Opening a company in Poland attracts more and more entrepreneurs from CIS countries due to a stable economy, predictable legal environment, and access to the European Union market. However, for such a step to be not only legal but also economically viable, it is important to understand the requirements of Polish legislation, the taxation system, available organizational and legal forms, and practical aspects of doing business in advance.
This article discusses the key stages of establishing a firm in Poland: from choosing the form of activity and preparing founding documents to registration in state registers and optimizing tax burdens. The material is aimed at entrepreneurs planning to start a business from scratch or transfer part of their operations to Poland, and will allow them to assess risks, costs, and potential benefits even before making a final decision.
When starting in Poland, it is important for an entrepreneur to align their plans with the specifics of local business forms. In practice, foreigners often choose sole proprietorship (JDG) for freelancing and small services, limited liability company. — for projects with partners and higher turnover, while limited partnership и joint-stock company is in demand for scaling and attracting capital. When choosing, it is worth considering:
| Form | Founders | Capital | Responsibility |
|---|---|---|---|
| Sole Proprietorship | 1 individual | Not required | Unlimited |
| Sp. z o.o. | 1 or more persons (including foreigners) | from 5,000 PLN | Limited by contribution |
| Limited partnership | Minimum of 2 partners | Contractual | Different for types of partners |
Both formal and practical requirements are imposed on the founders. It is necessary to confirm legal capacity and the absence of a ban on conducting business in Poland, provide valid documents (passport, if necessary - residence card or visa), as well as prepare a correctly executed charter or founding agreement. In some cases, founders may be required to provide:
First, choose the legal form and prepare the founding documents: charter, participant data, amount and structure of the share capital. At this stage, it is important to check the uniqueness of the company name, determine the types of activities according to PKD, and agree in advance on the registration address (including the possibility of using a virtual office). Then open a bank account for capital contribution, form a package of documents for KRS through the online system or a notary and submit it along with state fees. At the same time, it is worth organizing an electronic signature for the manager and accounting — without it, it will be difficult to fully interact with government agencies and submit reports.
| Stage | Key risk | Recommendation |
|---|---|---|
| Preparation of the charter | Unclear distribution of shares and powers | Specify exit and voting mechanisms |
| Choice of address | Refusal of registration due to a formal address | Conclude a lease agreement or virtual office |
| Taxes and ZUS | Fines for delays and incorrect regime | Consultation with a local accountant |
When choosing a business form, the taxation format becomes key: for small projects, it is often beneficial linear PIT 19% (for jednoosoba działalność gospodarcza), which simplifies expense planning but deprives some benefits. The tax on the scale 12%/32%, remains more flexible, allowing for increased tax-free amount and joint declaration with a spouse. For companies of the type LLC. relevant CIT 9% or 19% depending on turnover, as well as tax deferral mechanisms in case of non-payment of dividends. It is important to consider mandatory ZUS contributions, the possibility of applying IP Box, and benefits for research and IT projects.
Legal optimization tools are based on the correct cost structure and reasonable division of activities. In practice, this may include:
| Form | Tax rate | Suitable for |
|---|---|---|
| PIT scale | 12% / 32% | Starting freelancers and microbusinesses |
| PIT 19% | Fix 19% | Specialists with high service margins |
| CIT (sp. z o.o.) | 9% / 19% | Projects with partners and investment growth |
To open an account, an entrepreneur should prepare a package of documents in advance: founding documents, an extract from KRS or CEIDG, a passport/residence card, as well as a brief description of activities and expected turnover. It is useful to compare the tariffs and requirements of different banks in advance, using a short meeting with a manager or an online consultation. Pay attention to the availability of internet banking in Russian or English, the possibility of integration with accounting programs, and the convenience of working with foreign currency accounts. It is recommended to create a small checklist and agree on it with the accountant to establish correct accounting of expenses and income, including separate accounting of VAT, travel, and representation costs.
| Element | What to pay attention to |
|---|---|
| Bank | Tariffs, fees, support for foreign clients |
| Account | PLN + currency, limits, and online access |
| Accountant | Experience with foreigners, language of communication, licenses |
| Service contract | Price, area of responsibility, SLA for responses |
In conclusion, it should be noted that opening a company in Poland, with proper preparation and reliance on current legislation, can become a sustainable and profitable project. A consistent approach to choosing the organizational and legal form, a correct assessment of tax consequences, and adherence to registration procedures allow for minimizing risks and optimizing costs at the initial stage.
The use of professional legal and accounting support, as well as preliminary market analysis and requirements for conducting activities in a specific industry, significantly increases the chances of successful implementation of a business idea. At the same time, a key factor remains the systematic compliance with local regulations and timely adaptation to changes in the legal environment.
By adhering to these principles, an entrepreneur gains the opportunity not only to legally establish themselves in the Polish market but also to build a foundation for the long-term development of their company.