There is a traditional method of registering a company in Poland. The process of establishing a company (LLC and others) consists of two stages:
- Company incorporation, which, first of all, includes the creation of a notarized corporate charter (differs in case of online registration);
- Registration of a company in the Polish National Court Register (KRS).
The Code of Commercial Companies and Partnerships (KSH) introduces a full procedure of a company registration in Poland and its further operation. It is hard to describe it in two words, but let us describe the main steps.
What is necessary company registration in Poland?
First, you get an idea of doing business in Poland.
Article 13 (p.1-3) of the Law on Economic Activity provides forms of conducting economic activities in Poland for non-EU citizens (and some others). We will focus on a limited liability company (LLC) as the most popular form of a Polish company.
Founders (might be a sole incorporator) should begin the incorporation of their LLC from creating a corporate charter in a written form. The Code of Commercial Companies and Partnerships (KSH) specifies that a corporate charter must be concluded as a notarial deed (except online registration of LLC). A Corporate Charter must contain (Article 157 §1 KSH):
- Company name and address.
- Company business activities.
- Information about the registered capital.
- Information about the quantity of shares that a co-founder is eligible to have.
- Information about the quantity and notional value of shares of every company co-founder.
- Company duration, if applicable.
All co-founders of a company must sign a Corporate Charter. Even a sole incorporator that is a physical person can incorporate a company. A sole incorporator cannot incorporate a limited liability company, if they already incorporated another limited liability company as a sole incorporator. Fortunately, there are legal ways to solve this problem.
A company becomes a full-fledged participant of economic activity in Poland upon signing a corporate charter . You might only need to add “...incorporation pending” to your company’s name.
Registration of a company in the Polish National Court Register (KRS)
The second important step in the process of incorporation of a Polish LLC is the submission of corresponding applications to the Polish National Court Register (KRS) and the Commercial Court Bulletin. Any minor typo (not to mention an error) results in returning the documents for correction, which eventually significantly slows down the process of registration.
How long does it take to register a company in KRS?
The Law on the National Court Register (KRS) provides 7 (seven) business days for KRS to consider the registration documents (Article 20a, p. 1, KRSU). Nevertheless, the registration may take much longer. In the Warsaw courts (departments XII and XIV of KRS) it usually takes about 2 weeks. In Krakow or Gdansk, it is as long as 3 weeks. A lot depends on the various documentations considered by commercial courts.
What do you get with the registration?
The commercial court decision on making an entry to the National Court Register (KRS) finalizes the process of company registration. From that moment on, a limited liability company can perform a full-fledged economic activity. It should be mentioned that in Poland there is a “one-window” approach that allows submitting application for statistical (REGON) and tax (NIP) identification numbers together with the company registration documents.
What is next?
Your business entity is completely ready.
It is likely that you may need to get a VAT (value added tax) registration. Alternatively, your company activity may fall under the definition of regulated activities according to the Law on Economic Activity and you may have to obtain a permit, concession or license.
In the first case, the procedure is simple and requires only submitting the VAT-R declaration to a tax authority.
In the second case, we need to look deeper into the kinds of business activity that your company is going to conduct.
The cost of our services depends on various factors. The lowest price of regular registration is 900 Euro, the online registration costs 700 Euro. We invite you to contact us for a quote (see phone numbers, Viber, WhatsApp on our website).
There are other forms of incorporation (for example, a joint-stock company). These forms of incorporation are less popular and registration costs are higher. If you want to register a joint-stock company, we will send you all required information upon request.
We also offer our help in other formalities related to commencement of your business and its support (legal, accounting, consulting, business, administrative etc.).
We have been employing only qualified law and taxation specialists for over 27 years. We perform all procedures without any intermediaries, which significantly reduces costs of our customers. Moreover, each our employee has a dedicated field of expertise. For instance, we have different experts in charge of civil, corporate, banking, tax law, etc. which significantly improves the quality of our services. As you know, there are no do-it-alls.