidation’. During the winding-up procedure, the company retains its legal identity. Pending liquidation, profits shall not be paid out to shareholders, even partly, nor shall assets of the company be divided before all obligations of the company have been discharged. The opening of liquidation procedure shall cause the procuration (special power of attorney) to expire. During the period of liquidation, procuration shall not be granted.
Business entity liquidation and de-registration can be a daunting and complex process. Professional assistance will save a lot of time and money, getsix® can also support our customers in this field. The approach depends on various conditions, especially time limitation and the financial situation of your company. Without specialist knowledge you may fall at the first hurdle and it is better to close or wind up the company in Poland cleanly, without leaving a stack of administration liabilities behind you.
The procedure for liquidation of a company is highly formalised, comprising of several stages. Dissolution of the company by way of liquidation is possible only if the company is solvent and has sufficient funds available to complete the process of liquidation (or if these will be financed by the shareholder). This means that funding must be available to satisfy the rights of creditors and shareholders. In order to ensure that the Polish company is closed in the proper manner and in the quickest possible time frame. getsix® can provide a full package of bespoke services according to your individual/corporate requirements.
There are 3 main options to close a business in Poland
1. Company liquidation (winding-up, striking off) in Poland
- Preparation of necessary documents and resolutions on the commencement of liquidation, and the appointment of a liquidator
- Providing the appropriate person as a liquidator for the company
- According to client’s instructions: closing all current issues, collecting debts, receivables, liabilities settlement and assets disposal
- Preparation of all financial statements required in the process of liquidation
- Preparation of all required shareholders resolutions and liquidator’s reports
- De-registration of the company from the court and other authorities
- Storage of liquidated company records for the statutory period of time
Note: This procedure may take up to 9 months.
2. Transfer of company to getsix® for liquidation
If time is important and client cannot wait until the long procedure of liquidation is finished, we can purchase the company from the client for the purpose of liquidation. Then the client can close its exposure fast and exit the investment. The company disappears from client’s books, as it is erased from client’s balance sheet immediately. The purchased company would be then liquidated.
3. Bankruptcy assistance
When the financial situation of the company does not allow the regular liquidation process, we suggest our customers after analysing the actual situation, to put the company into bankruptcy. Polish bankruptcy law is very complex and every detail matters. Thus, it is essential for the client to be guided professionally through it. We can handle the whole process of winding-up a company in Poland; either acting as a proxy of the client or after purchasing the company for the purpose of bankruptcy.
- Analysing the situation, selecting the appropriate court and sometimes changing the registered address
- Providing a nominee director specialised in bankruptcy
- Preparation of necessary documents and filing for bankruptcy
- Cooperating with court liquidator and monitoring his actions
- Monitoring actions of a magistrate in bankruptcy/judge commissioner