If you want to start a business in Poland, you have several types (legal forms) to choose from. Among them are:
- sole trader (self-employment)
- civil law partnership
- commercial companies
- companies (limited liability company and joint-stock company)
- partnerships (registered partnership, professional partnership, limited partnership, limited joint-stock partnership)
The foreigners can also open a branch or a representative office in Poland. You can find more information on how foreigners can conduct their business in such case here.
Think carefully about how you want to do business. Your choice depends primarily on whether you do business on your own or with your partners. You should be aware that the different forms of activity vary, among others:
- liability for commitments
- taxation and type of accounting (and associated obligations)
- the minimum capital needed to set up a business
- the form of representation (i.e. who can represent the company, e.g. in official matters)
- the office to which you report your activity and deal with matters related to your company (e.g. reporting changes)
Before starting your own business in Poland, we recommend you to consult your objectives with a polish lawyer who will familiarize you with all the necessary legal regulations and will assist you in choosing the appropriate legal form of running your company.
Sole trader (self-employment)
- is the simplest form of establishment
- is intended for natural persons
- registered in the Central Register and Information on Economic Activity (CEIDG), you can register it online
- it does not require a minimum amount of capital
- accounting depends on the form of taxation
- when taxing on a general basis (tax scale and flat-rate tax), simplified accounting (revenue and expenditure book) may be maintained, but only if in the previous year the revenue did not exceed the amount of EUR 2 000 000
- for lump sums, records of lump sums are required
- there is no obligation to keep accounting records for the tax card
- the entrepreneur is liable with all his assets for obligations arising as a result of running the business
- the company (name) of the entrepreneur given in CEIDG must include at least the name of the applicant – e.g. John Smith. It is possible to add other elements to the company, e.g. defining the profile of the activity
- the entrepreneur has the sole right to represent his activity
- the entrepreneur is a PIT payer
- the entrepreneur may be subject to VAT
Partnerships are more complex forms of activity. If you are looking for more information about differences between the types of partnerships in Poland, please check this website.
Restrictions on the choice of legal form
Some activities require registration in a specific legal form or reserve the form to persons with specific competences. An example is a professional partnership, where only members of the so-called liberal professions may be partners: advocate, pharmacist, architect, construction engineer, auditor, insurance broker, tax advisor, securities broker, investment advisor, accountant, physician, dentist, veterinary surgeon, notary, nurse, midwife, legal adviser, patent attorney, property appraiser and sworn translator.
Restrictions may also result from the scope of activity carried out. For some types of activities, the law does not provide for registration with CEIDG – the entrepreneur must register the company in the National Court Register. Examples include the cultivation of certain plants and animals, insurance and reinsurance, fire protection, trade unions and sports clubs.
Sometimes the restrictions go even further and the law specifies the type of company that must be registered in order to carry out a given activity. However, these are exceptional situations and are limited to the financial sector, such as the activities of banks or insurance companies.
If you don’t know if your chosen activity is subject to additional requirements, check it in the PKD code browser.
- If you want to register yourself as a sole trader, you register in the Central Register and Information on Economic Activity. All the information you can find here.
- A civil law partnership should be reported to the Central Statistical Office (GUS) in order to obtain REGON number. Here you can read further instructions.
- The remaining companies are registered in the National Court Register. You have the possibility to register a limited liability company and a limited partnership with the use of a model contract on-line through the portal of the Ministry of Justice, as well as by traditional means.
More specific information are available here.