Quicker registration of partnerships and companies as from December 1, 2014?

As from December 1, 2014, amendments will enter into force, which will ultimately facilitate and accelerate the registration process in the National Court Register (KRS). The amendments introduced by the act of June 26, 2014 on amending the National Court Register act and certain other acts (Dz.U. [Journal of Laws] from 2014, item 1161) will concern not only the registration of partnerships and companies, but also other entities subject to entry into the National Court Register, and will come into force at the beginning of December 2014. The legislator intends to reduce the number of formalities encountered during the registration proceedings.

Partnerships and companies will be submitting relevant KRS forms and documents necessary for registration. By integrating the ICT system of the National Court Register with the REGON and CRP-KEP registers, upon his/her decision to make an entry into the National Court Register (KRS), the applicant will receive a certificate of assignment of the NIP No. (Tax Identification Number) and the REGON No. (National Business Registry Number). Moreover, entrepreneurs will be exempted from the obligation to file the ZUS ZPA form with the Social Insurance Institution (ZUS) – the registry court will “relieve” them of this obligation by sending an appropriate declaration.

The entry of NIP and REGON Numbers also entails their automatic inclusion in the National Court Register (KRS) upon transfer from the CRP-KEP and from the National Official Registry of National Economy Entities. The entry of NIP and REGON Numbers into the National Court Register is subject to neither a court fee nor publication in the Court and Economic Monitor (Monitor Sądowy i Gospodarczy).

Within 21 days of registration with the National Court Register, the registered entities will have to file the so‑called supplementary declaration with the Polish Tax Office (US) and with the Central Statistical Office of Poland (GUS).  This declaration requires the provision of the following information:

• for the Central Statistical Office of Poland: anticipated number of persons working, nature of ownership based on the percentage share of the ownership in the overall equity value, total area of farms and agricultural land, prevailing type of statutory activities for entities subject to registration in the register of associations, other social and professional organisations, foundations and public healthcare facilities, as well as contact data: telephone and fax no., e-mail address and website (if any);
• for the Tax Office: abbreviated name (business name), a list of bank accounts, addresses of places of business, address of the place where accounting records are kept, contact data, in the case of commercial partnerships and entities subject to registration in the register of entrepreneurs on principles laid down for partnerships – data of the individual partners, including their Tax Identification Numbers.

Up to 10 codes from the PKD code list according to the Polish Classification of Activities (PKD).

The entities applying for entry into the National Court Register will be able to indicate up to 10 PKD codes in their declaration, including one main activity at the subclass level. The foregoing means that the quantitative limitation of the PKD codes to be entered into the declaration only refers to the information reported to the registry court. In no way does this limitation refer to the provisions of the articles of association (memorandum of association), which – as a rule – may include any number of PKD codes.