Fiduciary / Nominee services for Polish companies
When registering your new company you may require the services of a nominee shareholder or director for various reasons.
Each company in Poland must have at least one company director. From an operational point of view, it often makes sense for at least one director of a Polish company to be in Poland. The requirements in respect to shareholders and directors of a Ltd. company in Poland are as follows:
- Directors – only one director of any nationality, is required;
- Shareholders – only one shareholder of any nationality, is required;
- Shareholders – may be individuals or corporate bodies.
In all cases, our nominee services will be tailored to suit our customer’s specific needs. We guarantee compliance with local legal requirements along with flexibility and control over operating entities, assets and transactions.
You can use an individual or use one of our ‘in house’ companies to act as a ‘nominee shareholder’. We will prepare a declaration of trust in favour of the beneficial owner. This declaration is signed by us, so that any time in the future when you want the shares to be transferred out of the name of the nominee shareholder, the transfer can be executed immediately. Any dividends remain the ownership of the beneficial owner and your ownership remains safe. This service is most often required by shareholders who are not in the country, but need to be represented at various meetings or negotiations.
Our nominee directorship services provide a customer’s company with management or supervisory board member(s), commercial proxies or other attorneys to represent the company’s matters on a daily basis.
This solution can be especially useful for investors or fund managers who need to manage assets without a physical presence in Poland, or in cases when it would be uneconomical to recruit and employ management staff to close one-off transaction.
Also our customers may require such services if they do not have any local representative or employees, but wish to ensure an efficient and organised management of the company’s affairs. This also minimises the management costs of running the company, as well as operational risks since appointing a getsix® nominee director allows the client to benefit from his/her knowledge of the local legal and business environment.
getsix® nominee directors are experienced individuals with a proven track record of managing the statutory matters of companies. Our nominee directors are constantly supported by our qualified corporate secretarial & accounting/tax advising staff. The appointee always acts in accordance with the client’s instructions, as well as with the applicable laws and in the best interest of the company.
The scope of that person’s authority can be clearly set. For example, the nominee may be authorised only to sign certain formal documents or to deal with local payments only up to a certain amount.
However, the director is ultimately responsible for the legal obligations and the running of the company, we must be absolutely certain when we take up a nominee directorship that the company is being incorporated and run legally and professionally.
A person or a body corporate appointed to act as a nominee director owes a fiduciary duty to the company, even though their appointment is as a nominee only. A directors’ duties and responsibilities are clearly defined in the respective Polish law, failure to comply with these duties and responsibilities can lead to the disqualification of a director.
Due to the demanding position of acting as a director, we must be selective when offering this service and we review each case separately. A deed of indemnity must be completed providing full details of the shadow director and compliance with our terms and conditions must be strictly adhered to.
NOTE: We only offer the fiduciary services (nominee shareholder and/or nominee director) for companies in cases getsix® is also providing the accounting services for.
If you are interested in purchasing a Polish shelf-company please feel free to contact us. We will send you an ‘individual offer’ with detailed information concerning company formation in Poland.