A simple joint-stock company was introduced by the Act of 19 July 2019 amending the Act – Code of Commercial Companies and certain other acts (Journal of Laws 2019 item 1655), which in this respect will probably enter into force on 1 July 2021.

It is true that simple joint-stock company (hereinafter: P.S.A.) was designed with start-ups in the field of new technologies in mind, but also under conditions of market uncertainty. P.S.A. it is attractive for such entrepreneurs as long as they are interested in obtaining capital in private trade. It is not possible for P.S.A. capital on an organized capital market, but then, in the event of development of P.S.A., it can be transformed into another company, e.g. a joint-stock company.

For start-ups, however, the features of P.S.A. such as: flexible capital structure based on share capital and shares without par value, the possibility of contributions in the form of work or services by innovators, and a wide range of freedom in shaping mutual relations between shareholders are desired.

These amenities are also attractive to entrepreneurs from other sectors. P.S.A. will be an attractive legal form for entrepreneurs for whom the following assumptions are valuable:

  1. fast electronic registration within 24 hours using the form and the use of electronic means in the functioning of the company,
  2. possible quick and uncomplicated liquidation of the company in the event of failure of the undertaking or transformation into another capital company,
  3. introduction of solutions enabling the introduction of work and services to the company without complicated and costly valuations at the stage of starting a business by innovators,
  4. withdrawal from the institution of share capital in favor of share capital with a minimum value of PLN 1, as well as resignation from the nominal nature of shares (separation of shares and the resulting corporate rights from capital),
  5. the possibility of flexible shaping of the company’s property structure based on shares without par value and considerable freedom of payments from the share capital – no binding of funds corresponding to the share capital in the form of share capital,
  6. an effective mechanism for the protection of creditors based on the prohibition of providing benefits to shareholders that would threaten the company’s solvency and the obligation to save (8% write-off from the profit for the year to share capital),
  7. simplification of the company’s operations, incl. by introducing a simplified dematerialisation of shares in the register and extensive use of electronic communication means in decision-making processes,
  8. leaving the founders a significant freedom with regard to the company’s bodies – introducing an alternative management and supervision model, concentrated in one body (board of directors), streamlining decision-making processes in the company.

P.S.A. meets the expectations of entrepreneurs from various industries, which can be used much more universal than the original dedication to innovative start-ups.