A shelf company (ready made company) is a company which was preregistered and prepared to be sold. Such company obtains the most common registrations required to start business activity (company registration number, tax number, VAT number, EU VAT number). Shelf companies are usually registered by law firms, corporate service providers and other professionals. Shelf companies are created by using a standard template. Ready made companies are keept dormant until they are acquired by clients. They do not conduct any business activity, have no debts.
Choosing ready made company instead of incorporating new company may be an efficient solution for clients who would like to start business activity immediately and are not willing to wait until formation process is completed.
Company formation and VAT registration process in Poland make take considerable amount of time. Therefore, ready made (shelf) LLC may be an effective solution for foreigners interested in instant starting a business activity in Poland. Despite saving time, using shelf company in Poland helps to avoid some difficulties which are normally faced by foreigners starting business in Poland, such as for example detailed preliminary company verification during VAT registration process.
Information regarding limited liability company in Poland can be found in our knowledge base:
Polish ready made limited liability company is an entity which already exist and has basic registration numbers required by Polish law: KRS, NIP, REGON. Some ready made companies have also VAT and VAT EU number, EORI number. bank accounts. Because limited liability company in Poland is a legal person, all these registrations remains the same, even if control over the company is transferred to other person than initial company founder. Buying a ready made company in Poland is in fact change of company shareholder and management board.
First step of shelf company acquisition in Poland is signing a share purchase agreement, under which a client(-s) buys 100% shares in the company share capital and become its shareholder. Share purchase agreement in Polish ready made company must be signed in writing with notarial signature verification to be valid. Signature verification may be done not only by Polish notaries. Certification made before foreign notaries are also accepted.
After that, the client may adjust the company to his or her needs: change company management board, company name, object etc. Some of these changes require signing a notarial deed (for example change company name) and some can be done upon ordinary writing resolution (for example change of company management board).
When all changes in company structure are done, they must be approved by Polish company court and entered into the Polish register of companies (official name is The Register of Entrepreneurs of National Court Register).
Both purchase of shares in shelf company and changing company data can be done within one business day.
After court registration is completed, it is necessary to update company data in tax office by sending special forms.
The biggest advantage of using ready made LLC in Poland is possibility to start business activity from the day of company acquisition. Change of shareholder and director (management board) is effecting from the date of signing documents required for this purpose. While company court approval and entrance into the register of companies is required, it has only declarative character. It means that a client purchasing ready made company becomes its shareholder and director from the day of signing initial agreements and resolutions and from this date is authorised do conduct business on behalf of the company.
Registration proceedings in company court usually takes about 3-4 weeks.
LF LEGAL offers Polish shelf companies for sale. We have in our offer ready made limited liability companies, limited partnerships and joint stock companies in Poland. Our clients may choose companies with different features, such as: