LIMITED PARTNERSHIP IN POLAND

LIMITED PARTNERSHIP IN POLAND

LIMITED PARTNERSHIP

 (Pol, spółka komandytowa, abbreviated name: sp.k.)

MINIMAL NO. OF PEOPLE / ENTITIES REQUIRED TO INCORPORATEAt least one general partner (natural person/legal person) and limited partner (natural person/legal person)
LEGAL CAPACITYYES - the partnership may be a subject of legal acts (for example may be an owner of shares, acquire real estate etc.)
LEGAL PERSONALITYNO
MINIMAL SHARE CAPITAL

NO

TAXATION

Limited Partnership  tax  status is mixed. The partnership itself is subject to a Corpotate Income

The Corporate Income Tax rate is 19%. Reduced 9% tax rate applies to companies, which revenue from sales for last tax year does not exceed 2 000 000 EUR. 

Limited partners of the partnership are subject to the tax on dividends at a rate of 19%.

General Partners of the partnership, under some requirements, are allowed to deduct the amount of CIT paid by the partnership from its own income. Consequently, there is no economic double taxation of general partner income. Effective tax rate amounts to about 19%.

In case of foreign shareholders and partners, the taxes should be applied subject to EU regulations and double taxation treaties.

Limited Partnership may be a VAT payer.

TYPES OF PARTNERS

GENERAL PARTNER (POL. KOMPLE- MENTARIUSZ)

Each LP must have at least one general partner (pol. komplementariusz).

The same entity is not allowed to be both general partner and limited partner. 

Each entity which possess legal capacity can be partner of Polish Limited Partnership. It concerns natural person, legal person, as well as other entities, which formally are not legal person, but have legal capacity. There are not any restrictions regarding foreigners. Any foreign person or company/partnership can be partner of Polish LP. It concerns also offshore companies registered in tax heavens.

Each general partner is liable to the creditors for the obligations of the partnership without limitation. Unlimited liability involves also taxes and other public duties.

General partners manage the affairs of the partnership and represent the partnership. There are however some matters which require limited partners consent.

LIMITED PARTNER (POL. KOMAN- DYTARIUSZ

Each LP company must have at least one limited partner (pol. komandytariusz).

The same entity is not allowed to be both general partner and limited partner. 

Each entity which possess legal capacity can be partner of Polish Limited Partnership. It concerns natural person, legal person, as well as other entities, which formally are not legal person, but have legal capacity. There are not any restrictions regarding foreigners. Any foreign person or company/partnership can be partner of Polish LP. It concerns also offshore companies registered in tax heavens.

Limited partners are liable for the company obligations against third parties up to the sum declared in partnership agreement (commendam sum). It is possible to totally exclude limited partners liability for the partnership obligations. The above concerns also liability for taxes and other public duties.

Limited partners, as a rule, are not entitled to manage the affairs of the partnership and represent the partnership. There are however some matters which require limited partners consent.

CONTACT FORM

I consent to the processing of my personal data to take action prior to concluding a contract and to protect the legitimate interests of the Administrator. Detailed information on the processing of personal data is available here.

PRIVACY POLICY

*}