Poland is open to non-EU entrepreneurs. You can operate through a Polish company, a branch or representative office of a foreign company, or—if you hold specific residence titles—through a sole proprietorship. This guide explains your main options and how to choose.
Main options at a glance
Spółka z o.o. (LLC)
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Why choose it: Limited liability, 100% foreign ownership allowed, no residency required to be a shareholder or director (separate right-to-work rules may apply).
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Capital: PLN 5,000 minimum.
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Good for: Most standard businesses that need contracts, hiring, VAT registration, and a clear liability shield.
PSA – Prosta spółka akcyjna (Simple JSC)
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Why choose it: Startup-friendly mechanics, flexible share structure, easy to onboard advisors/employees.
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Capital: From PLN 1.
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Good for: Venture-minded teams expecting investors or ESOPs.
SA – Spółka akcyjna (JSC)
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Why choose it: Designed for larger, capital-intensive ventures and potential listings.
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Capital: Typically PLN 100,000 minimum.
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Good for: Scale, regulated sectors, or when public-company mechanics are needed.
Branch of a foreign company
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What it is: Registration of your existing foreign company in Poland.
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Scope: Can operate in Poland within the same business scope as the parent.
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Liability: Rests with the foreign parent.
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Good for: Centralized control when you don’t want a separate Polish subsidiary.
Representative office
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Purpose: Promotion and marketing only (no trading/revenue).
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Good for: Market testing and relationship building before committing to a trading company.
Sole proprietorship (JDG) for non-EU citizens
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Availability: Only if you already hold a qualifying Polish residence title (e.g., permanent residence, EU long-term resident, certain TRCs with labor-market access, Karta Polaka).
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Note: Personal liability and ZUS impact can be significant; many founders prefer LLC/PSA for protection.
Registration & compliance checklist
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Register the company
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Companies / Branch / Rep office → KRS
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Sole proprietorship → CEIDG
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Obtain NIP & REGON and file CRBR (UBO) for companies.
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Open a bank account and secure a service address.
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ZUS registrations for owners/employees where required.
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VAT registration when your activity requires it or after thresholds.
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E-invoicing (KSeF): mandatory B2B e-invoicing from 2026 (phased). Prepare certificates, API access, and software integration now.
Taxes (brief)
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Companies (LLC/PSA/SA): Corporate income tax generally 9%/19% depending on status/turnover; VAT standard 23% with reduced rates for some goods/services; payroll/ZUS for employees.
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Branch: Taxed in Poland on Polish-source income; accounting similar to a local company for Polish operations.
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Representative office: No trading—promotion only.
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JDG: Personal income tax by scale (12%/32%), 19% flat, or lump-sum (ryczałt) depending on activity; ZUS depends on status.
How to choose (quick rules)
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Need a fast, standard setup with liability protection: LLC
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Expect investors/ESOP and want maximum flexibility: PSA
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Operate directly as your foreign company: Branch
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Testing the market without trading: Representative office
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You already hold a qualifying residence title and want the simplest path: JDG (but weigh liability and ZUS)
Work & immigration note
Owning a company in Poland does not automatically grant the right to live or work in Poland. If you plan to perform operational work on the ground, secure appropriate visa/permit or a temporary residence card with work entitlement.
Need help?
Golco can set up the right company(LLC/PSA/Branch/Rep office), handle KRS/CEIDG and CRBR filings, arrange VAT/ZUS, and get your accounting and KSeF e-invoicing ready. Tell us your activity, team size, and timeline—we’ll propose a lean structure and a roadmap.
This article is informational and not legal advice. For a tailored plan, contact Golco.