Why Should Company Fromation in Poland ?

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05 Nov 2022

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How to begin company incorporation in Poland?

Selecting a legal form for your future Polish company is the first stage in the incorporation procedure in Poland. The LLC, or Limited Liability Company, is the undisputed favorite among investors, so making a decision is not difficult. The majority of foreign investments in Poland—nearly 94%—are made as LLCs.

The next stage is to choose the core components of your new business (name, share capital, representation rules, etc.). You can incorporate a business using our online form. You can ask our incorporation lawyers for advice if any legal counsel is necessary at this time.

The third step would be to obtain all required paperwork. choosing documents Whether you wish to: determines the requirements for company establishment.

  • invest directly (by personally becoming a shareholder of the Polish company) or indirectly (by setting up a subsidiary in Poland) (and becoming a shareholder of the Polish Company through your foreign company).
  • An attorney for business registration will identify the whole list of required documents.

Compete list of required documents shall be determined with the company registration attorney.

The fourth step — you will also need to decide whether to visit Poland to complete the company incorporation process or run the process remotely and entrust the company formation assignment to a corporate Law Firm.

Why should I register a Polish company?

Various benefits are offered by Polish law to investors who register businesses there. Different categories can be used to split incentives. Tax benefits, however, are typically the most alluring to foreign investors:

  • Low corporate tax rates (CIT) of 9% (for profits up to 2 million euros) and 0% of the tax for profit retention starting in 2022 (Estonian CIT),
  • 5% of tax on income from IP rights under the Innovation Box program,
  • Research and Development (R&D) tax relief allowing for a greater tax base deduction for qualifying costs,
  • investing in Special Economic Zones (SEZ), which offer property tax and company income tax exemptions.

Investors may also profit from the following Polish market characteristics:

  • the sixth-largest economy in the European Union,
  • steadily increasing GDP (average annual growth of 3.6% from 2009 through 2019),
  • EU's fifth-largest consumer market (38 mln Poles) ,
  • large human resources market, or population of working age (approx. 25 mln Poles),
  • a minimal unemployment rate of 3,2% in 2020,
  • A well-developed educational system with over 450 universities and 1,3 million students overall,
  • location near the EU border in Central Europe with the third-largest rail network in the EU and a well-developed network of roads.

Important registration information and benefits

Pre-registration name reservation Not required. Available names may be verified with our legal counsel
Registration time?
  • Online option – 3 – 5 days
  • Manual option – 1-3 months
Available registration methods?
  • Manual at the notary, or
  • Online via designated portal
Shareholding available to foreigners? Yes, there are no restrictions as to nationality of the shareholders
Virtual offices permitted? Yes, the company may be registered at virtual address
Local director required? No, Board of Directors may be composed entirely of non-residents
Corporate tax rates (CIT)
  • 0% – for profit retention
  • 9% – small taxpayers with income up to 2 mln EUR
  • 19% – medium and large taxpayers
Value added tax (VAT)
  • 23% – standard rate
  • 0%, 5%, 8% – preferential rates
Tax incentives
  • 5% – IP Box
  • 0 % – Estonian CIT for profit retention
  • Tax incentives in Special Economic Zones
Registration tax
  • 0,5 % on injected capital
Registration numbers
  • Compulsory: KRS, NIP, REGON
  • Optional: VAT, EU-VAT, EORI, BDO
Incorporation / constitutional documents
  • Articles of Association for LLC, or
  • Statute for JSC
Competent registration court KRS – https://ekrs.ms.gov.pl/web/wyszukiwarka-krs/strona-glowna/
Corporate bank account opening
  • Available after company registration
Electronic signature
  • Obligatory for each Director of Polish company

Which Polish company legal structure should I select?

Instead of Polish partnerships, foreigners typically select Polish corporate corporations (such as LLCs and JSC). This is primarily because partnerships have unlimited liability, but Polish corporate organizations offer the provision of liability restrictions (of shareholders or investors). As was already noted, LLCs are typically the ideal investment vehicles in Poland, but specifics of your project (such as regulatory considerations) may necessitate making a different decision. For these reasons, we have included various Polish company kinds below so that you can consider your options and make an informed choice about registering your business in Poland.

Polish Corporate Companies

  1. Polish Limited Liability Company (Sp. z .o.o)
  2. Polish Joint-stock Company (S.A)

Polish Partnerships:

  1. Polish Business Partnership (S.c.)
  2. Polish Registered Partnership (Sp.j.)
  3. Polish Limited Partnership (Sp.k.)


If you would like to set up a company in Poland or extend your business to this country, our Polish company formation experts can help you. Contact us for a personalized offer! 

 

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