Alternative investment company (ASI) in Poland - Practical Guide

Updated: 28.04.2025

From a practical standpoint, the purpose of forming an ASI is to raise funds from multiple entities and invest them to increase capital. An investor transfers funds to an ASI for this purpose, in order to obtain a higher return than if he invested his funds individually. ASI charges fees for managing the funds. Thus, an ASI is a simplified form of investment funds.

The article describes the most important information on the operation of alternative investment companies (ASI). From this study you will learn:

• What ASI is,
• What types of ASIs you can choose,
• What are the responsibilities of ASI managers,
• How to register ASI,
• What are the stages of registration,
• What documents should be attached to the application,
• ASI information summary,
• sample questions.

What is ASI?

An ASI is a mutual investment institution regulated by the Law on Investment Funds and Management of Alternative Investment Funds.

ASI can operate in both forms:

• capital companies (limited liability company, joint-stock company, European company)-then it is internally managed or
• partnerships (either a limited partnership or a limited joint-stock partnership), with the proviso that it is externally managed, i.e. the partnership is managed by its general partner – which is a corporation.

Equity partnerships allow ASIs to be limited to one company, while partnerships involve two companies – the ASI and the ASI manager.

Types of ASI

Distinctions:

1. ASI operating on the basis of registration in the register of entities managing ASI (so-called „registered ASI”) and
2. ASI operating on the basis of a permit issued by the FSC (so-called „licensed ASI”).

There are currently 399 entities listed in the register of ASI managers.

The main criterion distinguishing ASIs is the size of the managed investment portfolio. The sum of the value of investment portfolios cannot exceed for a registered ASI:

• 100,000,000 euros or
• 500,000,000 euros if the ASI manages only companies that do not use AIF leverage and in which shares can be repurchased after at least 5 years after acquisition.

An ASI operating on a portfolio exceeding the above amounts (and meeting the other requirements) must obtain an ASI management permit. The authorization is issued by the Komisja Nadzoru Finansowego („KNF”).

Responsibilities of the entity managing the ASI

At a minimum, the duties of an ASI management entity focus on managing that company’s investment portfolio and risks. This means that the managing entity has particularly important orders related to its operation concerning, among other things:

• Submission of quarterly reports on monitoring the total value of assets included in investment portfolios and annual reports on other economic indicators,
• to provide explanations in the course of ongoing operations requested by the KNF,
• informing the KNF of a change of address, registered office or termination of ASI activities.

What are the benefits of ASI

ASI’s most significant advantages:

• An uncomplicated process for obtaining registration in the register of ASI management entities,
• Relatively few corporate and reporting obligations imposed on ASI managers (with respect to a „registered ASI,” i.e., one entered in the registry),
• a wide variety of investment portfolios, from real estate, stocks, shares, financial instruments to NFTs. Upon separate authorization, ASI can also invest in hedge funds,
• In general, ASIs allow investors access to investments and the various stages of the investment process.

What does ASI registration look like?

Registration depends on whether one wants to set up a registered ASI, requiring only an entry in the register of ASI managers, or a second, more complicated form of ASI requiring a permit from the KNF for the ASI manager to perform its activities. In addition, it is worth considering whether the ASI is to be internally or externally managed.

In the case of an internally managed ASI, it is sufficient to bind the company’s agreement, which should include general provisions on the ASI’s investment policy and strategy, and then submit an application for registration in the register of ASI management entities with the remaining attachments or an application for a license.

In contrast, in the case of an externally managed company, if a limited partnership is to become the general partner of another limited partnership (i.e. is to become the managing entity), it must first be incorporated and then registered with the Krajowy Rejestr Sądowy. Subsequently, the ASI’s investment policy and strategy must be established, and a limited partnership or limited joint-stock partnership must be established, of which the previously registered capital company is to be the general partner and at the same time the managing entity of the ASI.

The next stage, common to both types of procedures, will consist of verification of the submitted application and attachments. The KNF may request at this stage to supplement any deficiencies or call for clarification of submitted documents.

At the final stage, the KNF issues an administrative decision on:

• entry in the registry or refuses to make an entry with reasons for the decision,
• to grant permission for the ASI manager to carry out its activities or to refuse to grant permission.

Practice shows that entrepreneurs rarely apply for the described permit. According to data published by the KNF, only 2 entrepreneurs have a permit for an ASI manager.

What documents should be submitted with the application?

When applying for a permit for an ASI manager, the main thing to be submitted with the application for registration is:

1. Articles of Association or Articles of Incorporation;
2. excerpt from the register of entrepreneurs
3. information on parent companies and subsidiaries of shareholders holding at least 10% of the total number of votes at the general meeting
4. Economic and financial analysis of the possibility of conducting business for a period of one year;
5. description of remuneration policy,
6. activity plan including:

• indication of the scope of activities that the applicant intends to perform,
• a diagram and a description of the organization of the enterprise, indicating the addresses of the headquarters and branches, if it is planned to open them,
• A description of how to carry out activities related to the management of alternative investment companies, concerning in particular the equity of the ASI manager.

In contrast, when applying for registration in the register of ASI managers, far fewer documents must be submitted, the most relevant of which are:

1. Articles of Association or Articles of Incorporation;
2. The charter or agreement of the alternative investment company that the applicant intends to manage;
3. A copy of the register of entrepreneurs – in the case of a capital company,;
4. personal data of members of the applicant’s board of directors or supervisory board, as well as other persons who are responsible for or direct the applicant’s activities, along with a copy of information from the National Criminal Register;
5. description of alternative investment companies with an indication of the names of those companies that the applicant intends to manage, including:

• the planned total value of assets included in the investment portfolios of these companies,
• A description of the investment policy and investment strategy of each of these companies;
• ASI manager’s registered office address;
• information about the investors of the alternative investment company, the value of the contributions they made, the origin of the funds for the contributions, as well as conducting verification of these persons as professional clients.

Basic information about ASI:

FAQ – Alternative Investment Company (ASI) in Poland