Polish law explicitly indicates the types of companies. Each of them is one of the organizational and legal forms in the form of which the company operates. The legal basis for their creation and functioning is defined in the Civil Code and the Code of Commercial Companies.
LIMITED LIABILITY COMPANY – LLC – (Sp. z o.o.) is a popular capital company that one or more entities can create. As in the case of the previously mentioned economic forms, it is governed by the same Code of Commercial Companies. However, its similarity to the above-mentioned companies ends. Above all, the company’s financial liabilities are not co-owned by its co-owners, and the creditor has the right to execute only from the company’s assets and only up to the amount of the share capital specified in the contract. There is also a different agreement between the partners, which must be made in the form of a notarial deed. This in turn means significantly higher costs of its creation. Moreover, in order to be notified to the National Court Register, the share capital in the amount not less than PLN 5,000 is needed. The most important, however, is the fact that Sp. z o.o. is a legal person, and as a consequence, it is associated with the need to conduct costly, full accounting. Also, the issue of company representation is significantly different from the structure of partnerships. In a limited liability company, the management board appoints and dismisses its president, who is entrusted with the function of running a company. This economic form was created in order to eliminate the financial liability of shareholders and limit the liability of the company itself. However, it involves much higher costs of both its establishment and maintenance. Due to the high legal and financial burden, it is intended mainly for large and medium-sized enterprises.
The status of a limited liability company must be drawn up in the form of a notarial deed, under threat of invalidity, it is a legal person, requires full accounting, and the right to represent and run the company’s rights is only vested in its management, whose members are appointed by the supervisory board.