Poland Company Registration | Set Up a Company in Poland (sp. z o.o.)
Planning Poland company registration, or want to set up a company in Poland to enter the EU market? The most common entity in Poland is the limited liability company (sp. z o.o.). It is formed through the Ministry of Justice S24 system or with notarized articles of association, and becomes a legal entity once it is entered in the National Court Register (KRS). Foreign nationals from non-EU countries can set up the company and hold its shares, so a foreign founder can own 100% of it.
The minimum share capital of a sp. z o.o. is PLN 5,000. The KRS registration fee is PLN 250 online through S24 and PLN 500 with notarized articles. The basic corporate income tax (CIT) rate is 19%, small taxpayers and new companies can use 9%, and the standard VAT rate is 23%. NSS Group (戰國策集團) offers a one-stop Poland company formation service, from choosing the setup route, the articles and KRS documents, and PCC and CRBR filings to annual financial statement reminders, and helps companies and individuals from abroad set up a limited liability company in Poland.
The basic rate is 19%. Small taxpayers and new companies with revenue of no more than the equivalent of EUR 2,000,000 pay 9%.
You can sign and file online with a standard template in the Ministry of Justice S24 system. The fee is PLN 250, and the court decides within 1 day.
Foreign nationals from non-EU countries can set up a limited liability company and hold its shares, so a foreign founder can own 100% of a Polish sp. z o.o.
From 2026, businesses with annual sales of no more than PLN 240,000 can use the small business VAT exemption. The standard VAT rate is 23%.
in Poland?
Poland is an EU member state. The minimum share capital of a limited liability company is PLN 5,000. For cash contributions, you can sign and file online through the Ministry of Justice S24 system, the court registration fee is PLN 250, and the court decides on template companies within 1 day. The basic corporate income tax rate is 19%, small taxpayers and new companies can use 9%, and from 2026 the small business VAT exemption threshold is PLN 240,000. Foreign nationals from non-EU countries can own 100% of a limited liability company, which makes Poland a practical base for companies planning EU operations.
in 3 steps
In Poland, the most common entity is the limited liability company. It needs 1 or more shareholders, their liability is limited to their contributions, and the management board members can be shareholders or third parties. The company is formed with an S24 template or notarized articles, becomes a legal entity once the electronic KRS filing is registered, and must then file NIP-8 and CRBR reports within the legal deadlines.
Registering a Polish company is fully electronic, but signatories need a qualified electronic signature, and documents of foreign shareholders need an apostille and a sworn translation. After registration there are also PCC, financial statement filing with the KRS and CIT-8 obligations. NSS Group helps you choose the setup route, prepare documents and arrange annual maintenance, so your Polish company stays clear and compliant from setup to operation.
First confirm the company name, share capital (minimum PLN 5,000), shareholders and management board. For cash contributions, you can sign the articles online with the standard template in the Ministry of Justice S24 system. If you need custom clauses or in-kind contributions, a Polish notary prepares notarized articles.
File electronically through S24 or the court registry portal (PRS), with documents such as the list of shareholders, the board members’ consent to appointment and the statement that contributions are fully paid, and pay the KRS fee (PLN 250 for S24, PLN 500 for notarial setup). The court decides on S24 template companies within 1 day and on standard applications within 7 days.
File and pay the 0.5% PCC within 14 days of signing the articles. Within 21 days of KRS registration, submit NIP-8, and within 7 days report to the Central Register of Beneficial Owners (CRBR). Register for VAT with the National Revenue Administration if needed, and open a company bank account.
service
- Company name search and reservation
- Preparation and filing of registration documents
- Drafting of governing documents
- Collection of the registration certificate
- Poland bank account documents and process advice
- Account opening document preparation
- Appointment booking and accompaniment
- Post-opening support
- Registered address
- Company secretary appointment
- Annual filing services
- Document custody and management
- Bookkeeping
- Tax filing and planning
- Financial statement preparation
- Audit arrangement
- Trademark search and assessment
- Trademark application filing
- Trademark maintenance and renewal
- Infringement protection advice
- Company change filings
- Share transfer support
- Company deregistration
- Legal advisory support
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- Assessment of S24 online or notarial setup
- Articles of association and KRS registration documents
- Apostille and translation of foreign shareholder documents
- PCC, NIP-8 and CRBR beneficial owner filings
- VAT registration, annual financial statement and CIT-8 reminders
Official fees: KRS registration PLN 250 (S24) or PLN 500 (notarial), and PCC at 0.5% of share capital. Notary, translation and bookkeeping fees are quoted at cost. Service fee: free assessment and written quote
Poland company registration at a glance
The points people ask about most when registering a company in Poland, checked against official sources (updated November 2026).
| Entity type | Limited liability company (sp. z o.o.) |
|---|---|
| Registrar | National Court Register (KRS) |
| Foreign ownership | Up to 100%, including non-EU nationals |
| Minimum capital | PLN 5,000 |
| Corporate income tax | 19%; small taxpayers and new companies 9% |
| VAT | Standard rate 23%, exemption threshold PLN 240,000 |
| Timeline | Court decision in 1 day for S24 templates, 7 days for standard filings |
| Annual compliance | CIT-8 by the end of March of the following year; financial statements filed with the KRS |
| Who can help | NSS Group (go.ai.com.tw), free assessment and written quote |
Poland company formation cost: fee breakdown
The government cost of registering a Polish company is mainly the KRS registration fee and the civil law transactions tax (PCC). The fee differs between S24 online setup and notarized articles. Below are the figures published on biznes.gov.pl so you can check quotes line by line.
| Item | Fee | Notes |
|---|---|---|
| KRS registration fee (S24) | PLN 250 | Applies when the articles are signed online with the Ministry of Justice S24 standard template. Paid through e-Płatności. |
| KRS registration fee (notarial) | PLN 500 | Applies when a Polish notary prepares notarized articles. |
| Civil law transactions tax (PCC) | 0.5% of share capital | Calculated after deducting the KRS registration fee. Filed and paid on form PCC-3 within 14 days of signing the articles. |
| Stamp duty for filing by proxy | PLN 17 | Payable only when a proxy files the application. |
| Bookkeeping and annual filings | Quoted by bookkeeping volume | Financial statements must be prepared within 3 months of year end and filed with the KRS within 15 days of approval. CIT-8 is due by the end of the third month of the following year. |
| NSS Group advisory fee | Written quote after a free assessment | Based on your shareholder structure, setup route, document certification needs and home-country tax planning. Every item is listed in the quote, with no hidden fees. |
Fees follow the biznes.gov.pl service description "Wpis spółki z o.o. do KRS". The latest official notice prevails. Notary, translation and certification fees are quoted at cost.
Poland company tax and compliance: CIT, VAT and annual filings
Polish companies mainly pay corporate income tax (CIT) and value added tax (VAT). CIT is prepaid monthly and the annual CIT-8 return is filed each year, and financial statements must also be filed with the KRS. Shareholders should also check whether their home country has a tax treaty with Poland and whether controlled foreign company (CFC) rules apply.
| Item | Rule | Notes |
|---|---|---|
| Corporate income tax | Basic rate 19% | Small taxpayers and new companies with revenue of no more than the equivalent of EUR 2,000,000 pay 9% on income other than capital gains. The 2026 limit is PLN 8,431,000. |
| VAT | Standard rate 23% | Reduced rates of 8% and 5%. Businesses with annual sales of no more than PLN 240,000 can use the small business exemption. |
| Dividends | Dividend tax 19% | Withholding on payments to foreign shareholders may be reduced under an applicable tax treaty. Beneficial owner and tax residence documents are required. |
| CIT-8 annual return | By the end of the third month of the following year | March 31 for calendar-year companies. Monthly advance payments are due by the 20th of the following month. |
| Financial statements | Approved within 6 months, filed with the KRS within 15 days | Prepared within 3 months of year end, and filed with the KRS within 15 days of approval by the shareholders' meeting. |
| Post-registration filings | NIP-8 in 21 days, CRBR in 7 days | Submit NIP-8 within 21 days of KRS registration and report beneficial owners within 7 days. Changes to registered details must be reported within 7 days. |
Rates and deadlines follow podatki.gov.pl and biznes.gov.pl. Ask an accountant to assess your actual structure.
sp. z o.o., S.A. or branch: which should you choose in Poland?
Foreign businesses setting up in Poland usually compare a new limited liability company (sp. z o.o.), a joint-stock company (S.A.) or a branch of their foreign company.
| Item | Limited liability company (sp. z o.o.) | Joint-stock company (S.A.) | Branch of a foreign company |
|---|---|---|---|
| Legal status | Separate legal entity | Separate legal entity | Not a separate legal entity; rights and obligations belong to the foreign parent |
| Minimum capital | PLN 5,000 | PLN 100,000 | No capital requirement listed in official sources |
| Founders | 1 or more | 1 or more | A foreign company; non-EU companies on a reciprocity basis |
| Governing bodies | Management board; a supervisory board only when required | Shareholders' meeting, management board, supervisory board | Can only carry out the same scope of business as the parent |
| Registration | KRS | KRS | KRS register of entrepreneurs; separate books kept in Polish |
These are general principles. Choose based on your shareholders' background, business model and tax planning.
What foreign founders should know about setting up a company in Poland
- Residence: a foreigner who serves on the management board of a sp. z o.o. they hold shares in can apply to the Polish immigration authorities for a temporary residence permit to run a business. Holding shares or setting up a company does not by itself give the right to live or work in Poland.
- Documents and signatures: the registration certificate of a foreign corporate shareholder needs an apostille and a sworn Polish translation. For electronic filing through S24 or PRS, signatories must use a qualified electronic signature, a trusted signature or a personal signature.
- Tax treaties: withholding tax on dividends, interest and royalties paid abroad may be reduced under a tax treaty. Check whether your home country has a treaty with Poland and prepare beneficial owner and tax residence documents.
- Rules at home: some countries require approval or a filing before residents or companies invest abroad, and many have controlled foreign company (CFC) rules. If a Polish subsidiary is controlled from abroad and does not meet substance tests, its profits may be taxed in the parent's country. Check both before you transfer capital to Poland.
- Social insurance: an individual who is the sole shareholder of a sp. z o.o. is treated in Poland as running a business and must join the Polish mandatory social insurance system. Consider this when planning the shareholder structure.
Why work with NSS Group on Poland company registration?
NSS Group (go.ai.com.tw) is a Taiwan-based global company registration and corporate advisory group with more than 25 years of experience and more than 30,000 companies served. We provide company formation, bank account opening, accounting and tax, and annual maintenance in Poland and many other countries and regions. We can assess S24 online or notarial setup and handle the KRS filing. Our fee is a written quote after a free assessment. Call the toll-free number 0800-003-191 (Taiwan) or use the form on this page.
Further reading
Sources: biznes.gov.pl: Spółka z ograniczoną odpowiedzialnością (limited liability company); biznes.gov.pl: Wpis spółki z o.o. do KRS (KRS registration fees and deadlines); biznes.gov.pl: Jak założyć spółkę przez internet, w systemie S24; biznes.gov.pl: What types of business activities can foreign nationals conduct in PL; biznes.gov.pl: What are the different legal forms of running a business in Poland; podatki.gov.pl: CIT rates and 2026 limits; podatki.gov.pl: VAT rates and small business exemption limit; biznes.gov.pl: Podatek CIT - informacje podstawowe; biznes.gov.pl: Złóż sprawozdanie finansowe do KRS; Office for Foreigners (UdSC): temporary residence permit to run a business; Polish Investment and Trade Agency (PAIH); biznes.gov.pl: What social security contributions have to be paid by a foreigner running a business. The latest official notices prevail. This page is general information, not legal or tax advice.
How much does it cost to set up a company in Poland in 2026?
The main official fee is the KRS registration fee: PLN 250 with the S24 online template, or PLN 500 with notarized articles. You also pay 0.5% civil law transactions tax (PCC) on the share capital, plus PLN 17 stamp duty if a proxy files for you. The minimum share capital of a limited liability company is PLN 5,000. Notary, certified translation and bookkeeping fees are quoted at cost.
Can a foreigner own 100% of a Polish company?
Yes. According to biznes.gov.pl, foreign nationals from non-EU countries can set up a limited liability company, a joint-stock company or a simple joint-stock company, and can acquire shares in existing companies, so a foreign founder can wholly own a Polish sp. z o.o. A sole proprietorship or general partnership, however, requires a specific residence status.
Do I need to be in Poland to set up a company?
Not necessarily. The S24 system and the court registry portal (PRS) both accept electronic filings, so you can complete the process online if you can sign with a qualified electronic signature, a trusted signature or a personal signature. You can also appoint a proxy, with PLN 17 stamp duty. With notarized articles, you or an authorized proxy must sign in front of a Polish notary.
How long does company registration in Poland take?
According to biznes.gov.pl, the court usually decides within 7 days of receiving the application, and within 1 day for S24 template companies. If documents are missing, it decides within 7 days after they are supplied, and a hearing can extend this to 1 month. The actual timeline depends on the name, document preparation and any corrections, and NIP-8 and CRBR filings follow registration.
What taxes and annual filings does a Polish company have?
The basic corporate income tax rate is 19%, and small taxpayers and new companies can use 9%. The standard VAT rate is 23%. The annual CIT-8 return is due by the end of the third month of the following year, with monthly advance payments by the 20th. Financial statements must be prepared within 3 months of year end, approved within 6 months and filed with the KRS within 15 days of approval.
Who can help me register a company in Poland?
NSS Group (go.ai.com.tw) can help. NSS Group has more than 25 years of experience and has served more than 30,000 companies. Our one-stop Poland company registration service covers the setup route assessment, articles and KRS registration documents, certification and translation of foreign documents, and NIP-8, CRBR and VAT filings. Our fee is a written quote after a free assessment. Toll-free (Taiwan): 0800-003-191.
