Company Formation in Poland
Company formation in Poland
| Company type | Sp. z o.o. (limited liability company) |
| Minimum share capital | PLN 5,000 (~€1,150) |
| Registration timeline | 24–48 hours once filed via S24 |
| What you provide | Company name + passport |
| What we handle | PESEL, qualified e-signature, Articles of Association, KRS (Polish Company Registry) filing, NIP, REGON, CRBR (UBO Register), bank account |
| In-person or remote | Both — come to Warsaw or stay where you are |
| Experience | Almost 30 years, 2,000+ companies |
Company Formation in Poland
You provide a company name and your passport. We handle everything else — the PESEL, the qualified electronic signature, the Articles of Association, the KRS (Polish Company Registry) registration, the bank account. In person in Warsaw or fully remote from anywhere in the world.
Zalewski Consulting has been helping foreign investors register companies in Poland for almost 30 years. Over 2,000 Polish companies formed and counting. Company formation is not one service among many for us — it is our core business. The Polish system has changed many times in those years: different registries, different regulations, different forms. What has not changed is the fact that foreign clients need someone on the ground in Poland who actually knows what they are doing, speaks their language, and can get a company registered without the client having to learn how the Polish bureaucracy works.
If you are looking to start a company in Poland — whether you are an entrepreneur entering the EU market, a corporation establishing a Polish subsidiary, a real estate investor who needs a local entity, or someone who simply needs a Polish sp. z o.o. and does not want to figure out the system alone — this page explains how company incorporation in Poland actually works, step by step, with nothing hidden.
Why Poland? Why a Sp. z o.o.?
Poland is the sixth-largest economy in the European Union with an unbroken record of GDP growth that stretches back decades — the only EU member state to avoid a recession during the 2008 financial crisis. The market is large (38 million people), the cost base is lower than Western Europe, and any company registered here has immediate access to the entire EU single market.
Corporate taxation is competitive. New and small companies — those with annual revenue below €2 million — qualify for a reduced 9% corporate income tax (CIT) rate. Poland also allows 100% foreign ownership of a sp. z o.o. with no requirement for a local director or Polish co-shareholder. The minimum share capital is PLN 5,000 — roughly €1,150 — which makes the barrier to entry among the lowest in the EU.
Around 42,000 companies in Poland are currently owned by foreign investors. Setting up a company in Poland is not an unusual or experimental path — it is a well-established route used by businesses of every size, from one-person startups to multinational holding structures.
What Is a Sp. z o.o.?
The sp. z o.o. — spółka z ograniczoną odpowiedzialnością — is the Polish equivalent of a private limited liability company. It is by far the most common structure chosen by foreign investors setting up a business in Poland, and for good reason. The shareholders’ liability is limited to the value of their shares. The structure is straightforward to incorporate, easy to manage, and flexible enough to serve anything from a small trading operation to a complex multi-entity holding.
If you have worked with a UK Ltd, a German GmbH, or a US LLC, the sp. z o.o. will feel familiar. The main differences are procedural, not structural — the KRS (Polish Company Registry) registration system, the PESEL requirement, the qualified electronic signature — and those are precisely the things we handle for you.
Other company types do exist in Polish law. The joint-stock company (S.A.) is used for larger ventures or where a public listing is planned. The simple joint-stock company (PSA), introduced more recently, is designed for startups and venture-backed structures. Partnerships — general (sp. j.), limited (sp. k.), and limited joint-stock (S.K.A.) — are available but rarely chosen by foreign investors because they do not provide the same liability protection. If your situation calls for something other than a sp. z o.o., we will tell you during the initial consultation. For the vast majority of foreign clients, though, the sp. z o.o. is the right answer.
What Is Included in Our Company Formation Service
When you engage us for company registration in Poland, the following is included in the service:
Before registration:
Company name availability check — we verify that your chosen name is not already taken or confusingly similar to an existing entity in the KRS (Polish Company Registry). Articles of Association drafted by us, based on a short consultation where we discuss your business activity, shareholder structure, and any specific provisions you need. PKD (Polish Classification of Activities) codes — these are the official codes that define what your company is allowed to do in Poland; we advise and assign the correct codes so you do not need to learn the classification system yourself. Share capital structure recommendation — default is PLN 5,000 unless you have a reason to set it higher.
Registration itself:
PESEL number acquisition for every director who requires one. Qualified electronic signature device — obtained in person or activated remotely, depending on which procedure you choose. Full S24 filing — the complete company registration through the Polish Company Registry online system. This results in your company being entered in the KRS (Polish Company Registry), with NIP (tax identification number) and REGON (statistical number) assigned automatically.
After registration:
CRBR (Centralny Rejestr Beneficjentów Rzeczywistych — the UBO Register) filing. We file this immediately upon registration, not in 7 days, not “as soon as possible” — immediately. VAT registration — if you need Polish VAT and/or EU VAT numbers, we arrange this. Taxation optimisation consultation. Bank account opening assistance at Polish banks — in person, as many banks as you wish to visit, for as long as you stay in Warsaw. For remote clients, a Revolut Business or equivalent international payment account setup at no additional charge.
Additional services we provide (charged separately, by usage):
Registered office address in Poland (virtual office) — we receive and scan all incoming mail, forward it by email, and translate government correspondence to English. Premium Polish landline telephone number, with the option to divert calls worldwide. Remote bank account opening at a Polish bank (limited availability through our introducer relationships). Accounting and bookkeeping — ongoing, tailored to your company’s activity. Corporate secretarial services — annual filings, KRS (Polish Company Registry) changes, general company administration.
How Business Registration in Poland Works — Step by Step
All company registration in Poland is processed through S24 — the Polish Company Registry online system. S24 is operated entirely in Polish. To use it, you need two things: a Polish identity number (PESEL) and a qualified electronic signature device. Most foreign investors have neither. We obtain both for you.
There are two ways to proceed: come to Warsaw in person, or handle everything remotely using a Power of Attorney.
Option I — In-Person in Warsaw
The fastest route. If you come to Warsaw with your passport, we can have your company filed for registration the same day.
Step 1 — Consultation and preparation.
We sit down together. You tell us the company name you have in mind. We discuss the scope of business activities, the shareholder structure, the share capital — and we draft the Articles of Association. All you need to bring to this meeting is your passport. We handle the rest of the paperwork. If you already know exactly what you want, this conversation takes thirty minutes. If you need more guidance — on structure, on activity codes, on the right share capital — we will take the time. There is no extra charge for the consultation.
Step 2 — PESEL.
We accompany you to the relevant authority in Warsaw to obtain your Polish identity number (PESEL). This is a standard bureaucratic procedure that takes usually an hour, depending on the queue. If you already hold a valid PESEL — from a previous stay, a residency permit, or any other Polish interaction — we skip this step entirely.
Step 3 — Qualified electronic signature.
We take you to an authorised electronic signature provider where your identity is verified and your signature device is issued. A point worth emphasising: this is not DocuSign. It is not an email certificate. It is not any kind of commercial e-signature product. Polish law requires a specific class of cryptographic device, issued by a government-approved provider, linked to your PESEL. You will need this device for the registration itself and for all future dealings with the KRS (Polish Company Registry) — including signing annual accounts. We set it up once, and it serves you for years. If you already have a valid qualified electronic signature device, this step is skipped.
Step 4 — S24 filing.
Using your qualified electronic signature, we create your S24 account and file the complete company registration. The Articles of Association are signed electronically. The application is submitted to the KRS (Polish Company Registry). Processing takes 24–48 hours — after which your company officially exists.
What happens after filing:
The KRS publishes your company entry. NIP and REGON numbers are assigned automatically. We file the CRBR (UBO Register) report immediately — the law gives you 7 days, but there is no reason to wait. If you have asked us to register the company for Polish VAT or EU VAT, we proceed with that in parallel. Once the KRS (Polish Company Registry) entry is live and your company’s details are publicly visible, we accompany you to banks to open your business accounts. Bank account opening assistance is included in the price, for as many banks as you wish to visit.
Total timeline: The consultation, PESEL, electronic signature, and S24 filing can all be completed in a single day. The KRS (Polish Company Registry) processes the registration within 24–48 hours after that — but you do not need to stay in Warsaw and wait. You can fly home the same evening if you wish. We handle the CRBR (UBO Register) filing and everything else that follows remotely on your behalf. The only reason to stay longer is if you want to open bank accounts in person — which requires your KRS (Polish Company Registry) entry to be published first (24–48 hours). Many of our clients come for two days: day one for the formation, day two for the banks. Others prefer to come back for banking at a later date, or arrange it remotely.
Option II — Fully Remote
If you cannot travel to Poland — or prefer not to — the entire company formation process can be completed remotely. You do not need to set foot in Poland at any point.
Step 1 — Documents from you.
After the initial consultation (which we conduct by video call, phone, or email — whichever you prefer), we send you a Power of Attorney (POA) and the Articles of Association for your review. You:
Print and sign the POA. Prepare a notarised copy of your passport.
The notarisation must be done by a classic notary public — whatever country you happen to be in at the time. You do not need to be in your home country; any notary public anywhere will do. Online notaries, lawyer or solicitor certifications, and private certifications are not accepted. An apostille is not required.
Step 2 — Courier to Warsaw.
You send the signed POA and notarised passport copy to our Warsaw office by standard international courier. DHL, FedEx, UPS — whichever service is convenient.
Step 3 — We act the same day.
The day we receive your documents, we begin. We obtain your PESEL and collect your qualified electronic signature device from the authorised provider. There is no waiting period on our side. Every step is handled the day the relevant documents arrive.
Step 4 — Identity confirmation.
The electronic signature provider issues a statement confirming your identity. We send this document to you by email. You take it to a notary public (same rules as step 1 — a standard notary anywhere in the world, no apostille), have the statement confirmed, and courier it back to us.
Step 5 — Activation and filing.
We deliver the notarised confirmation to the signature provider, who activates your qualified electronic signature. We then file the complete company registration through S24 — same process as in-person, same 24–48 hour KRS (Polish Company Registry) turnaround.
After registration:
Everything works the same as in-person: NIP and REGON assigned automatically, CRBR (UBO Register) filed by us immediately, VAT registration arranged if needed.
For banking after a remote registration, you have three options. First (and recommended): once your KRS (Polish Company Registry) entry is live, you travel to Warsaw and we accompany you to banks in person — same as Option I, included in the price. Second: a small number of Polish banks allow remote onboarding for clients introduced by our firm — this is available as a separate paid service. Third: if you do not need a Polish bank account right away, we help you set up a Revolut Business or similar international payment account at no extra charge.
How long does the remote process take? The honest answer: it depends almost entirely on you. Courier transit is typically around 3 business days each way. How quickly you get to a notary and prepare your documents is the other variable. On our end, there is no delay — we act the same day each package arrives. Most remote company formations are complete within two to three weeks from first contact to KRS (Polish Company Registry) registration. Some clients who move quickly manage it in under ten days.
The PESEL and E-Signature Problem — and How We Solve It
If you have spent any time reading about forming a company in Poland, you have probably encountered the same frustrating pattern. Every guide — every law firm page, every government FAQ — explains that you need a PESEL number and a qualified electronic signature to register a company through S24. They describe the requirement in great detail. They list the regulation. They tell you it is mandatory.
And then they stop.
What they do not tell you is how to actually obtain these things if you are a foreign national who has never been to Poland. Where do you go for the PESEL? Which provider issues the signature device? What documents do they require? Can it be done remotely? How long does it take? The guides assume you will figure this out yourself — in a foreign country, in a language you do not speak, through a bureaucratic system you have never used.
We take a different approach. When you engage Zalewski Consulting for company formation in Poland, the PESEL and the qualified electronic signature are included in the service. If you visit Warsaw, we physically accompany you to the PESEL office and to the signature provider — same day, back to back. If you proceed remotely, we obtain both on your behalf using your Power of Attorney. Either way, you do not need to understand how the Polish system works, you do not need to learn where to go, and you do not need to deal with any of it in Polish.
This is why we can make a statement that no other company registration service in Poland makes: all you need to provide is your company name and your passport. We handle the rest. No other provider offering company formation in Poland simplifies the process to this degree.
A note on terminology, because this trips up a surprising number of people: a “qualified electronic signature” under Polish law is not a DocuSign account. It is not an email certificate. It is not Adobe Sign or any cloud-based commercial product. It is a specific class of cryptographic credential that must be issued by a provider authorised under European eIDAS regulations and linked to your Polish PESEL number. The device (or the associated credential) is what allows you to sign documents in S24, submit annual accounts, and interact with the KRS (Polish Company Registry) system as a director. Without it, a foreign director is effectively locked out of the most basic administrative functions of their own company. We set this up for every client as standard, and it serves them for years.
Opening a Polish Bank Account
The second question every foreign client asks — right after “how long does it take?” — is about bank accounts. This is where a lot of the information on the internet is either misleading or outdated.
Some company registration providers claim that Polish bank accounts can be opened online “for most banks.” In our experience — across almost 30 years and thousands of companies — this is not accurate for foreign directors of newly registered entities. The large majority of Polish banks require the director to appear in person at a branch, present identification, and sign the account opening documents physically. Remote onboarding does exist, but it is limited to specific banks and often requires an existing relationship or a formal introduction from a regulated intermediary.
We include bank account opening assistance in the company formation price. When your KRS (Polish Company Registry) entry is published and your company details are visible in the register, we accompany you to banks in Warsaw. We help you open accounts at banks that offer English-language online banking — which matters, because you will be managing this account from abroad. We stay with you for as many bank visits as you want to make, for as long as you stay in Warsaw. There is no cap and no additional charge for this.
If you are a remote client and cannot visit Warsaw, there are two alternatives. First, we can arrange remote account opening at a small number of Polish banks that accept our introduction — this is a separate paid service. Second, if a Polish bank account is not urgent, we help you set up a Revolut Business or similar international payment account at no extra charge. But we should be direct about this: a Revolut account is not a substitute for a Polish bank account when it comes to dealing with Polish counterparties, making ZUS (social insurance) contributions, or paying Polish taxes. At some point, most active companies in Poland need a local bank account. We advise on timing and help you plan around it.
Tax Considerations for a New Polish Company
This is not a tax advice page, and we are not tax advisors. But the tax decisions you make at the point of company formation matter more than most people realise — because some structural choices are difficult or expensive to reverse later. Here is what you should know before you register.
Corporate income tax (CIT) in Poland is 19% at the standard rate. However, new companies and those with annual revenue below €2 million qualify for a reduced rate of 9%. That makes Poland one of the most tax-competitive jurisdictions in the EU for small and medium-sized businesses.
The Estonian CIT model is available for qualifying Polish companies. Under this regime, the company pays 0% tax on profits that are retained and reinvested in the business — tax is only triggered when profits are distributed to shareholders. Whether your company is eligible depends on its shareholder structure, its activities, and its employment situation. The point to understand is that this election should be considered at the formation stage, because the decisions you make about shareholder structure and share capital can affect eligibility.
VAT is 23% (standard rate). If your company will be trading in goods or services, you will likely need to register for Polish VAT. If you trade with other EU countries, you will also need an EU VAT number (VAT-EU). We arrange both if required.
Share capital — the minimum is PLN 5,000. You do not need to deposit this in a bank account at the point of registration; it can be held in the company’s cash register. Some clients choose to set a higher share capital for credibility with counterparties or banks. We advise on the right amount during the consultation.
The short version: talk to us about tax structure before we file the registration. The cost of getting it right at the start is zero — it is part of our service. The cost of restructuring later is real.
Who Uses Our Company Formation Service?
Our clients arrive from dozens of countries, and their situations vary. But the patterns we see most often, across almost 30 years of registering companies in Poland:
Entrepreneurs entering the EU market. Poland is a practical entry point — low share capital, competitive tax rates, full EU market access. Many of our clients are business owners from outside the EU who want a European base of operations, and opening a company in Poland offers a faster, cheaper route than the more obvious choices like Germany or the Netherlands.
Corporations establishing a subsidiary. International companies setting up a Polish entity for local operations, to hold contracts with Polish counterparties, or to access EU procurement and supply chains.
Real estate investors. Polish law allows foreign-owned companies to purchase commercial and most residential property. Buying through a sp. z o.o. provides liability protection and can offer tax advantages depending on the holding structure.
Holding structures and SPVs. Clients who need a Polish legal entity for a specific transaction — an acquisition, a joint venture, or a cross-border structure — and want it registered quickly with a clean history.
Anyone who does not speak Polish and does not want to deal with the system alone. This is the most common category we see. The client knows they need a limited company in Poland. They have read three or four different guides. They understand the theory. What they do not have is the ability to navigate S24 in Polish, obtain a PESEL without a Polish-speaking intermediary, or get a qualified electronic signature without knowing which provider to use or what documents to bring. That is where we come in.
Why Zalewski Consulting
We have been forming companies in Poland for almost 30 years. Not five, not ten — almost thirty. When we started, the KRS (Polish Company Registry) did not exist in its current form. The S24 system had not been invented. The qualified electronic signature was decades away. We have registered Polish companies under every version of the rules, through every regulatory change, and we know what works.
Over 2,000 companies formed. One team, one point of contact, from the first phone call to the bank account opening. English-language support throughout. We do not subcontract the PESEL, the e-signature, or the banking — we accompany you personally through each step.
Zalewski Consulting is a regulated company formation provider, registered in the Rejestr działalności na rzecz spółek lub trustów (Register of Activities for Companies or Trusts) — the official Polish registry for entities providing company formation and trust services. This registration is a legal requirement under Polish anti-money laundering regulations and confirms that our firm operates under regulatory supervision.
What you will not find on this page: vague promises about being “comprehensive” or “professional.” What you will find is a specific process — laid out step by step above — with specific timelines, and a firm that has done exactly this more than two thousand times.
Frequently Asked Questions
How long does it take to register a company in Poland?
Once filed through S24, the KRS (Polish Company Registry) processes the registration within 24–48 hours. Before filing, you need a PESEL and a qualified electronic signature — if you come to Warsaw in person, we complete all of this in a single day. For remote clients, the timeline depends on courier transit (around 3 business days each way) and how quickly you prepare your documents. Most remote formations are complete within two to three weeks.
Do I need to visit Poland to register a company?
No. The entire process can be completed remotely using a Power of Attorney and notarised passport documents. No apostille is required. You do not need to be in your home country — any classic notary public, anywhere in the world, is accepted.
What do I need to provide to get started?
Your company name and a copy of your passport. We handle everything else: the Articles of Association, PKD (Polish Classification of Activities) codes, share capital structure, PESEL, qualified electronic signature, KRS (Polish Company Registry) filing, CRBR (UBO Register), and bank account.
Do I need a PESEL number?
Every director of a Polish sp. z o.o. who files through S24 needs a PESEL — the Polish national identity number. We obtain this for you as part of the service. If you already hold a valid PESEL, this step is skipped. Note: a PESEL is not a tax number, a VAT number, or any other registration you may already have in Poland.
What is a qualified electronic signature and why do I need it?
It is a government-regulated cryptographic credential required under Polish law to interact with S24 — the Polish Company Registry online system. Without it, you cannot register a company, sign annual accounts, or make changes to your KRS (Polish Company Registry) entry. It is not DocuSign, not an email certificate, and not any commercial e-signature product. We arrange it for you as part of the formation service.
Can I choose any company name?
Yes, subject to availability. The name must be unique in the KRS (Polish Company Registry) and cannot be confusingly similar to an existing registered entity. We check availability before filing.
What type of company will I be registering?
In almost all cases: a sp. z o.o. (spółka z ograniczoną odpowiedzialnością) — the Polish equivalent of a private limited company. It is the structure chosen by the overwhelming majority of foreign investors. Other structures — joint-stock (S.A.), simple joint-stock (PSA), or partnerships — are available and we will advise if your situation calls for one. For most international clients, the sp. z o.o. is the right choice.
What is the minimum share capital?
PLN 5,000, approximately €1,150. This does not need to be deposited in a bank account at the point of registration — it can be held in the company’s cash register. We advise on the appropriate amount during the initial consultation.
What happens after the company is registered?
We file the CRBR (UBO Register) report immediately upon registration — this is a legal requirement and we handle it the same day. If VAT registration has been requested, we proceed with that. Your company is then ready to trade. Bank account opening assistance is included in the service.
Are bank accounts included?
Yes. In-person bank account opening assistance at Polish banks is included — as many banks as you wish to visit, for as long as you stay in Warsaw. For remote clients, we assist with setting up a Revolut Business or equivalent at no extra charge. Remote opening of a Polish bank account (through our introducer relationships) is available as a separate paid service.
Can a foreigner be the sole shareholder and sole director?
Yes. A Polish sp. z o.o. can be owned and managed entirely by a non-Polish national. There is no requirement for a Polish co-shareholder, a local director, or a resident representative. A single person can be the sole shareholder and the sole member of the management board.
What is the difference between forming a new company and buying a shelf company?
A new company is registered from scratch with your chosen name, your selected activities, and your preferred structure. It has no prior history. A shelf company is a pre-registered entity that already exists in the KRS (Polish Company Registry) and is transferred to you through a share sale. Both result in a fully owned Polish sp. z o.o. The choice depends on your timeline, whether trading history matters for your counterparties, and whether a specific company name is important. We offer both services — ask us which is right for your situation.
Ready to open a company in Poland? Contact us → — tell us the company name you have in mind and we will take it from there.
