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Contribution of a non-cash contribution (in-kind contribution) to a limited liability company (sp. z o.o.)

The share capital of a limited liability company does not have to be covered solely by cash contributions. It sometimes happens that a shareholder, instead of money, wishes to offer the company, for example, real estate, a vehicle, know-how, or the right to a trademark. Such a solution is possible, although not in every case.

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Dissolution of a limited liability company without conducting liquidation

When establishing a limited liability company (sp. z o.o.), few people think about ending its operations. Meanwhile, situations arise where, due to conflicts between shareholders or an unfavorable financial situation, the company effectively ceases to function in practice. At this point, the question usually arises: how can the company’s existence be formally terminated? Is it possible to simply remove it from the National Court Register (KRS)? Or is formal liquidation always required?

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Commission-Based Remuneration in B2B Contracts

The most common associations with the term “commission-based remuneration” are “agent” or “agency agreement.” Of course, these associations are accurate and point to one type of contract in which commission-based pay is used. However, today commission-based remuneration does not have to be so closely linked to an agency agreement. Very often it also appears, for example, in B2B contracts concluded with sales representatives or in distribution agreements.

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Employment relationship – what characterizes it?

An employment contract is one of the basic forms of employment in Poland. What distinguishes it from other “employment contracts” (e.g., commission contracts or B2B contracts) is that it is subject to the regulations contained in the Labor Code regarding the rights and obligations of the employee and the employer. So what are the characteristics of a contractual employment relationship?

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Leasing agreement and liability under statutory warranty

Leased vehicles or machines may have defects that are visible already at the commencement of their use (e.g. paint damage, damaged machine components). Defects may also become apparent during the use of a vehicle or machine. Who is liable for the detected defects and which of them may constitute grounds for the lessee to assert rights under the statutory warranty? Who should report the defect? And most importantly – who is liable for defects in the leased item: the lessor or the seller of the vehicle or machine?

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Dismissal of a liquidator in a limited liability company

One might think that a liquidator acts solely for the benefit of the company and all its shareholders, but nothing could be further from the truth. Sometimes, a liquidator is unreliable and acts solely to protect the interests of one of the shareholders. Is there a remedy for this? Fortunately, yes. The shareholders themselves can take action, and if they cannot agree among themselves, the Commercial Companies Code provides for the possibility of dismissing an unreliable liquidator through the courts.

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A common language
is a good start

Since 2016, Attorney Daria Milewska has been listed among the French-speaking lawyers at the Embassy of France in Poland, and since 2025 attorney-at-law Maria Czechowska-Kowalczyk has also been listed therein. This recognition confirms the expertise of MILEWSKA Legal in providing legal services to French-speaking clients.

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