HOW TO SET UP YOUR BUSINESS IN POLANDwww.lawyerspoland.eu

TYPES OF LEGAL ENTITIES THAT

CAN BE REGISTERED IN POLAND

Limited Liability Company in Poland (Spółka Z.O.O.)

This type of company is founded by at least one member with a minimum share capital of 5000 PLN.

Advantages: -limited liability of its members, -the accessible minimum share capital-the entity it can start concluding contracts or perform other commercial actions, even before registration.

The shares of such company cannot be freely traded on the market

It is mandatory to have a board of directors only if the company has a minimum capital of 500000 PLN

A joint stock company is also called a public limited liability company. The

minimum share capital is 100000 PLN.

This is the main form of company chosen by large businesses mostly

because of the high minimum share capital requested at registration and

the high credibility granted to this particular type of business.

The capital is divided into shares which can be traded on the market. The

management of such company is assured by the general meeting of the

shareholders, the supervisory board and the management board.

Joint Stock Company (Spólkaakcyjna)

This type of partnership is formed by:

-at least one general partner with full liability for the entity’s actions

-at least one silent partner that will participate with capital but will have no

decisional power; his liability will be limited according to his investment.

Taxes are paid by each of the individuals or organizational units that form

the partnership in Poland.

Polish Limited Partnership (Spólkakomandytowa)

This type of structure is rather simple, this is why it is usually dedicated to

small businesses in Poland.

The civil partnership is formed by at least two members with common goals

in terms of business activity.

The structure has no legal personality and it is not registered at the

National Court Registry.

Polish Civil Partnership (Spólkacywilna)

This type of partnership is best suited for large size businesses.

Is formed by members called general members who share the same liability

and have the same rights.

The partners involved have to register with the Business Activity Register in

order for the partnership to acquire legal personality.

The deed of association has to be completed in Polish and must be

submitted with the National Court Register so that the company will

become fully functional.

Polish Registered Partnership (Spólkajawna)

This type of partnership is a hybrid between a partnership and a joint stock

company.

It is formed by at least one general partner and one silent partner. If the

number of 25 members is exceeded then a supervisory board must be

appointed.

It is dedicated to large-sized businesses.

Requires a minimum share capital of 50,000 PLN.

Polish Limited Joint-Stock Partnership (Spólkakomandytowo-akcyjna)

This is the simplest type of company that can be opened in Poland.

There is no minimum capital required.

There is no legal distinction between the owner and the business.

However, the founder must be registered for paying taxes in Poland.

Polish Sole Proprietorship (Jednoosobowa działalność gospodarcza)

This type of partnership is established between partners that share the

same profession.

All founders must be qualified in the chosen profession. It has the same

legal capacity as the Registered Partnership.

Every partner has to pay taxes separately and is liable for the obligations of

the partnership.

Polish Professional Partnership (Spólka partnerska)

STEPS FOR OPENING

A COMPANY IN POLAND

The incorporation of a legal entity in Poland consists in 6 steps, which are

usually completed in one month.

1. The incorporating documents, the articles of association or the deed of

association must be notarized.

2. A bank account must be opened and the minimum share capital has to be

deposited.

Steps for opening a company in Poland >>

3. The most time consuming procedure is the registration at the National

Court Register in order to receive the company ID, the REGON, the NIP and

the statistical number. This process takes around 4 weeks.

4. During these 4 weeks, the company must also register for VAT.

5. The last steps consist in registration at the National Sanitary Inspection

and the National Work Inspection, process that may last for up to two days.

>> Steps for opening a company in Poland

DOCUMENTS AND PROCEDURES FOR

OPENING A COMPANY IN POLAND

There are no requirements for special documents submitted by the Polish

companies.

Usually at incorporation the founders must provide the notarized articles of

association or the deed of incorporation and a bank receipt which proves

the deposit of share capital.

The process of company incorporation takes almost two months if all the

documents are properly submitted.

Documents required for opening a company in Poland

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