How a Ukrainian can legally and quickly open a business in Poland

Opening a company in Poland has become one of the most sought-after options for Ukrainian citizens planning to establish themselves in the European market, optimize taxation, and ensure legal residence in the EU. Poland offers relatively clear rules for doing business, a developed infrastructure, and a mentally close business environment. At the same time, the procedure for registering a company, despite its apparent simplicity, contains a number of legal and organizational nuances, ignorance of which can lead to delays, additional costs, or refusal of registration.

This article discusses the key legal grounds, available organizational and legal forms, the sequence of actions when opening a company, as well as practical recommendations that allow Ukrainians to legally and quickly start entrepreneurial activities in Poland. The material is aimed at those who plan to conduct real business, rather than using the company merely as a formal tool for residence, and seeks to minimize risks at the launch stage.

Choosing the optimal organizational and legal form for Ukrainian entrepreneurs in Poland

At the start, it is important to determine whether you plan to work alone or with partners, as well as what level of responsibility and taxation is acceptable for you. For small projects with minimal risks, it is often chosen sole proprietorship (SP) — the equivalent of an individual entrepreneur, which allows for a quick start of activities and the use of simplified accounting. However, when scaling the business and attracting investments, a more suitable option becomes limited liability company (LLC), which provides limited personal liability and a more professional image in the eyes of counterparties and banks.

When choosing a structure, it is worth considering not only taxes but also the immigration status of the founder, the possibility of employment under a work visa or residence permit, as well as plans to enter European markets. For convenience of comparison, one can focus on the following criteria:

• Level of personal liability — whether you bear risks with all personal property or only with your capital contribution.
• Tax burden — tax rate, ZUS contributions, access to benefits and deductions.
• Requirements for authorized capital — whether a starting amount is needed and in what size.
• Image and trust — how the form is perceived by banks, investors, and corporate clients.

Step-by-step algorithm for registering a company in Poland for citizens of Ukraine

First, decide on the form of activity and prepare the documents. For most citizens of Ukraine, the optimal choice will be sp. z o.o. — it does not require the personal presence of all founders during remote registration and limits financial liability. At this stage, it is important to: check the uniqueness of the name in the KRS register, determine the legal address (including a virtual office is possible), form the charter (you can use a standard template, but it is better to adapt it to the actual agreements between the participants). Prepare copies of the founders' passports, proof of rights to the address, as well as data for appointing a director (management body).

• Choice of form (business activity / sp. z o.o. / simple partnership)
• Preparation of the charter and share structure
• Legal address (office, coworking, virtual address)
• Collection of documents of founders and the director
• Definition of types of activities (PKD codes)

Then proceed to registration in registers and tax authorities. After signing the articles electronically or with a notary, submit the application to KRS via the S24 system or traditionally through the court. After being entered into the register, the company receives a KRS number, and then automatically assigned NIP и REGON. At the final stage, open a bank account in Poland, submit the VAT-R form for VAT payer registration if necessary, choose a tax system, and notify ZUS about hiring employees or self-insurance. Only after this can contracts be officially concluded, invoices issued, and operational activities conducted.

Documents, permits, and typical legal risks when opening a business by a Ukrainian in Poland

To register a business, a Ukrainian will need a basic package of documents: a valid foreign passport, proof of legal stay in Poland (visa, residence card, PESEL UKR), as well as a Polish address for correspondence. Depending on the form of activity, additional papers may be required: founding agreement (for sp. z o.o.), application to KRS or CEIDG, signature samples, as well as information about beneficiaries for inclusion in the UBO register. Mandatory steps also include registration with ZUS (insurance), selection of PKD codes, and registration with the tax office. Special permits and licenses will be required for certain industries:

• Trade in alcohol and tobacco – local permits from the commune;
• Transport services – carrier license, permits for international transport;
• Financial and insurance services – supervision by KNF, additional capital requirements;
• Medicine, education, security – specific industry permits and registration in relevant registers.

Typical legal risks are associated with the incorrect choice of business form and tax regime, violation of labor legislation, as well as misunderstanding of local norms regarding personal data protection and rental of premises. The following points are particularly sensitive for foreigners:

• Errors in the charter or contract, that limit the rights of partners or complicate exiting the business;
• Unofficial employment relationships and “gray” payments, fraught with PIP inspections and high fines;
• Violation of RODO (GDPR) when working with customer databases and online sales;
• Ignoring local permits (sanitary, fire, construction), especially when opening a café, salon, or warehouse;
• Lack of bilingual contracts with Polish partners and landlords, which complicates the protection of entrepreneurs' rights in case of disputes.

Tax regimes in Poland and practical recommendations for minimizing expenses for Ukrainian business owners

There are several key taxation options for small and medium-sized businesses in Poland, and it is important for Ukrainian owners not only to choose a form of activity (for example, LLC. or individual entrepreneurship) but also to immediately plan a tax model. The most popular are: the general system (CIT/PIT with a progressive rate and the possibility of accounting for almost all documented expenses), a flat tax (suitable for low-cost services) and the simplified IP Box or Estonian CIT for IT and companies that reinvest profits in development. For clarity, it is convenient to compare options:

To minimize the overall tax burden and not violate the requirements of Polish and Ukrainian legislation, it is advisable to structure expenses and cash flows in advance:

• Legally transfer some functions to Poland — office rental, outsourcing, marketing, IT support, so that these expenses reduce the taxable base.
• Use B2B contracts with Ukrainian specialists, but monitor the reality of services and the adequacy of prices to avoid reclassifying relationships as employment.
• Plan dividend payments taking into account the double taxation avoidance agreements between Poland and Ukraine and possible withholding at source.
• Analyze VAT separately: registration threshold, intra-European services/supplies, OSS/MOSS for e-commerce, to avoid overpaying tax and risking fines.
• Document transactions — properly executed contracts, acts, and invoices will protect your expenses during any audit.

Let's make key conclusions

In summary, opening a company in Poland for Ukrainian citizens is a realistic process provided that thorough preparation and compliance with all legal requirements are observed. A clear understanding of available legal forms, requirements for founding documents, tax regimes, and residence permits allows for significantly reducing registration times and minimizing risks.

By rationally approaching the choice of organizational and legal form, place of registration, banking partner, and consultants, an entrepreneur gains the opportunity not only to quickly start operations but also to build a sustainable business model in the Polish market. In case of doubts, it makes sense to consult with specialized lawyers and accountants to adapt general rules to the specific situation and act strictly within the framework of Polish legislation.