The process of forming a corporation in Poland may be a thrilling endeavor, but it demands close attention to detail and respect for legal requirements. This article provides a step-by-step rundown of the business registration procedure in Poland so that you can complete it effectively.
Selecting a legal form
Choosing the legal form for your business is the first important choice you must make. A limited liability corporation (Spóka Z Ograniczonoci, Sp. Z O.O.) or a joint stock company (Spóka akcyjna, S.A.) are the two most popular alternatives available in Poland. To make an educated decision, it is critical to assess your unique demands, responsibilities, and long-term objectives. Each legal form has unique features.
Business name
It’s crucial to choose a suitable and distinctive name for your business. Make sure the name you’ve picked hasn’t already been registered in Poland by another business by doing a thorough search. A helpful tool for determining name availability and preventing possible conflicts is the National Court Register (Krajowy Rejestr Sdowy). Your company’s identity and market placement will benefit from having a distinctive and memorable name.
Association bylaws
It’s crucial to draft your company’s articles of incorporation (Umowa Spóki) or memorandum and articles of incorporation (Akt Zaoycielski) before you can build your organization’s internal structure and rules. The goals, shareholder rights and obligations, management structure, decision-making procedures, and other crucial elements of your company’s activities are all outlined in these papers. Consult a lawyer to make sure your Articles of Association appropriately represent the goals of your business and are compliant with Polish corporate law.
Registered address
It is legally necessary to provide a physical registered office address in Poland to establish a business. This address will be used as the company’s official communication address; thus, it has to be a legitimate place where you may get mail and alerts. Keep in mind that a post office box is ineligible for this use.
Owners of shares and management
An important part of registering a corporation is identifying the shareholders and members of the management board. A joint-stock corporation must have a minimum of five shareholders, while a limited liability company must have at least one stakeholder. There must be at least one person on the management board, which is in charge of directing daily business activities for the corporation. The company’s governing papers must specifically state what each shareholder’s and the board’s obligations are.
Obtain a PESEL number
You will need a PESEL number if you want to join the management board or become a shareholder as a foreign person. Each person resident in Poland is given a personal identification number, or PESEL, by the Polish government. For formal registration and adherence to local laws, this number is required. To get your PESEL number, ask the relevant Polish authorities for help.
Notary public seal
Visit a notary public to get the Articles of Association or Memorandum and Articles of Association certified as the next step in the registration procedure. The governing papers of your firm benefit from an extra layer of legitimacy and legality provided by notary certification, which is a legal obligation. Make sure that you get all required stamps and signatures at this point.
Register the business
You must provide the necessary paperwork to the appropriate District Court controlling the jurisdiction of your registered office to formally establish your business in Poland. The application form (KRS-W3), the notarized Articles of Association, and any other relevant documentation are usually included in these documents. You must also provide evidence that you paid the registration fee, as required by the court.
Registrar of taxes
After your business has been properly registered, it is essential to immediately register with the relevant tax office (Urzd Skarbowy) for tax reasons. Your business will get a REGON number (statistical number) and NIP number (tax identification number) as a result of this registration procedure. These numbers will be required for future tax files and correspondence with tax authorities, and compliance with tax legislation is crucial.
Insurance and social security
If you want to employ people, you must have them register with the Social Insurance Institution (Zakad Ubezpiecze Spoecznych, ZUS) for social security and health insurance. By taking this action, you may be confident that your workers will get the coverage and benefits that are required by Polish law. Fulfilling your duties as an employer shows that you care about the well-being of your employees and helps to create a healthy work environment.
Depositing at a bank
Open a business bank account in Poland after your firm has been registered. Select a trustworthy bank that meets your requirements as a company. Along with the identity cards for the authorized signatories, you must provide the bank with the company’s registration documentation. The correct separation of personal and company funds is ensured by maintaining a separate business account, which simplifies financial administration.
You may also find these articles helpful
Breakdown of Poland company registration fees and expenses
Limited Liability Company registration guide in Poland
