Buyer's checklist

What to check before you buy a company. Ticks stay only in this browser tab and are not saved anywhere.

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1. Full KRS extractHistory of management, shareholders and capital. Free in the KRS search (eKRS).
2. National Register of Debtors (KRZ)Make sure the company is not in bankruptcy or restructuring. The KRZ search is public.
3. Tax office and ZUS clearance certificatesAsk the seller for current certificates of no arrears.
4. Financial statementsCheck filed statements in the Financial Documents Repository (RDF).
5. VAT status and bank accountCheck the company and its account on the VAT whitelist (Biała lista).
6. Articles of association and shareholdersArticles, share register or shareholder register. Are there limits on transferring shares?
7. Who can sellIs the seller a shareholder, or authorised to sell?
8. Contracts, loans, guarantees and disputesAsk for a list of the company's contracts, liabilities, guarantees and court cases.
9. Seller's warranties in the agreementWrite down what the seller guarantees, e.g. no hidden debts. For a sp. z o.o., a share sale needs notarially certified signatures.
10. Safe paymentDo not pay before the agreement is signed. Consider a notarial deposit or a bank escrow account.

This list is a guide, not legal advice. Consider a lawyer or adviser when buying.