Maksym Stepanenko
Managing Partner, Crystal Tax
International client projects since 2012: company structures, tax, immigration, DUNS and NCAGE. 50+ jurisdictions.
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Register a company in Poland turnkey, for Ukrainians and other non-residents: we set up your sp. z o.o. without you relocating, register it in KRS, CRBR and for VAT, prepare it for the bank and keep the books.
Since 2012 · 50+ jurisdictions · sp. z o.o. without Polish residence status · Polish accounting and Ukrainian CFC reporting in one team
In brief
- For a non-resident, company registration in Poland usually means setting up a sp. z o.o. (a limited liability company) in the National Court Register KRS; a foreigner without a Polish residence permit can be both shareholder and management board member.
- The minimum share capital of a sp. z o.o. is PLN 5,000, with a nominal value of at least PLN 50 per share; NIP and REGON are assigned automatically on entry in KRS.
- We handle Poland company formation turnkey: articles of association before a notary or in S24, the court filing, CRBR, VAT-R, a registered address, bank preparation and ongoing accounting in Poland.
- Corporate income tax CIT is 19 percent; small taxpayers and companies in their first year of activity pay 9 percent if annual revenue does not exceed EUR 2 million, except on capital gains; dividends are taxed at 19 percent unless a double tax treaty reduces the rate.
- Usually, in our experience, it takes 3–5 weeks from signing to the KRS entry, and 1.5–3 months including VAT and a bank account. The timeline depends on the case, its details, the authorities and force majeure.
Your situation
Pick the situation closest to yours: a short outline of the route and the first step.
I am in Ukraine and want a Polish company for EU clients
We register a sp. z o.o. through a notary under your power of attorney, provide the company address and register it for VAT, including intra-EU transactions. We check in advance where the company is actually managed and set up Ukrainian CFC reporting from the start.
Example. The owner of a design studio from Dnipro opened a company in Poland to sign contracts with clients in Czechia and Austria without ever travelling to Warsaw.
Discuss this case →I live in Poland with UKR status: JDG or sp. z o.o.?
We run both options on your numbers: taxes, ZUS contributions, liability, requirements of banks and counterparties. If the company works out better, we register it; if JDG does, we register it in CEIDG and take over the accounting.
Example. An IT specialist with a PESEL UKR compared JDG and sp. z o.o. and stayed on JDG for another year, until his income reached the level where a company pays off.
Discuss this case →I am moving production or a warehouse from Ukraine to Poland
We open a company in Poland, register it for VAT and in the EORI system for customs, and help with the lease, hiring and the bank account. We design the ownership structure with Ukrainian CFC rules and future dividends in mind.
Example. A packaging manufacturer from the Kharkiv region registered a Polish company for a warehouse and shipments to clients in Germany.
Discuss this case →I already have a company in Poland and need an accountant
We take over the books from the previous accounting office, review the ledgers, JPK and CIT-8 returns and the reports filed with KRS, close the gaps and then keep the accounts in Poland together with the Ukrainian side. We also work with JDG owners.
Example. The owner of an online shop on JDG came to us after her previous accountant failed to prepare her for invoicing in KSeF.
Discuss this case →I need a Polish holding company for my business in Ukraine
We design the structure: who owns the sp. z o.o., where the board sits, how dividends flow and which taxes apply in both countries. We register it, file the beneficial ownership data and set up CFC reporting.
Example. The owners of a logistics company set up a Polish holding to work with a European investor and calculated the dividend taxes in advance.
Discuss this case →What turnkey company registration in Poland includes
Turnkey company registration in Poland covers everything a working sp. z o.o. needs, from choosing the legal form and structure to VAT, a bank account and accounting. You send documents and make decisions; we do the rest together with our partners in Poland.
Structure and articles of association
- Analysis of the task: where the clients are, who manages the company, how money will be paid out, and whether a sp. z o.o. fits or another form does, such as JDG or the simple joint-stock company P.S.A.
- Name check and selection of PKD activity codes.
- Articles of association (umowa spółki): capital, shares, decision rules, powers of the management board, restrictions on selling shares.
- Choice of route: notarial deed or the template agreement in the S24 system.
Registration in KRS and other registers
- Filing the application with the court via the Portal Rejestrów Sądowych or S24, and answering the court's remarks.
- Obtaining the KRS entry; NIP and REGON are assigned automatically.
- Statement on the contribution of capital, list of shareholders, consents of management board members.
- Beneficial ownership data in CRBR within the statutory period after the KRS entry.
Taxes and getting started
- VAT registration on form VAT-R and, where needed, for intra-EU transactions (VAT-UE).
- Connection to KSeF and set-up of electronic invoicing.
- A registered address for the company in Poland with mail handling.
- A bank pack: business description, source of funds, contracts, payment flow chart.
- Support with account applications until the bank decides.
Company registration in Poland for Ukrainians
A Polish limited liability company, the sp. z o.o., is open to Ukrainian citizens without any status or residence permit: a foreigner can be shareholder and management board member. JDG, the Polish counterpart of the Ukrainian sole proprietor (FOP), is open only to those with a PESEL UKR or another qualifying status. For an owner living in Ukraine or a third country, the practical option is therefore a company.
Help with setting up a sp. z o.o. in Poland if you are already here
If you live in Poland, you can sign the articles of association in person before a notary, and sign an S24 agreement with a qualified electronic signature, via Profil Zaufany or with the personal signature of an e-dowód. If you are in Ukraine or another country, we do everything under a notarised power of attorney: you issue it once and send it to us.
After registration
- Monthly and annual accounting, JPK and CIT-8 returns, annual financial statements; details in the accounting section below.
- For owners who are Ukrainian tax residents, we prepare the report on controlled foreign companies.
Accountant in Poland for sp. z o.o. and JDG
Accounting in Poland for a sp. z o.o. means full bookkeeping (księgi rachunkowe), monthly VAT reports, the annual CIT-8 return and financial statements filed with KRS. We keep the books with our accounting partners in Poland, while the Ukrainian side, meaning CFC reporting, tax residency and the owner's dividends, is handled by Crystal Tax lawyers and accountants.
What an accountant in Poland does for a sp. z o.o. every month
- Full accounting ledgers under the Accounting Act.
- The JPK_V7M report with the VAT return by the 25th of the following month; quarterly filers submit JPK_V7K.
- Calculation of CIT advance payments.
- Issuing and receiving invoices in KSeF, bank reconciliation.
- Where there are employees: payroll, ZUS contributions, PIT withholding, annual statements for staff.
Annual accounting in Poland
- Annual financial statements (sprawozdanie finansowe) in electronic form: drawn up within 3 months after year end, approved within 6 months at the latest, filed with KRS within 15 days after approval.
- The CIT-8 return by the end of the third month of the following year.
- Shareholders' meeting documents approving the statements and the distribution of profit.
- Updates in CRBR when owners change.
KSeF in 2026
Since 1 February 2026 the National e-Invoicing System KSeF has been mandatory. From 1 February 2026 companies with 2024 sales above PLN 200 million including VAT must issue invoices in KSeF, and from 1 April 2026 all other companies. If sales on such invoices stay within PLN 10,000 gross per month, they may be issued outside KSeF until the end of 2026. We set up access, user permissions and invoice exchange so the books run without manual re-entry.
How we keep the books in Poland
- The accounts are kept by accounting partners in Poland under contract with us; we are responsible to you.
- You send documents to one point and discuss questions from the tax office and the bank in English, Ukrainian or Russian.
- Every month you see which reports have been filed and what tax is due before the deadline, and once a year you receive a summary for the dividend decision.
- Polish figures go straight into the Ukrainian CFC report, so data is collected only once.
Accounting in Poland for existing companies and JDG
We take on Polish companies that are already trading and JDG owners: we take over the books from the previous accountant, review past returns and reports, correct errors and then handle everything ourselves. For owners from Ukraine, one team sees the whole picture: Polish taxes, dividends and CFC reporting. If the structure includes companies in other countries, we add international company accounting.
How long it takes to register a company in Poland
Usually, in our experience, company registration in Poland takes 3–5 weeks from signing the articles to the KRS entry, and the full launch with VAT and a bank account takes 1.5–3 months. The timeline depends on the case, its details, the authorities and force majeure.
- Analysis and structure: 1–2 working days after a short description of the task.
- Power of attorney: if you are outside Poland, in our experience, notarisation, an apostille where required and a sworn translation into Polish usually take 1–2 weeks.
- Articles of association: a notarial deed or the S24 template; signing under a power of attorney takes one visit to the notary.
- KRS court: under the KRS Act the court decides on the application within 7 days, and within 1 day for S24 agreements; if the court sends remarks, the 7 days run from when they are resolved.
- CRBR: beneficial ownership data is filed within 14 days after the KRS entry; Saturdays and public holidays are not counted.
- VAT and bank account: the tax office may request a lease agreement or documents on the business, or invite you to a check; the bank runs its own review of the owners and the source of funds.
The court's official deadline covers only the review of a complete application. Time for the power of attorney, translations, VAT-R and bank checks comes on top.
Timelines get longer in predictable cases: the shareholder is a company from outside the EU and certified extracts with an apostille and translation are needed; the business involves payments, crypto assets or dual-use goods, so the bank or tax office takes longer; or the structure has several ownership levels. We name such points at the start so you can plan the launch with a buffer.
Cost of company registration in Poland
We price company registration in Poland individually: it depends on the structure, the number of shareholders and what you need beyond the sp. z o.o. itself.
- How many shareholders and board members, their countries and where they are at the time of registration.
- Route: notarial deed or S24, and whether a power of attorney with an apostille and sworn translation is needed.
- Whether the shareholder is an individual or a company, and whether a multi-level structure is needed.
- Registered address, VAT and VAT-UE registration, EORI, licensed activities via partners.
- How many bank applications will be needed and how complex the business profile is.
- Scope of accounting in Poland: number of documents, employees, KSeF, CFC reporting in Ukraine.
Government fees, notary fees and sworn translator fees are paid separately at official rates; we agree the list in advance. We also estimate monthly accounting upfront, so your first-year budget is clear before registration. Describe your task in a few sentences and we will estimate the work within a working day. For a detailed review of the structure, there is a 30-minute consultation for EUR 100.
Why clients trust us with company registration in Poland
Five reasons business owners set up their company in Poland with us.
In business since 2012
We work in 50+ jurisdictions and know the requirements of Polish KRS courts, tax offices and banks from our own cases, including KSeF and the changes of 2025–2026.
We deal with authorities, registrars and banks
Correspondence with the court, the tax office, CRBR and the bank and answers to their requests are our job. From you we need documents and decisions.
We see the case through to the result
If the court, the tax office or the bank sends remarks, we work through them at no extra charge.
One team for the whole structure
Company, address, VAT, bank account, accounting in Poland and Ukrainian CFC reporting, with no need to find separate contractors.
Contract and confidentiality
We work under a contract, and the confidentiality terms are set out in it.
Poland company formation: how we work
Company registration in Poland runs in six steps, and at each one you know what we need from you.
- Task and structure. You describe the business; we compare sp. z o.o. and JDG and propose the shareholding, the board and the tax set-up with Ukraine in mind.
- Contract and power of attorney. We sign our service contract, collect passports and arrange the power of attorney if you are outside Poland: an apostille where required and a sworn translation.
- Articles of association. We sign the umowa spółki before a notary or in S24 and pay in the capital to the account or the cash desk.
- KRS registration. We file with the court, obtain the KRS entry, NIP and REGON, and file the data with CRBR.
- VAT and KSeF. We register the company for VAT, and for VAT-UE and EORI where needed, and set up KSeF.
- Bank account and accounting. We prepare the bank pack, support the application and launch monthly accounting.
Documents to register a company in Poland
To register a company in Poland, a non-resident needs a passport, the details for the articles of association and, if outside Poland, a notarised power of attorney with a sworn translation into Polish and an apostille where required.
From each shareholder and board member
- International passport; for residents of Poland, also a PESEL if they have one.
- Residential address and correspondence address.
- Consent to appointment to the management board.
- A notarised power of attorney to sign the articles and file documents, if you are not signing yourself.
If the shareholder is a company
- A certified register extract and a document confirming the representative's authority; for companies outside the EU, with an apostille and a sworn translation into Polish.
- Ultimate beneficial owner details for CRBR and the bank.
About the business
- Description of activities, main clients and countries.
- Amount of capital and source of start-up funds.
- Lease agreement or company address, website, contracts with counterparties if you already have them.
The bank, and the tax office during VAT registration, may ask for more: proof of source of funds, the owner's CV, contracts with the first clients. We tailor the list to your case.
What you receive
- Articles of association and a KRS extract.
- The company's NIP and REGON.
- Confirmation of the CRBR filing.
- Confirmation of VAT registration and, where needed, VAT-UE.
- KSeF access and a calendar of mandatory reports for the first year.
Reference: sp. z o.o. or JDG in Poland
For a non-resident, the main business form in Poland is the sp. z o.o.: any foreigner can set one up, while JDG is open only to those entitled to run a business on the same terms as Polish citizens.
| Criterion | Sp. z o.o. | JDG |
|---|---|---|
| Who can open it | Any foreigner, without a Polish residence permit | EU and EEA citizens, holders of a permanent residence permit, the Karta Polaka and other statuses; Ukrainian citizens with PESEL UKR status |
| Register | KRS, through the court | CEIDG |
| Capital | From PLN 5,000 | None required |
| Liability | Shareholder risks only the contribution | All personal assets |
| Income tax | CIT 19 or 9 percent plus dividend tax | PIT under the chosen tax option |
| Bookkeeping | Full accounting, filings with KRS | Simplified bookkeeping |
Ukrainians and JDG. Since 5 March 2026, Ukrainian citizens with PESEL UKR status or a residence permit granting that right can register a JDG in CEIDG on the same terms as Poles. Holders of UKR status apply through MOS by 4 March 2027 for the three-year CUKR card, which keeps the right to run a business on the same terms. Those who opened a JDG before 5 March 2026 under the earlier simplified rules may continue as long as their stay in Poland is lawful. Without such a status, you can open a business in Poland as a sp. z o.o.
Reference: taxes and reporting of a company in Poland
The standard corporate income tax rate for a sp. z o.o. is 19 percent, and the reduced rate is 9 percent for a small taxpayer or a company in its first year of activity if revenue for the tax year does not exceed EUR 2 million; the reduced rate does not apply to capital gains.
- Small taxpayer: revenue including VAT for the previous year up to the equivalent of EUR 2 million. From 2026, for a tax year shorter or longer than 12 months, the EUR 2 million limit is calculated in proportion to the number of full months. Companies created through certain reorganisations or by contributing an existing business to capital cannot use the 9 percent rate in their first two years.
- Estonian CIT: a separate regime where tax is paid when profit is distributed, and no tax is due while profit stays in the company. The regime has conditions: shareholders must be individuals only, at least three employees, passive income below half of revenue, so we calculate its benefit for the specific company.
- Dividends: 19 percent; for non-residents the rate may be reduced under a double tax treaty.
- VAT: standard rate 23 percent, reduced rates 8 and 5 percent. From 1 January 2026 the turnover threshold for VAT exemption rose from PLN 200,000 to PLN 240,000 a year; intra-EU activity and certain services require registration regardless of turnover.
| What | Where | Deadline for a calendar tax year |
|---|---|---|
| JPK_V7M with VAT return | Tax office | By the 25th of the following month |
| Beneficial ownership data | CRBR | 14 days after the KRS entry or a change, excluding Saturdays and public holidays |
| Annual financial statements | Draw up, approve, file with KRS | By 31 March, by 30 June, 15 days after approval |
| CIT-8 return | Tax office | By the end of the third month after year end |
Reference: a Polish company and Ukrainian CFC rules
A Polish company is by default a Polish tax resident and pays CIT on all its profit. If the owner is a Ukrainian tax resident and controls the sp. z o.o., Ukrainian CFC (controlled foreign company) rules apply: an annual CFC report to the Ukrainian tax authority and a calculation of adjusted profit. Some companies qualify for exemptions, and whether they apply depends on the structure and the figures.
Under the Tax Code of Ukraine, a foreign company is treated as a Ukrainian tax resident if its place of effective management is in Ukraine: board meetings are mostly held in Ukraine, decisions are mainly taken from there, or day-to-day management is run from Ukraine. So before registration we review who sits on the board, where decisions are made and how this is reflected in the documents. If Poland does not fit the task, we compare it with neighbouring EU countries, for example company registration in Hungary, as part of our company registration abroad service.
| Question | Poland | Ukraine |
|---|---|---|
| Who pays tax on profit | The sp. z o.o. itself, CIT | The owner under CFC rules, unless an exemption applies |
| What reporting | JPK, CIT-8, financial statements in KRS | CFC report together with the annual return |
| What to consider | Where the board operates, VAT, KSeF | Share and control, dividends, double taxation |
How to start
Describe your task in a few sentences: what the business does, who the owners are, where you live and where your clients are. We will reply within a working day, and on a free 10-minute intro call we will tell you straight away whether a company in Poland or a JDG suits you.
Other services
Sources
biznes.gov.pl — Limited liability company (Spółka z ograniczoną odpowiedzialnością): basic information; biznes.gov.pl — How to set up a company online in the S24 system; biznes.gov.pl — How a Ukrainian citizen can set up a business in Poland; Act on the National Court Register, consolidated text Dz.U. 2025 item 869, art. 20a; Act on Counteracting Money Laundering, consolidated text Dz.U. 2025 item 644, art. 60 — CRBR deadline; podatki.gov.pl — CIT: rates and limits; podatki.gov.pl — VAT: rates and limits; ksef.podatki.gov.pl — Legal basis and key KSeF deadlines; biznes.gov.pl — Who must file financial statements and when; zakon.rada.gov.ua — Tax Code of Ukraine, para. 133.1.5 and art. 39-2. Checked: 27.09.2026.
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Frequently asked questions
Can a Ukrainian register a company in Poland without a status or residence permit?
How long does it take to register a company in Poland?
Do I need to travel to Poland to set up a company?
What is the minimum capital of a sp. z o.o.?
What tax does a company in Poland pay?
Can I open a JDG in Poland instead of a company?
Does a sp. z o.o. have to register for VAT?
How much does an accountant in Poland cost for a sp. z o.o.?
Do you take on accounting in Poland for an existing company or JDG?
What is KSeF and does it apply to my company?
Do you guarantee that a bank account will be opened?
What does an owner from Ukraine need to do after registering a company in Poland?
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