11 answers for owners and founders of a Poland company, from ordering to banking, annual compliance and what happens after incorporation. General information, not legal or tax advice; your specialist confirms how it applies to you.
It suits simple set-ups. S24 uses a model agreement, so there is no notarial deed and no notary fee, but you cannot tailor the articles. If you need custom rules on share transfers, voting or investors, the notarial route fits better.
Source: Jak założyć spółkę przez internet, w systemie S24, Biznes.gov.pl (Government of Poland)
PLN 250 when the company agreement is made in S24, or PLN 500 when it is signed before a notary. A power of attorney filed with the application adds PLN 17 in stamp duty. The standard court fee is inside your year-1 price of US$2,290.
Source: Wpis spółki z o.o. do KRS, Biznes.gov.pl (Government of Poland)
Within 14 working days of its entry in the KRS, through the online CRBR system of the Ministry of Finance: the law gives 14 days and does not count Saturdays or public holidays. Changes are reported within 14 working days as well. We prepare the report together with your formation file so the deadline is not missed.
The court fee for entering a change, such as a new board member, is PLN 250 through the Court Registers Portal (PRS) or PLN 200 through S24. All KRS applications are filed electronically. We prepare the resolutions and the application for you.
Source: Zmiana danych w rejestrze przedsiębiorców KRS, Biznes.gov.pl (Government of Poland)
The KRS extract, NIP and REGON numbers, the company agreement, passports of the board members and details of the beneficial owners. Banks also ask about the business model, expected turnover and main counterparties. Having the CRBR entry done before you apply avoids a common delay.
Because the Polish VAT taxpayer white list shows each registered company's status and its reported bank accounts. Customers check it before paying, and an account missing from the list can delay payment. Report every business account to the tax office so it appears there.
Source: Biała lista podatników VAT, Biznes.gov.pl (Government of Poland)
The shareholders approve them within 6 months of the year end, and the company files them in the eKRS system within 15 days of approval. For a calendar year that means approval by 30 June and filing by 15 July. The statements must be prepared electronically in the Ministry of Finance format.
Source: Sprawozdanie finansowe do KRS, Biznes.gov.pl (Government of Poland)
Before the first VAT-taxable sale, on form VAT-R, with the tax office for the company's registered seat. There is no earliest date, so many companies file right after the KRS entry and the NIP is known.
Source: Obowiązki podatnika VAT: rejestracja i ewidencja, Biznes.gov.pl (Government of Poland)
Only if every earlier change was also made in S24. Once any change has been filed on paper or through the Court Registers Portal, later changes must go through the portal instead. S24 applications are usually decided within a day, while portal applications take up to about a week.
Source: Zmiana danych w rejestrze przedsiębiorców KRS, Biznes.gov.pl (Government of Poland)
The tax and statistics numbers (NIP and REGON) are assigned automatically. The company then files form NIP-8 with its supplementary data, such as bank accounts and places of business, within 21 days of the KRS entry, or within 7 days of starting business if that comes first. Beneficial owners go to the CRBR within 14 working days of the KRS entry (AML Act, art. 60).
Source: Wpis spółki z o.o. do KRS, Biznes.gov.pl (Government of Poland)
Besides the KRS application, update the tax office on form NIP-8 within 21 days of the KRS entry and the CRBR within 14 working days of the change (AML Act, art. 60). If the KRS is not updated, the company cannot rely on the correct data against third parties acting in good faith.
Source: Zmiana danych w rejestrze przedsiębiorców KRS, Biznes.gov.pl (Government of Poland)
Can't find it? Ask a Poland specialist, reply within 1 business day.
