Historical note

JDG in Ltd.

A group parent (JDG) in a limited liability company (Ltd.) is an entity that has control over other companies, called subsidiaries (JZ). The JDG has an overarching function in the group, managing and controlling the activities of the JZs, which together form the so-called group of companies.

Key aspects of a JDG in a limited company:
1. definition and role

Parent company: A limited liability company that holds, directly or indirectly (through other entities), a sufficient number of votes at the general meeting of shareholders or other decision-making body of JZ to exercise control over it.
Role of the JDG: The JDG strategically manages the entire group, makes key decisions and coordinates the activities of its subsidiaries. It can influence the JDG's policy, strategy and day-to-day operations.

2. control of subsidiaries

Voting rights: The JDG usually holds a majority of voting rights in the JZ, which allows it to elect management or supervisory board members, approve strategy and make other key decisions.
Operational control: the JDG can set targets, control capital flow, manage risks and coordinate operational activities in the JZ.

3 Group formation

Structure: the Group consists of the JDG and its subsidiaries, which may be different subsidiaries with separate legal personality but under the control of the JDG.
Functions: A group of companies can pursue a consolidated market strategy, make joint investments and manage shared resources.

4 Obligations and regulations

Consolidated reporting: the JDG is often required to prepare consolidated financial statements that include the financial results of the entire group.
Legislation: In Poland, the regulation of JDGs and capital groups is determined by the Commercial Companies Code and other accounting and financial reporting regulations.

5 The benefits of a JDG

Management efficiency: Facilitates multi-unit management by centralising strategic decisions.
Better use of resources: Ability to optimise the use of resources and realise synergies between subsidiaries.
Access to capital: Easier access to finance, e.g. through consolidation of financial results.

Responsible team

Marcin Wynimko

Advocate

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