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Foreigner without TRC
Sole proprietorship (JDG) requires a residence card. Sp. z o.o. doesn't. Can be 100% foreign-owned.
Sp. z o.o. · 7-10 business days turnkey
Sp. z o.o. registration
Polish LLC in 7-10 days - KRS, NIP, REGON, VAT, bank account
Sp. z o.o. (limited liability company) is the most popular Polish company form for foreign founders. Minimum capital 5,000 PLN, liability capped at the contribution, available without a residence card. We register via S24 in 24 hours or via notary in 5-7 days. Includes Warsaw registered office, account opening at mBank/ING/PKO, VAT registration and ZUS setup.
Min. capital
5,000 PLN
kapitał zakładowyKRS - S24
24-48 h
online via ePUAPKRS - notary
5-7 days
tailored articlesCIT
9% / 19%
9% - small (under 2M EUR)When to choose Sp. z o.o.
The go-to vehicle for non-EU founders. No TRC required, manageable from abroad, ring-fences personal assets.
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Personal asset protection
Liability limited to capital contribution. Company debts don't cascade to shareholders (except board liability for negligence).
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Investor-ready
Share classes, voting asymmetry, ESOP plans, special exit / inheritance terms.
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EU clients
EU VAT number, OSS/IOSS, accepted by enterprise procurement.
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IP Box and Estonian CIT
5% IP Box for software IP. Estonian CIT defers tax until dividend payout - Sp. z o.o. only.
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Residence permit through business
Active Sp. z o.o. (revenue, 2+ employees) - basis for self-employed residence permit.
Registration steps
From first call to full operations - 7-14 business days.
- 01
Free consultation
30 minStructure, taxes (CIT / Estonian / IP Box), PKD codes. S24 vs notary.
- 02
Articles of association
1-2 daysPKD, shares, board, representation, dividend policy.
- 03
Signing
1 dayS24 - Polish trusted profile or qualified e-signature. Notary - in person or by power of attorney.
- 04
KRS filing
24 h (S24) / 5-7 daysKRS issues number, NIP, REGON automatically.
- 05
CRBR (UBO)
7 daysBeneficial owner register. Up to 1M PLN fine for late filing.
- 06
Bank account
3-7 daysmBank, ING, PKO, Pekao, Santander. KYC, video verification.
- 07
VAT registration
7-30 daysVAT-R. Exemption up to 200k PLN. EU - VAT-UE mandatory.
- 08
ZUS setup
7 daysWhen hiring - ZUS-ZPA and ZUS-ZUA per employee.
/ documents
What we need
Most paperwork prepared by us.
- Founders' and board passports01
- PESEL for board member (we obtain if missing)02
- Founders' and board addresses (CRBR)03
- 3 company name options04
- PKD codes05
- Share structure06
- Representation (single / joint)07
- Registered office - ours in Warsaw included08
- Trusted profile / qualified e-signature09
Our fee
Fixed turnkey price. State fees billed separately.
Consultation
Free
30 minutes · structure & taxesPopularS24
from 3,000 PLN
KRS + NIP + 12-mo officeNotary
from 3,500 PLN
Custom articlesTurnkey + bank + VAT
from 4,800 PLN
KRS + bank + VAT-R + bookkeeping* State fees: KRS 250 PLN (S24) or 500 PLN (notary), MSiG 100 PLN, notary fees 700-1,200 PLN at 5,000 PLN capital.
Legal basis
- §01Commercial Companies Code of 15 September 2000 - Chapter III (Sp. z o.o.)
- §02KRS Act of 20 August 1997
- §03AML Act of 1 March 2018 (CRBR beneficial owner register)
- §04VAT Act of 11 March 2004
- §05CIT Act of 15 February 1992
/ questions
Frequently asked
Yes. S24 - Polish trusted profile or qualified signature (issued remotely in 1-2 days). Notary - power of attorney signed before a Polish consul or notarized + apostille.
Journal
LegalWin BlogArticles on this topic
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