Before you decide what kind of company you should open and you want to learn more how to prepare yourself for the process it is worth to visit the website https://www.biznes.gov.pl/przedsiebiorcy/
Which is a small info center for future entrepreneurs maintained by the Ministry of Development. The whole website is available in English so we highly recommend reading all the articles available there.
IMPORTANT: Remember that process of registration in the CEIDG (Central Registration and Information on Business) and ZUS (The Polish Social Insurance Institution) are free.
After you have submitted your application to both offices you will probably receive some letters with invoices asking you to pay a registration fee but please remember it is some fake, private organizations and you don’t need to pay anything.
Most of polish people and same for the foreigners in Poland choose this type of one person company. If you are planning to have a simple business such as being English teacher or if you want to be an IT contractor this is the best option for you. It is very basic and easy to operate.
Purpose: operation of a small business by an individual
Founder: one individual
Minimum capital: not applicable
Legal personality: None.
Liability: The individual is liable for his own debts and obligations with his whole property.
Taxation: PIT Declaration – Personal Income Tax.
Citizens of the following countries can register a self employment company with no extra restrictions:
- Czech Republic
- United Kingdom
- United States
If you are not a citizen of any of countries above, you may register another form of business activity such as Limited liability company or general partnership.
Purpose: Established for the purpose of conducting a business and any other purpose allowed by law.
Founders: May be established by one or more individuals. However, it may not be established solely by a single-member limited liability company.
Minimum capital: 5 000 PLN
Legal personality: A limited liability company is a legal entity.
Company liability: The Company is liable for its debts and obligations with its whole property without any limitations.
Partner liability: The shareholders are not liable for the company’s obligations, they bear a risk up to the value of shares contributed.
Taxation: CIT Declaration – Corporate Income Tax
Account: company account – to open a business account, register a company without giving any account number, print out the confirmation that your company has been registered in KRS, then on the base of the confirmation set up an account, and after that update your data in KRS.
Cost of registration: 600zł
The first formality when opening a company is the act of signing of the articles of incorporation which must take place in the presence of a notary. At the same time it is necessary to sign a statement with the contributions of shares.
Other documents required for the registration application are:
- Articles of Association of the company (notar)
- list of members (name, address, etc.) and their shareholdings (shares);
- statement of the Members of the Board stating that all members have contributed their share towards the share capital;
- officially verified signatures of the persons authorised to represent the company (notar)
All these papers along with the forms KRS-W3, KRS-WE, KRS – WK and KRS- WM you need to submit in KRS office (ul. Czerniakowska 100)
All the forms you can download for free from this website:
Within 14 days from the date of issue of the certificate of registration from the National Court Register(KRS), the company owner must go in person to the Statistical Office to request a REGON number (registration number in the register of subjects of the national economy). The form to be used for the request is the RG-1 form which you can easily download from google.
Cost of registration: 0zł
The whole process is very fast and easy. You need to fill in 1 form which you can download for free here:
The filled-out form is also an application for three things at once:
- The registration in the Krajowy Rejestr Urzędowy Podmiotów Gospodarki Narodowej (The National Official Register of the Nationalised Industries Units) to receive a REGON number.
- The application to the Tax Office to receive a NIP number and a choice of the form of taxation.
- The identification of the insurance contributions payer in ZUS (Social Insurance Institution) which is the person who will be responsible for paying the insurance contributions for themselves and the employees.
GENERAL INFORMATION FOR ALL THE FORMS MENTIONED ABOVE
A foreigner who wants to establish one of the companies does not have to legalize his stay in Poland and apply for a work permit in Poland. Such person is the owner of a company and does not have to physically reside in Poland – he can register a firm in the Internet.
All commercial companies need to be registered in the National Court Register (KRS). The registration must be made using a form, available at the KRS office(ul. Czerniakowska 100) and on the relevant page of the Ministry of Justice.
The application for registration in the National Court Register will always be reviewed by the office no later than 14 days after the day of submission.
Remember that every company with a yearly sales over 200.000 PLN must be registered for VAT purposes.
While filling-out the form you also have to define the type of business activity number. You can find the one that describes your kind of business in the Polska Klasyfikacja Działalności (Polish Classification of Activity). Basically, you just put all the numbers you think you might want to do in your company – you can write down as many numbers as you want actually.
The full list of possible acitivities you can find here(unfortunately only available in polish but gogle translate makes it acceptably understandable):
Insurance monthly costs:
For 24 months you’ll be paying small ZUS – preferential contributions for new companies. With the regular ZUS in 2017 you’d be paying 297,28 zł of health insurance plus either 875,28 zł or 812,61 zł monthly. With the preferential one you’d be paying 297,28 zł plus 190,62 zł or 175,92 zł monthly.
In Poland company owners have three options: deal with accounting on their own, hire an accountant or contract out your bookkeeping to an accounting office.
It seems hardly possible that you can take care of accounting on your own. And hiring your own accountant is expensive so the most recommended option is contracting out your bookkeeping to an accounting office. Many accouting agencies speak English and they offer a combo – company virtual adress and accounting in one which is highly recommended if you can’t register a company in the place you are currently living.
Few agencies where you can find these services:
The small accounting and virtual adress should cost you around 300zł per month.
Choosing the accounting
In the registration forms you’ll be asked to choose what type of accountancy documentation you want to have. There are four options:
- Accounting books
- Revenue and expense ledger
- Other registers
- Accountancy documentation is not kept
Accounting books – you are obliged to use them if you receive over €1,2 mln of income a year.
Revenue and expense ledger is used by people who chose general principles (progressive tax) or a flat tax as a taxation form and have less than €1,2 mln of income per year, so they’re not required to use accounting books.
Options 3rd and 4th are for people who chose lump-sum tax or fixed amount tax.
The name for your company
The company’s name must include the your name as the owner, and there can also be something mores o you can name your company „Jane Smith” or „Jane Smith cakes”.
Entrepreneurs can choose from four possible taxation forms. Differences between potential tax amounts are significant.
Make sure you read the online guide to all 4 taxation forms here to be aware what you are choosing:
Most of people choose the general rules as its the easiest way.
First day of your business
Be careful to start a business from the last day of a month because you’ll need to pay the full health insurance for a month that’s almost finished. That means paying 297,28 PLN for a health insurance. The best is to start your business on the second day of a month, because then you’ll be paying preferential contributions for ZUS for one month longer.
You can either set up a special bank account for your company or use your personal bank account instead. A personal account is allowed only when you’re the sole owner of it (you don’t share it with your spouse for example).
If you decide to use your personal account, submit its number during the registration. If you decide to set up a business account, register a company without giving your account number, then print out the confirmation that your company has been registered in the CEIDG, then on the base of the confirmation set up an account, and after that update your data in the CEIDG.