How to establish a business in Poland
Grant Thornton Legal assists clients with establishing businesses in Poland and abroad. We advise on the most appropriate legal form and assist with forming companies and establishing branches and representative offices, considering the characteristics of each client’s industry and its specific ownership and corporate governance requirements.
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How to form a limited liability company or joint-stock company
The process of establishing a limited liability company or joint-stock company involves the following steps: executing the company’s articles of association, appointing the company’s initial management board, opening a bank account, entering a lease for the company’s business premises, making the required contributions to the share capital, filing an application to register with the company, registering the company in the Register of Entrepreneurs of the National Court Register, registering the company with the competent tax office, Statistics Poland, and the Social Insurance Institution, registering with the company for value-added tax (VAT) purposes and reporting the company’s beneficial ownership information.
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How to form a registered partnership or limited partnership
The process of establishing a registered partnership or limited partnership involves the following steps: executing the partnership agreement, filing an application to register the partnership, registering the partnership in the Register of Entrepreneurs of the National Court Register, opening a bank account, entering a lease for the partnership’s business premises, registering the partnership with the competent tax office, Statistics Poland, and the Social Insurance Institution, registering the partnership for value-added tax (VAT) purposes and reporting the partnership’s beneficial ownership information.
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How to Establish a Branch in Poland
The process of establishing a branch involves the following steps: adopting the resolutions required to establish the branch by the parent company’s competent governing bodies, filing an application to register the branch, registering the branch in the Register of Entrepreneurs of the National Court Register, opening a bank account, entering a lease for the branch’s business premises, completing the required registrations with the competent tax office, Statistics Poland, and the Social Insurance Institution and registering the parent company for value-added tax (VAT) purposes.
Scope of support
We assist clients at every stage of the business formation process – from advising on the most appropriate legal form to preparing the documents required to register the business with the court and the relevant governmental authorities and institutions. Our objective is to ensure the efficient registration of the company, branch, or other business entities and to provide practical guidance on commencing operations.
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Advising on the appropriate legal structure
We help clients select the most appropriate legal form and structure their businesses in a financially and tax-efficient manner. We also seek to provide the greatest practicable protection for the assets of the company, its owners, and its management board members, while considering each entrepreneur’s specific operational and corporate governance requirements.
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Support with company registration
We assist in registering companies with Polish or foreign shareholders. Our services include drafting the company’s articles of association, shareholders’ agreements, and all other documents required to establish the entity.
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Assistance with registering branches and representative offices of foreign businesses in Poland
Our assistance includes reviewing the foreign company’s corporate records, drafting the documents required to establish the branch or representative office, and preparing all supporting documents required to register the branch in the Register of Entrepreneurs or the representative office in the Register of Representative Offices of Foreign Businesses.
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Drafting internal rules and regulations
We draft internal rules and regulations governing the functioning of the company’s corporate bodies and their respective relationships.
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Preparing a project timetable and overseeing its implementation
Our support includes preparing and monitoring the project timeline and coordinating the exchange of information and documents among all parties involved.
Implementation process
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Preparing the articles of association
We draft articles of association tailored to the client’s needs and reflecting the key terms agreed upon during the planning stage. Once the client has reviewed and approved those terms, we prepare the final articles of association and all ancillary documents required to form the entity and complete its court registration.
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Executing the articles of association and additional documents
The client may execute the documents in person. Alternatively, the documents may be executed by an attorney-in-fact without the client’s physical presence.
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Filing the registration application
We file the application to enter the entity in the Register of Entrepreneurs of the National Court Register.
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Completing post-registration filings
After the entity has been entered in the National Court Register, its beneficial owners must be identified and reported to the Central Register of Beneficial Owners. The entity must also complete all required registrations with the competent authorities and institutions, including the tax office, Statistics Poland, and the Social Insurance Institution.
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Launching the business
The final stage involves entering into the necessary agreements, completing the applicable organizational requirements, and commencing business operations.
We draft articles of association tailored to the client’s needs and reflecting the key terms agreed upon during the planning stage. Once the client has reviewed and approved those terms, we prepare the final articles of association and all ancillary documents required to form the entity and complete its court registration.
Experienced legal counsel can play an important role in the business formation process. Professional support can significantly streamline the process and help structure the business in a manner that mitigates future legal and operational risks.
Why Grant Thornton?
We Know How to Select the Right Legal Structure and Establish Your Company Efficiently
We draw on the extensive knowledge and experience of our professionals to make the company formation and registration process as efficient as possible while minimizing the client’s required involvement.
We assist both Polish and international clients, from large corporations to small and midsize businesses. We advise clients on selecting the legal structure best suited to their needs and support them throughout the formation and registration process.
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30+ years
in Poland
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1,200+
employees across seven offices
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2,500+
satisfied clients every year
FAQ – Polish Employment Law and HR Compliance
How Can an Employer Ensure Compliance with Employment Law?
Employers must comply with the Polish Labor Code, other statutes and implementing regulations, and properly implement and apply internal employment rules. In practice, this means regularly reviewing workplace regulations, agreements, HR procedures, and employee documentation against current Polish law and judicial decisions.
Regular training for HR teams and management is equally important, particularly when new employer obligations take effect. Periodic HR compliance audits and due diligence reviews can identify issues early, reduce the risk of sanctions, and support employee relations built on consistent respect for workplace rights.
How Should Remote Work Be Introduced in Compliance with the New Regulations?
The applicable documentation should address the rules for performing remote work, reimbursement or coverage of related costs, occupational health and safety requirements, and safeguards for confidential information and personal data.
Employers should also provide the tools and materials required for remote work or establish an appropriate allowance or lump-sum payment for the use of an employee’s own equipment. Training employees and managers on the applicable rules and monitoring compliance in practice are essential, particularly because the Polish National Labor Inspectorate reviews whether remote work arrangements have been properly implemented and applied.
Can an Employee Be Engaged Under a Civil-Law Agreement Instead of an Employment Agreement?
Polish law prohibits replacing an employment agreement with a civil law contract where work is performed under the employer’s direction, at a place and during hours designated by the employer, and on a continuous basis. Civil law arrangements are appropriate only where the work is performed independently, without the organizational and managerial subordination characteristics of employment.
Misclassification creates significant legal exposure. The Polish National Labor Inspectorate may impose fines, and a labor court may determine that an employment relationship exists and award outstanding employee benefits, including paid leave and overtime compensation. The employer may also face liabilities relating to social security contributions and taxes.
How Should an Employer Prepare for an Inspection by the Polish National Labor Inspectorate?
Inspections may cover remote work arrangements, parental leave, Employee Capital Plans, whistleblower procedures, working time, timely payment of compensation, and the use of civil law contracts in circumstances that may constitute employment.
Employers should therefore update workplace regulations, agreements, and HR procedures in advance and conduct an internal employment compliance audit. Well-organized records and consistent workplace practices are among the most effective ways to reduce the risk of fines, corrective orders, and post-inspection recommendations.
