Both starting and ending business activity in Poland require completing numerous formalities. To facilitate this process, our team of lawyers offers comprehensive legal services, advising clients on necessary legal issues and guiding them through all stages of liquidation of a company or branch.

 

Responding to the needs of entrepreneurs planning to close their business, we prepare documents necessary to open the liquidation of a company or a branch of a foreign company in Poland, arrange all formalities (e.g., organizing a meeting with a notary to open the liquidation of the company and taking part in it on behalf of the client) and conduct proceedings for deletion of the company or branch of a foreign company in Poland from the National Court Register.

Thanks to the involvement of RSM Poland's Corporate Advisory Department, clients can complete most of the remaining formalities remotely, as a result of which the termination of business activity is most often possible without the client's arrival in Poland.

You don't know what obligations must be fulfilled? 

Minimize your involvement and accelerate the closing date of your business in Poland by using professional support

The final liquidation of a business in Poland is only possible when ongoing business activities have been completed - and this means that entrepreneurs intending to close a business in Poland must always take a number of actions before doing so.

At RSM Poland, we are aware that many entrepreneurs are pressed for time, so in order to speed up and facilitate the process of liquidation of a company or branch of a foreign company in Poland, at the request of our clients, we also advise them during their liquidation activities, including:

  • finishing current matters,
  • collecting receivables and debts,
  • fulfilling other obligations,
  • liquidating assets.

 

Performing the liquidation of a company or a branch of a foreign company in Poland, depositing documents for safekeeping after closing the business, deletion from the National Court Register

How do RSM Poland lawyers help close a business step by step? Liquidation of business activities and deletion of commercial companies or branches of foreign companies in Poland from the National Court Register

We will support you in the termination of business activity, liquidation and carrying out proceedings for the deletion of any commercial company or branch of any foreign company in Poland, with its registered office anywhere in Poland. It is not only about submitting an application to remove a company or a branch of a foreign company in Poland from the National Court Register. As part of our activities:

  • We prepare, in cooperation with a notary, the minutes of the company's Shareholders' Meeting, containing a resolution on opening the liquidation of the company and appointing liquidators, and, as proxies, we represent clients in adopting the resolution before a notary;
  • In cooperation with the client, we prepare a resolution on the liquidation of a branch of a foreign company in Poland;
  • We prepare announcements about the opening of liquidation for the Court and Commercial Gazette and organize their publication;
  • We prepare corporate documents (and documents for the National Court Register) necessary to liquidate and delete a company or a branch of a foreign company in Poland from the National Court Register;
  • We supervise the proceedings conducted by the National Court Register to delete a company or a branch of a foreign company in Poland.
     

Additionally:

  • We will provide support in the approval of the financial statements of the liquidated company, preparing the necessary resolutions to the extent required by the Commercial Companies Code;
  • We will advise you on necessary liquidation activities;
  • We will organize the necessary translations of documents prepared in foreign languages;
     

De-registration of a business activity with RSM Poland is, above all, a guarantee of peace of mind

RSM Poland lawyers do everything to make the closing of a business as quick and simple as possible - as part of our services, we offer a wide range of additional activities thanks to which our clients can significantly reduce their personal obligations related to the liquidation of the company. If necessary, the service we offer for entrepreneurs also includes tax advisory that is complementary and necessary in liquidation processes.

To find out how much can be done with our services, please contact us - in Polish, English or German.

Frequently asked questions related to company or branch liquidation

As a rule, company liquidation is initiated with the adoption of a resolution on the opening of liquidation before a notary. Individual requirements may differ depending on the type of the company and the provisions of its articles of association.

The commencement of company liquidation must be announced in the Court and Commercial Gazette (Polish: Monitor Sądowy i Gospodarczy). The announcement must contain a request to creditors to submit their claims.

The announcement is paid, and the fee depends on the character count. A request for publication of the liquidation commencement announcement, together with required attachments and the fee, must be made to the local point for submitting announcements for publication in the Court and Commercial Gazette. 

Until its removal from the National Court Register, a company in liquidation continues to operate. However, its purpose changes.

This means that the purpose of the company is no longer to achieve its commercial objective by its shareholders, but to cease its activity, repay the debt owed to its creditors and collect the debt owed by its debtors, liquidate its assets and the distribute the liquidated estate among the shareholders. After the completion of the liquidation and the removal of the company from the National Court Register, it ceases to exist and cannot further operate.

The final step of company liquidation is filing a request to have the company removed from the National Court Register. After reviewing the request and determining that the liquidation has been performed in a proper manner, the registration court orders the removal of the company from the register.

Yes. It is possible under relevant provisions of the articles of association of certain companies as well as by virtue of a decision of a registration court in specific cases provided for in relevant legal regulations.

In the above-mentioned cases, the proceedings are commenced automatically by a registration court, in particular with regard to inactive companies and those having no assets whatsoever.

Key expert

Corporate Advisory Partner

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