dr Kinga Ziemnicka | In Principle

The process leading up to payment of dividends by a company, although highly formalised, is familiar to the players and should not present great difficulties. But it nonetheless requires vigilance, because failure to comply with the statutory requirements can have serious consequences, particularly as it is easy to fall afoul of the changing regulations.

The Court of Justice has ruled that under the EU principle of freedom of establishment, transfer of the registered office of a Polish company abroad within the European Economic Area cannot be conditioned on conducting liquidation of the company in Poland.

Payment of an advance against anticipated dividends is attractive for shareholders but carries a major risk, particularly for the company. At the end of the financial year it may turn out that there is no basis for paying a dividend. Then can the company require the shareholders to return the advance?

With economic globalisation, foreign investors often decide to pay capital contributions to Polish companies in foreign currencies. This raises the question of how to convert these amounts into Polish currency.

As a taxpayer, a business remains liable for tax obligations even when it hires an external professional service company to maintain its accounting books.

A company may enter into a preliminary agreement to buy or sell real estate without obtaining shareholder approval, but the lack of a shareholder resolution will prevent the parties from seeking a court order enforcing the promise to go through with the t

It is now possible for a person conducting business as an individual to convert the business into a single-shareholder company, carrying over most elements of the existing business—except tax breaks.

Under recently amended provisions of the Polish Accountancy Act, authorised entities outside Poland may maintain and store accounts of Polish companies—but only in compliance with Polish accounting requirements.