How to open a company in Poland? Register a company step by step.

Company registration step by step

Are you planning to start a business in Poland, but don't know where to start? Foreign investors have several types of companies or a branch of their company can be established in Poland. See how easy it is to open a business in Poland using the example of a Polish limited liability company, which is the most popular choice among investors.

Why you should open a company in Poland? Advantages of doing business in Poland

Opening a company in Poland offers a myriad of advantages, making it an attractive destination for entrepreneurs looking to establish their business ventures. Here are some key benefits:

Strategic Location: Situated at the crossroads of Eastern and Western Europe, Poland serves as a gateway to both markets. Its central location within the European Union provides easy access to over 500 million consumers, making it an ideal hub for businesses looking to expand their reach across the continent.
Growing Economy: Poland boasts one of the fastest-growing economies in the EU. With a stable GDP growth rate and a large domestic market, the country presents ample opportunities for business growth and investment. Additionally, Poland has weathered global economic downturns relatively well, thanks to its resilient economic policies.
Skilled Workforce: Poland is home to a highly educated and skilled workforce. Its universities and technical schools produce a steady stream of talented professionals across various fields, including IT, engineering, and finance. Employing skilled local talent can enhance productivity and innovation within your company.
Favorable Business Environment: The Polish government has implemented numerous reforms to improve the business environment, including streamlining administrative procedures, reducing bureaucracy, and offering incentives for foreign investors. The ease of doing business in Poland is further bolstered by its transparent legal system and strong protection of property rights.
Access to EU Funding: As a member of the European Union, Poland benefits from access to various EU funding programs and grants aimed at supporting business development, innovation, and infrastructure projects. These funds can provide valuable financial assistance to companies looking to expand or undertake research and development activities.
Cost-Effective Operations: Compared to many other EU countries, Poland offers a competitive cost structure for businesses. Lower labor costs, affordable real estate prices, and relatively low taxes contribute to a favorable cost environment, allowing companies to achieve cost savings without compromising on quality.
Infrastructure Development: Poland has made significant investments in infrastructure development in recent years, including transportation networks, telecommunications, and energy systems. These improvements enhance connectivity within the country and facilitate logistics and distribution for businesses operating in Poland.
Dynamic Entrepreneurial Ecosystem: Poland has a vibrant entrepreneurial ecosystem, with thriving startup communities in cities like Warsaw, Krakow, and Wroclaw. Networking opportunities, incubators, accelerators, and co-working spaces abound, providing valuable support and resources for startups and small businesses.
Cultural and Linguistic Affinity: For companies targeting markets in Central and Eastern Europe, Poland offers cultural and linguistic affinity that can facilitate business operations and market penetration. Shared cultural norms, language similarities, and historical ties can simplify communication and foster stronger relationships with clients and partners in the region.
Quality of Life: Beyond its business advantages, Poland offers a high quality of life for residents and expatriates alike. With affordable healthcare, well-developed education systems, vibrant cultural scenes, and a rich history, Poland provides an attractive living environment for employees and their families.

Set up a company in Poland provides a wealth of opportunities for entrepreneurs seeking a strategic location, a skilled workforce, a favorable business environment, and access to EU markets and funding. With its dynamic economy, supportive government policies, and growing entrepreneurial ecosystem, Poland emerges as a compelling destination for business growth and investment in Europe.

Type of business activities and company type in Poland

What kind of company in Poland can you open? You can do business in Poland in various forms:

one-person business activity,
civil law partnership,
partnerships: general partnership, professional partnership, limited partnership, partnership limited by shares or
companies: a limited liability company, a joint-stock company and a simple joint stock company.

The biggest difference between partnerships and companies is the issue of liability for the company's obligations. In partnerships, as a rule, partners are liable for obligations with all their assets, while in companies this liability is limited. It is for this reason that companies are the most common choice, especially the limited liability company (LTD), which does not require much paperwork to set up. Details about each company can be found here.

Company incorporation in Poland

Before describing the procedure for company formation in Poland let's start with a brief overview of the LTD company in Poland. The minimum share capital of this company is 5000 PLN. The company must have at least one shareholder and one board member, which can be the same person. However, for fiscal and formal reasons, we recommend that there should be at least two shareholders. In a situation where a limited liability company has only one shareholder who is also the sole member of the board - legal transactions between this shareholder and the company he represents are required in the form of a notarial deed. That kind of business form has a legal personality and also full rights and obligations separate to those of its shareholders. Importantly, a foreign entrepreneur who is a citizen of a member state of the European Union or EEA is entitled to hold shares and sit on the board of directors of an LTD company. He does not need to obtain any approval from a Polish authority to do so. Citizens of other countries can also operate in the form of a limited liability company in Poland.

The company name consists of the name given by its founder and the full or abbreviated form of the company, e.g. ABC spółka z ograniczoną odpowiedzialnością, ABC spółka z o.o. or ABC sp. z o.o. The company must have its headquarters in one of the Polish localities and an address in that locality.

Company registration in Poland

Registering a business in a form of LTD company can be concluded in two ways: online or before a Polish notary public. Entering into a company online is much faster and cheaper, but limits the provisions of the contract to those basic ones indicated by the system, and requires having a PESEL number to be able to sign the company's documents in the system. Of course, foreigners have the right to apply for a PESEL number, so it is not unenforceable. The conclusion of the articles of association before a notary requires the presence in Poland or the appointment of an attorney. The power of attorney and a sworn translation into Polish should be provided with an apostille clause.

Register a company in Poland

After concluding the articles of association, the shareholders should elect the members of the board of directors and register the company with the National Court Register. The application must be accompanied by the relevant documents and payment of the entry fee. When setting up a company online, the application is paid immediately through the system. Once the application for registration is submitted, the company is also automatically assigned a Tax ID number and a REGON number.

Set up a company - what next?

Once you register company and have a tax ID number, you can open a bank account for your company. Also, you should:

report supplementary data to the relevant tax authority regarding, among other things, the number of bank accounts, the number of employees or the place where the books of account are kept,
report the company to the Central Register of Beneficial Owners.

Limited liability companies are obliged to keep full accounting and submit annual financial reports.

Social Insurance

In the case of a one-person limited liability company in which the sole shareholder is an individual, the company will have to pay social security contributions. These contributions will also be paid on each person employed in the company under a contract of employment or contract of mandate.

Tax in Poland

LTD company is subject to double taxation. First, the company pays Corporate Income Tax (CIT) at 19% or 9% (a reduced rate for small businesses). The income is then taxed at the shareholder level in the case of dividend distributions, which are taxed at a flat rate of 19%.

Company formation by our Law Firm

Lawyer's support in establishing an LTD company in Poland is indispensable. From navigating complex legal requirements to ensuring compliance, managing risks, and protecting your interests, our expertise and guidance are instrumental in laying a solid legal foundation for your business venture.

If you are interested in opening a company in Poland, do not hesitate and contact us: kontakt@jasion.pl or you can use our contact form.

Open a company in Poland