Open a Polish Limited Liability Company

The Polish limited liability company is the most common business form in Poland. This business structure has several advantages, including the fact that the investor is protected in case the business fails. The fact that company owners have limited liability, plus the accessible incorporation and maintenance costs are two of its most important characteristics.

Quick Facts
Residency requirements	No restrictions to foreigners
Minimum shared capital	PLN 5000
Corporate bank account	Mandatory for depositing the share capital and recommended for facilitating business transactions. Our lawyers can help with opening the bank account
Liability	Limited to the amount of investment in the company.
Minimum shareholders	1
Company name	Must include “spółka z ograniczoną odpowiedzialnością”/ “spółka z o.o.”/ “sp. z o.o.”.
Corporate income tax rate	– 19% (standard); – 9% (reduced under certain circumstances – our attorneys can detail)
VAT registration	If selling taxable goods/services exceeding PLN 200,000/year.
VAT rates	– 23% (standard); – 8%, 5%, 0% (reduced)
Other taxes in Poland	– dividend withholding tax, – social security contributions, – customs duties, – excise duties, etc.
Required documents	– shareholder ID documents, – Articles of Association, – proof of deposited capital, – proof of registered address, – power of attorney, etc.
Incorporation procedure	– choose company name, – register local address, – deposit shared capital, – submit documentation, – register with National Court Register, – submit tax information form, etc.
Incorporation time (approx.)	– 1 week (online registration), – 1 month (notarial registration)
Advantages of opening a limited liability company	– fast registration, – reduced CIT (in certain cases), – limited liability for shareholders, – tax incentives for investors, etc.
Assistance	Our law firm in Poland assists during the entire company formation procedure and provides post-registration support.
Digital signature required (Yes/No)	Yes, mandatory for online registration.
Accounting obligations	Must maintain double-entry bookkeeping and submit annual financial statements.
Registered office	A physical address in Poland is required as the official company address.
Shareholder nationality restrictions (Yes/No)	No – both EU and non-EU nationals can be shareholders.
Director requirements	At least one director (can be the same person as shareholder).
Business activity classification	Must register business activities under the Polish Classification of Activities (PKD) codes during incorporation.
Trade name availability	Must be unique and checked through the National Court Register (KRS) database.
Social security (ZUS) registration	Mandatory if the company hires employees or pays remuneration to board members.
Business licenses	Some industries (e.g., finance, transport, education) require special permits or licenses.
Language of documents	All company formation documents must be in Polish or officially translated.
Shareholder liability duration	Liability lasts only while the shareholder holds shares.
Dividend taxation	19% withholding tax on dividends (reduced by double taxation treaties).
Capital contribution options	Can be in cash or in-kind (assets).
Annual general meeting	Mandatory once a year to approve financial statements and management actions.
Company structure flexibility	Can be modified post-incorporation (e.g., board size, shareholding) with shareholder approval.

What are the steps and requirements to open an LLC in Poland?

Several steps are needed for the incorporation of the company. The list below includes the basic and mandatory requirements for opening this type of company:

• Management: the company must have a management board of at least one person; when the company has more than 25 shareholders or when the capital exceeds the amount of 500,000 PLN, the company must also have a Supervisory Board with at least three individuals.
• Documentation: the Articles of Association are the constitutive documents which need to be drawn up according to the law in order for the business to be registered;
• Founders: the company can have a single shareholder and there are no restrictions on the total number or the nationality of the founders;
• Capital: the capital, made up of the contributions submitted by the shareholders is 5,000 PLN and must be paid-up before the business is registered (in cash or in kind);

What are the documents required to register a limited liability company in Poland in 2026?

There are several documents that need to be drafted and filed when setting up an LLC in Poland. These are:

• the ID of the shareholders who are natural person and/or constitutive documents in the case of corporate stakeholders;
• the trading name reservation form;
• proof of the company’s share capital in the form of a bank extract;
• proof of a local registered address (including of a virtual office);
• details about the distribution of the shares;
• the value of one share and the number of shares per member.

All this information must also be written in the LLC’s Articles of Association.

Our experts invite you to watch a video about opening a Polish limited liability company: 

What are the types of LLCs in Poland?

There are 4 main LLCs in Poland to mention, as detailed below:

• Standard LLC also knows as Sp. z o.o.;
• Micro-enterprises (Small LLCs): are the LLCs with less than 10 employees;
• Start-up LLCs are the companies in Poland which may benefit from special start-up incentives;
• Sp z o.o. with sole shareholder.

Are there any special requirements for a Polish LLC in 2026?

In 2026, the establishment of a Polish limited liability company involves certain mandatory fees, which include the registration fee for the company to be registered in the National Court Register (KRS), the publication of the registration in the Court and Economic Monitor (Monitor Sądowy i Gospodarczy), and the civil law transaction tax (PCC), which amounts to 0.5% of the share capital. However, additional costs may arise if the company is incorporated through a notary, while lower costs are applicable if the registration is done online using the S24 system.

What are the taxes of an LLC in Poland?

The main taxes applicable to an LLC in Poland include the corporate income tax rate, the capital gains tax, the VAT, stamp duty, real estate tax and excise duty.

Investors who set up this type of company in 2026 will need to be mindful of the following taxes:

• Corporate income tax rate: with a 19% standard rate and a 9% reduced rate;
• Dividend withholding tax: 19% or no tax at all, when this is reduced through a double tax treaty or otherwise;
• Value-added tax: 23% standard rate and 8%, 5% and 0% reduced rates;
• Social security contributions: the amount is about 35% of the employee’s salary; a cap applies on the amounts to be paid by each party (with approximately 21% for the employer and 14% by the employee).

What are the incorporation costs of the Polish limited liability company?

There are various incorporation fees to consider before opening an LLC in Poland, as mentioned below:

• Registration fees: EUR 1,050;
• Obtaining electronic signature: between EUR 160/450, depending on the case;
• Obtaining VAT registration: EUR 150;
• Opening a bank account: EUR 600.

What are the benefits of opening an LLC in Poland?

There are various advantages to consider when it comes to opening a limited liability company in Poland, such as:

• liability protection;
• ease of establishment;
• tax benefits and flexibility.

What is the post registration set-up for an LLC in Poland?

Other essential processes that should be considered during the formation of an LLC in Poland include the process of setting up after incorporation:

• Registration of beneficial ownership (CRBR): should be submitted within 7 days of registration;
• Taxing process (activation of NIP): updating tax registration information;
• Electronic Platform of Public Administration Services (EPUAP) registration or qualified electronic signature: necessary for filing and communicating with authorities;
• Social Insurance Institution (Zakład Ubezpieczeń Społecznych – ZUS) registration: required to hire employees.

You can contact our Polish law firm for more information about the limited liability company or another chosen business form.