Company registration in Poland
Reasons to open company in Poland
European Union membership and geographic location
First of all, it is useful to have an operating company in Poland because the country belogns to EU. Second, Poland‘s geographic location offers to the foreign investors numerous advantages for business. The country is located at the very heart of Europe and it borders the other EU members (Germany, Czech Republic, Slovakia and Lithuania) and the Eastern European countries (Ukraine, Belarus, Russia). Great location of the country gives the access to wide markets and to millions of consumers. Also, numerous of airports and seaports allow the transport of goods all over the world.
Economic stability of the country
For setting up company in Poland, it is a country not only with many business opportunities but also with a transparent legal system, a developed and stable financial system. Poland was one of the few countries that has coped well with the global recession. Moreover, Poland has the largest economy in Central and Eastern Europe and the sixth largest economy in European Union. Also, it is worth mentioning the transparency of Polish law: the vast majority of foreign investors can enter the market without the need to have a local partner.
Attractive investment markets
When it comes to attractiveness, Poland is the eighth country in a top of preferences of foreign investors. The main industries in Poland are auto, coal mining, chemicals, shipbuilding, food processing, beverages and textiles. It is estimated that 36% of the foreign capital is invested in manufacturing. The other main sectors that attract capital to Poland are financial services, transports, logistics and data transfer. Polish agriculture is an area that begins to represent an increasingly more attractive investment opportunity. Also, due to the high growth of Polish economy in recent years, the real-estate market is another area that cought the investors’ attention. Almost all well known global corporations can be found among the tenants of office buildings, shopping centers, industrials and logistics sites in Poland. Germany, USA and UK are the main investors when it comes to company formation in Poland.
Poland is more than Warsaw
Approximately 60 percent of the investors decisions – investments are made outside Warsaw. It shows that the country is attractive for doing business in Poland not only because of it‘s capital Warsaw, as it is a very common thing in many countries in Europe. For example, commercial real estate sector is rapidly developing in other cities like Krakow, Wroclaw, Tri-City, Poznan, Katowice, Lodz, Szczecin and Lublin. Krakow has been listed as one of the top 10 cities of the best locations for the outsourcing sector. Generally, all the above mentioned cities in Poland are full of various business opportunities, are very attractive from the business perpective and quite simple in order to register company for the foreigners.
Convenience in starting a business in Poland
In addition to the above mentioned benefits and business opportunities of starting a business in Poland, registration process of a new company or acquisition of an already established company is very fast and the process is simple because it does not require much money and time. In addition, there are not so many cultural aspects of doing business in Poland that you should know before starting to open company in Poland. Especially having in mind that you will probably not face any language barrier since many people in Poland are fluent in other foreign languages like English and Russian.
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Types of companies in Poland
Many entrepreneurs decided to invest in Poland choose a Sp. z o.o. (Limited Liability Company) as the structure most suited for their business purposes. Like in many jurisdictions, this type of business structure is the most popular in Poland. As a particularity, the incorporation of a SP.z.o.o requires a minimum share capital of 5000 PLN (about €1.250)., divided into non-transferable shares. At least one shareholder, one director and a registered office are necessary for company formation in Poland. The liability of its members is limited by their contribution to the capital.
If the investors have a higher capital and want a business that can increase its capital by registering its shares at the Stock Market, they can incorporate a Polish S.A. (Spolkaakcyjna – Joint-Stock Company). In order to do so, it is necessary to provide at least 50.000 PLN for this type of company formation in Poland. The liability of its members is limited by the contribution to the capital.
Other forms of entities are the partnerships where it is compulsory for at least two parties to join in order to set it up. There are several types of partnerships in Poland such as the general partnership (where all the partners are liable for the entities actions equally and can split the profits among them) and the limited partnerships (formed by a general partner and a silent partner who has to deliver capital and has his/her liability limited by that contribution).
The company registration procedure
Starting a limited liability company in Poland requires at least one shareholder and one director are required for company formation in Poland and it is compulsory to have a registered office for the respective company. The management board of the limited liability company consists of one or a number of natural persons, who can be, but not necessarily should be, shareholder or a proxy of shareholder in case the shareholder is the legal person. Management board is elected by the General Assembly with exception of instances mentioned in an agreement. If the only shareholder is the only member of management board at the same time, all of his/her resolutions must have a form of notary deed. They are optional, if the capital is not larger than 500 000 PLN and the number of partners is not higher than 25.
Company registration in Poland can be performed by a legal representative who is appointed by power of attorney. Before starting the process, it is mandatory to open a bank account where the initial capital is deposited. This procedure might require the presence of the company’s founder, but it is also possible that the foreign investor finds a bank in his own country that can help him open a bank account at the Central Polish Bank without the necessity to travel to Poland.
After preparing the above procedures, the investors are invited to register at the National Court Register and then register for tax filling system. So, further registration process is an application for an entry into the register of trade (wpis do ewidencji gospodarczej). To register a business, you need to choose one or more categories from the classification of activity. After you receive a written confirmation of a trade registration, you have to go to the National Statistics Agency (Glówny Urzad Statystyczny, GUS) to apply for a REGON number. The REGON is used on a number of other forms so you will be blocked without it. You will then need to register at the ZUS (social insurance) and apply for a tax number (NIP) at the tax office.
Company registration in Poland for VAT is only mandatory if the company performs activities in a field that is subject to VAT. The required documents for company registration for taxes in Poland are the articles of association, or the company charter, the statistical number, the REGON certificate, an excerpt from the National Court Register and the bank certificate.
You may be able to get a subsidy for setting up your business. You will need to address the department of business development (Wydzial Promocji Gospodarczej). The programmes and subsidies offered change frequently. If you are an EU citizen, you should find out what EU-programmes are available.
If client is not European Union citizen our specialists may assist you applying for a business visa.
Our Polish company formation specialists can provide consultancy related to the corporate tax and dividend tax paid by businesses in this country. To speed up the process it is possible to buy already registered polish company which can carry out business activities the same day. Our professionals can help you with registration of a company in Poland and will examine your needs and give advice on the management structure of the company. They will also help to arrange the documents and open a bank account for your company. All formalities may be fulfilled using email upon signing the agreement on services. The details of registration procedure and prices are discussed with each client individually.
If you still feel that you need some more detailed information on how to open company in Poland and how to choose the most suitable company according to your needs, also how muct time and how much money the whole procedure will take, we are always ready to help you and provide all the necessary information in all the steps of company registration procedure. So, you are always welcome to write an online message or e-mail to our team on any question you are interested in.
More you give to the professional‘s hands – more ease of doing business in Poland!