Management board resolution changing a company's address (Poland)

Business
Record & Protocol
Poland
Polski
Print & sign
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This document is in Polish

The PDF you download is in Polish — that is the language it has to be filed in, so it is not translated. Everything on this page is here to tell you what it says.

A resolution of the management board of a Polish limited company (sp. z o.o.) moving its address within the town of its registered seat: the resolution number, company name and KRS number, the new address, the effective date, the vote and the board members' signatures. The articles name only the town, so no shareholders' meeting or notary is needed — but the change must be filed with the KRS within 7 days, and only electronically.

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Common questions

Does changing a Polish limited company's address require amending its articles?
No, if the new address is in the same town. The articles state the registered seat, meaning the town (art. 157 § 1(1) of the Commercial Companies Code), while the exact address is set by the management board. Moving the seat to another town is an amendment of the articles: it needs a shareholders' resolution recorded by a notary and takes effect only on entry in the register (art. 255).
How is a company's new address filed with the Polish KRS?
Only electronically, through the Court Registers Portal, within 7 days of the change (art. 22 of the National Court Register Act). The application is signed by those authorised to represent the company with a qualified, trusted or personal signature, and the resolution is attached as an electronic document or a scan — in which case the paper original must reach the registry court within 3 days. Court and publication fees are charged for the entry.
Who on the management board adopts the resolution changing the address?
The board as a body — a one-member board decides alone, and a multi-member board adopts the resolution by an absolute majority unless the articles or the board's rules say otherwise (art. 208 of the Commercial Companies Code). The KRS application is signed by those authorised to represent the company under the rules shown in the register.

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