Company Formation in Poland: Guide for US Entrepreneurs in 2025

Poland has emerged as one of Europe’s most attractive destinations for international business expansion, offering both economic stability and access to the European Union (EU) single market. With a strategic location between Western and Eastern Europe, competitive labor costs and a growing consumer base, the country is increasingly drawing interest from American entrepreneurs and expats. Company formation in Poland gives you access to more than 36 million domestic consumers as well as more than 450 million consumers across the EU.^1,2

For U.S. business owners, Poland offers a combination of modern infrastructure, a skilled workforce and relatively straightforward incorporation procedures, provided you understand the legal requirements and local business practices.

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Benefits of Company Formation in Poland

There are several strategic advantages of establishing a business in Poland for American investors that combine market access with cost efficiency and long-term growth potential.

• Full EU Market Access: Once registered, your Polish company can operate freely across all European Union member states, benefiting from harmonized regulations and avoiding additional customs duties. This makes Poland an ideal entry point for reaching both Western and Eastern European customers.
• Skilled Labor Force: Poland’s universities and technical institutes produce a steady pipeline of graduates in high-demand sectors such as IT, engineering, and finance. Many professionals are bilingual and have strong English proficiency, helping cross-border operations run smoother for U.S.-based management teams.
• Lower Operational Costs: Compared to Western Europe, Poland offers more competitive rates for office rentals, salaries and professional services. These savings can be reinvested into growth activities, from marketing to R&D.
• Stable Economy: Poland has maintained consistent GDP growth and demonstrated resilience during global economic downturns, offering a secure environment for long-term investments. Its membership in NATO and the EU further enhances political and economic stability.
• Investor-Friendly Tax Incentives: Businesses operating in Special Economic Zones (SEZs) or within the Polish Investment Zone (PIZ) can qualify for partial or full corporate income tax reductions.^3,4 Incentives are often tied to investment amounts, job creation and the development of specific sectors, making them especially appealing for manufacturing, logistics and technology ventures.

Choosing the Right Business Structure

The most common form for foreign-owned companies is the Spółka z ograniczoną odpowiedzialnością (Sp. z o.o.), or limited liability company (LLC).^5,6 It offers shareholder liability protection and flexibility in management.

Other options include joint-stock companies (S.A.), branches of foreign companies, and partnerships, but most U.S. investors opt for an Sp. z o.o. due to lower share capital requirements (minimum PLN 5,000, approximately USD $1,250) and faster registration.⁷

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Step-by-Step Process for Company Formation in Poland

Step 1: Select a Company Formation Agent in Poland

While not mandatory, using a local company formation agent in Poland is highly recommended for U.S. entrepreneurs unfamiliar with Polish law. Agents assist with drafting Articles of Association, navigating the National Court Register (Krajowy Rejestr Sądowy, or KRS), and liaising with authorities.⁸

Step 2: Prepare the Articles of Association

This document defines your company’s activities, shareholding structure, and governance. It must be signed before a notary if filed in paper form, or electronically through the government’s S24 system.⁹

Step 3: Deposit Share Capital

The minimum share capital for an Sp. z o.o. is PLN 5,000, which must be deposited into a company bank account before registration.

Step 4: Register with the National Court Register

The application is filed with the KRS, along with the Articles of Association, proof of share capital, and other required documents. Upon approval, the company receives a unique KRS number.

Step 5: Obtain a Tax Identification Number

The Polish Tax Office will assign a Numer Identyfikacji Podatkowej (NIP) for corporate income tax purposes.¹⁰

Step 6: Register for VAT (If Applicable)

Companies exceeding certain turnover thresholds or engaging in VAT-liable activities must register with the tax authorities.

Costs of Company Formation in Poland

Below is a comparison of common setup costs for U.S. entrepreneurs incorporating an Sp. z o.o. in Poland.

Cost Category	Sp. z o.o. (USD)11	LLC (USD)12
Court Registration Fee (KRS)	$62.50 – $87.50	$62.50 – $150
Publication in Court and Economic Monitor	$25	$25
Notary Fees (Articles of Association)	$125 – $250+	$40 – $50+
Drafting Company Agreement by Lawyer	Optional	$375+
PCC Tax (0.5% of Share Capital)	Minimal – Included in above	$6+
Translation/Legalization Costs (if needed)	$75 – $200	$75 – $200
Additional Legal/Accounting Services	Optional	$125+
Estimated Total	$287.50 – $562.50+	$633.50 – $1,000+

Exchange rate approximated at 4 PLN = USD $1.

Corporate Income Tax and Ongoing Obligations

The standard corporate income tax rate in Poland is 19%. A reduced 9% CIT rate applies to small taxpayers with annual revenues under EUR 2 million. Companies must also comply with monthly or quarterly VAT filings, annual financial statements and local accounting regulations.¹³

U.S. entrepreneurs should be aware of the U.S.-Poland Double Tax Treaty, which helps avoid double taxation on the same income.

Final Thoughts

For U.S. entrepreneurs and expats, company registration in Poland offers a strategic gateway to the European market. With competitive costs, a skilled workforce and an investor-friendly environment, Poland is well-positioned as a hub for international growth. By understanding the registration process, corporate income tax obligations, and the role of the National Court Register, you can establish and operate a compliant and profitable business in one of Europe’s fastest-growing economies.

Poland’s investor-friendly policies, coupled with its membership in the European Union, make it an ideal platform for scaling operations across the continent. For American entrepreneurs looking to expand internationally, Poland offers the right balance of accessibility, profitability and strategic positioning that allow you to focus on building a business that thrives in both the domestic and wider European market.

FAQ: Company Formation in Poland

Can U.S. Citizens Own 100% of a Polish Company?

Yes. There are no restrictions on full foreign ownership for most business sectors. U.S. investors can directly own shares without needing a local partner, although having an EU-based board member may simplify certain administrative tasks.

How Long Does the Process Take?

Electronic registration via the S24 system can be completed in as little as one to three business days, provided all documents are correctly prepared. Paper registration can take two to four weeks due to notary and court scheduling.

Do I Need to Live in Poland to Run a Company There?

No. Physical residency is not required. However, some banks and government processes are easier if one director resides in the EU or European Economic Area.

Is There a Minimum Number of Shareholders?

An Sp. z o.o. can be formed by a single shareholder, which is ideal for U.S. entrepreneurs who prefer full control. There is no maximum number of shareholders.

What Are the Annual Maintenance Costs?

Annual accounting, compliance filings, and statutory services typically range from PLN 4,000 to 8,000 (USD $1,000 to $2,000). Costs vary depending on company size, activity and whether VAT registration is required.

Are There Special Tax Incentives for Foreign Investors?

Yes. Businesses operating in Special Economic Zones or under the Polish Investment Zone program may qualify for partial or full corporate income tax exemptions for a set period, depending on investment size and job creation.

Will My U.S. Taxes Be Affected?

Potentially. While the U.S.-Poland Double Tax Treaty helps prevent double taxation, U.S. citizens must still report global income and comply with IRS requirements such as Form 5471 and FBAR if ownership thresholds are met.

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Sources:

1. Poland – European Union
2. Poland GDP Growth – Eurostat News
3. Special Economic Zones and Investment Support in Poland – Grant Thornton
4. Polish Investment Zone – PAIH
5. Establishing an Sp. z o.o. Company – WorkPermit.Support
6. Company Incorporation in Poland – Lexology
7. Share Capital in Polish Companies – Dudkowiak
8. National Court Register – Gov.pl
9. S24 Online Company Registration – INPL
10. Register a Company in Poland – Biznes.gov.pl
11. LLC Establishment in Poland – Lawyer-Poland.com
12. Cost of Setting Up an LLC in Poland – YourLLCinPoland.com
13. Corporate Income Tax in Poland – Dudkowiak