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Business Permits & Incorporation for Foreigners in Kraków

Good to know

Good to Know

  • No Polish co-founder, shareholder, or local sponsor is legally required — a foreigner (individual or foreign company) can own 100% of a Polish sp. z o.o. and the whole management board can be non-resident.
  • Opening the company on paper is not the same as being ready to trade: the practical bottleneck for most foreign founders is the Polish bank account, since major banks typically require an in-person visit by a board member plus source-of-funds documentation.
  • The fast/cheap S24 online route only allows a standard template Articles of Association — fine for a simple single-owner setup, but if you later need a custom shareholder agreement you'll likely need the notarial route, and once you make any change via notary, all future changes permanently move to the (slower, pricier) notarial track.
  • Incorporating a company does not by itself grant you the right to live and work in Poland — non-EU founders who want to reside and personally run the business from Poland need a separate temporary residence permit process, which runs on its own timeline apart from the corporate registration.
  • A Krakow virtual office address is a fully valid registered seat for KRS purposes, and is the cheapest way to satisfy the address requirement while you decide on real office space.
  • If you're a non-EU foreigner without permanent residency, an EU long-term resident permit, a qualifying temporary permit, or a Pole's Card, you likely cannot register as a sole proprietor (JDG) at all — a sp. z o.o. company is usually the only route in, even for a one-person freelance-style operation.
  • The 9% reduced corporate tax rate sounds automatic but isn't — it only applies to non-capital-gains income, and mid-year revenue growth can knock a company back to 19% retroactively for the whole year if the current-year revenue cap is breached.
  • Choosing a sp. z o.o. means committing to full statutory accounting from day one (no simplified bookkeeping option), so budget for an ongoing accountant relationship even at very small revenue.
  • As a foreign-owned company, you may need to register for VAT immediately on your first taxable sale in Poland, since the domestic PLN 200,000 exemption threshold generally doesn't apply to non-resident/foreign entities.

Corporate Income Tax Cit

Reduced Rate
9% on non-capital-gains income for 'small taxpayers' and for most companies in their first tax year
Standard Rate
19% on company profit (revenue minus deductible costs)
Reduced Rate Eligibility
The 9% rate applies to companies whose prior-year gross sales revenue (incl. VAT) stayed under a PLN threshold that is recalculated annually from a roughly EUR 2 million cap (for 2026 this is PLN 8,517,000 for small-taxpayer status, with a separate PLN 8,431,000 current-year net revenue cap to keep the rate). It does not apply to capital gains, and companies formed via certain mergers/conversions/restructurings can be excluded.
Estonian Cit Alternative
Poland offers an 'Estonian CIT' lump-sum regime where CIT is only triggered when profit is actually distributed (10% of the tax base for small taxpayers/start-ups, 20% for others), rather than annually on accrued profit — useful for companies reinvesting earnings rather than paying dividends.

Annual Filing

Form
CIT-8 annual return, filed electronically
Deadline
End of the third month after the tax year closes — March 31 for calendar-year companies
Notes
Tax due must be paid by the same deadline. Most companies also pay monthly (or, for small taxpayers/first-year companies, optionally quarterly) CIT advances during the year, due by the 20th of the following month.

Other Relevant Charges

  • Withholding tax of 19% generally applies to dividends paid out to shareholders, though this can be reduced under a tax treaty or EU parent-subsidiary rules.
  • 5% reduced CIT rate available on qualifying IP income under the 'IP Box' regime.
  • A minimum income tax can apply to companies reporting losses or very low profitability (2% of revenue or less), though start-ups and companies with a genuine revenue drop are generally exempted.

Freelancer Sole Proprietor Vs Company

Sole Proprietorship Jdg

Liability
Unlimited — the owner is personally liable for business debts with all personal assets, since there is no legal separation between the individual and the business.
Accounting
Simplified bookkeeping is allowed (a Book of Revenues and Expenses, or a simple income log under the lump-sum 'ryczałt' option) as long as revenue stays under roughly EUR 2 million; full statutory accounting is not required at this scale.
What It Is
Jednoosobowa działalność gospodarcza (JDG) — a one-person business registered directly under the individual's own name, with no separate legal entity from the owner.
Registration
Free, done online via the CEIDG register, and typically completed within 1–3 business days with no notary or share capital required.
Who Can Use It
Not open to every foreigner. EU/EEA/Swiss citizens can register a JDG on the same terms as Polish nationals. Non-EU foreigners generally need an existing qualifying residence status — such as a permanent residence permit, an EU long-term resident permit, a temporary residence permit issued for a specific purpose (e.g. family reunification), or a Pole's Card — before they can open a JDG. A non-EU foreigner on, say, a plain work-based temporary visa/permit without one of these statuses typically cannot register a JDG and must incorporate a company instead.
Typical Use Case
Freelancers, consultants, and small-scale service providers testing the market or working with a small number of clients.

Limited Liability Company Sp Z O O

Liability
Limited to the company's share capital — shareholders' personal assets are protected, though management-board members can face personal liability in specific insolvency situations.
Accounting
Full statutory accounting under the Accounting Act is mandatory regardless of company size — this means a proper chart of accounts, financial statements, and typically an accountant or accounting firm on retainer.
What It Is
Spółka z ograniczoną odpowiedzialnością (sp. z o.o.) — Poland's standard limited liability company, a separate legal entity from its owner(s), roughly equivalent to a GmbH/LLC.
Registration
Filed with the National Court Register (KRS), either via the faster online 'S24' template system or a notarial deed for a bespoke articles of association; typically takes anywhere from a few days (S24) up to a few weeks for a notarial setup, and involves registration fees plus (for the notarial route) notary costs.
Who Can Use It
Open to any foreigner regardless of nationality or residence status — there is no requirement for a Polish co-shareholder, a Polish board member, or Polish residency to be a shareholder or sit on the management board. This makes it the fallback structure for non-EU foreigners who don't qualify for a JDG.
Minimum Capital
PLN 5,000
Typical Use Case
Anyone planning to scale, hire staff, take on investors, contract with corporate clients who expect to deal with a company rather than an individual, or any non-EU foreigner without the residence status required for a JDG.

Official Fees

  • KRS Registration Via S24 Online System
    KRS Registration Via S24 Online System
    PLN 350
  • KRS Registration Via traditional/PRS Notarial Filing
    KRS Registration Via Traditional/PRS Notarial Filing
    PLN 600
  • Tax on Civil-law Transactions (PCC) on Minimum PLN 5,000 Share Capital, at 0.5%
    Tax On Civil Law Transactions (PCC) On Minimum PLN 5,000 Share Capital, At 0.5%
    PLN 25

Registration Routes

  • S24 Online Portal (Ekrs / PRS System)
    Limitations
    Only a standard, non-customizable template of the Articles of Association is permitted; not suited to complex shareholder agreements, vesting, or drag-along/tag-along clauses.
    Typical Timeline
    Court review is instructional at 1 business day for S24 filings; in practice founders report KRS entry within roughly 1–3 business days once the application is technically complete, though document or signature issues can push this to about a week.
    Description
    Fully electronic incorporation using a standard template Articles of Association. Requires the signing person to have a Polish ePUAP Trusted Profile (needs a PESEL number) or an EU-recognised qualified electronic signature.
  • Traditional Notarial Route
    Advantages
    Allows fully customized Articles of Association, in-kind capital contributions, and tailored governance clauses.
    Typical Timeline
    Court review is instructionally 7 days, but in practice the full process commonly takes roughly 2–4 weeks, longer if foreign corporate documents need apostille/legalisation and sworn Polish translation.
    Description
    Articles of Association are executed as a notarial deed (in person or via a Polish notarial power of attorney to a representative), then filed electronically with the registry court via the Court Registers Portal.

VAT

Standard Rate
23%
Registration Trigger
Domestic companies must register once turnover passes PLN 200,000/year, but there is no minimum threshold exemption for foreign-owned companies selling into Poland — registration can be required from the first taxable transaction.

Personal Income Tax Note For Sole Proprietors

If operating as a sole proprietor (JDG) rather than a company, business profit is not subject to CIT at all — it flows straight through as personal income taxed under PIT rules (progressive 12%/32% scale, a 19% flat 'linear' option, or a lump-sum 'ryczałt' regime depending on activity type). This is a structural point about which tax regime applies to the entity, not a statement about where the individual is personally tax resident.

Core Steps

Core Steps

  • Choose legal form (sp. z o.o. is standard for most foreign founders) and decide S24 vs notarial route.
  • Reserve/verify a unique company name via the KRS search portal and select PKD business-activity codes.
  • Arrange a registered seat address in Poland (a real office or a virtual office is acceptable).
  • Sign the Articles of Association (electronically via S24, or as a notarial deed).
  • Contribute the minimum share capital to a company account before or shortly after registration.
  • File the application with the National Court Register (KRS); upon entry the company receives its KRS number, NIP (tax ID) and REGON (statistical number) automatically.
  • File CRBR beneficial-owner disclosure within 7 days of KRS registration.
  • Register for VAT (VAT-R) if applicable, generally within about 21 days for related NIP-8 filings.
  • Open a Polish business bank account — this typically requires at least one board member to appear in person, and banks conduct AML/KYC due diligence on foreign-owned companies.

Official Links

Minimum Capital

Minimum Capital
PLN 5,000

Jurisdiction Scope

Company incorporation in Poland is governed by national law (Commercial Companies Code, National Court Register Act) and the process, registry, and fees are identical whether the registered seat is in Krakow, Warsaw, or elsewhere — there is no Krakow-specific incorporation regime. A Krakow-based virtual office is commonly used to satisfy the registered-seat requirement.

Most Common Vehicle

Polska spółka z ograniczoną odpowiedzialnością (sp. z o.o.), the Polish equivalent of an LLC. It is the structure used by the large majority of foreign founders.

Realistic Total Timeline

For a straightforward single-shareholder sp. z o.o. using S24 with signature tools already in place, KRS entry itself can happen within about 1–3 business days; total time to be fully 'trading ready' — including VAT registration and a functioning Polish bank account — realistically runs about 1–6 weeks depending on how quickly the bank account and document/signature logistics are resolved. The notarial route adds roughly 2–4 weeks just for the KRS step.

Eligibility By Nationality

Non EU Citizens
Can generally incorporate and own 100% of a Polish sp. z o.o., but a sole proprietorship (CEIDG/JDG) is not available to most non-EU nationals without a qualifying residence status; the LLC route is used instead. Actively living in Poland to manage the company day-to-day is a separate immigration matter from the corporate-law question of forming the company.
EU EEA Swiss Citizens
Have the same rights as Polish nationals to start and run any business form, including sole proprietorships and companies.

Documents Typically Required

Documents Typically Required

  • Valid passport or national ID card for each shareholder/board member
  • Personal details: full name, citizenship, address, date and place of birth
  • Polish PESEL number (not always mandatory for ownership, but often needed for S24 signing and later filings)
  • Notarial power of attorney if incorporating remotely through a representative
  • For corporate shareholders: an apostilled/legalised extract from the foreign company's home register plus a sworn Polish translation

Local Partner Or Sponsor Mandate

Details
No Polish national or local sponsor is required as shareholder, director, or co-founder. A sp. z o.o. can be wholly owned by a single foreign individual or a foreign company, and the entire management board can consist of non-residents.
Required
No

Typical Additional Costs For Foreign Founders

Typical Additional Costs For Foreign Founders

  • Qualified electronic signature or e-ID tool needed to sign S24 filings if no Polish Trusted Profile is available — typically a few hundred US dollars-equivalent per signing person, paid to a certificate provider.
  • Sworn Polish translation and apostille/legalisation of foreign corporate documents if a foreign company is a shareholder.
  • Notary fees if using the traditional route or making any post-registration change via notary (which permanently moves all future amendments to the notarial track).
  • Registered-seat/virtual office fee — Krakow virtual office packages commonly start around PLN 100 per month.
  • Ongoing mandatory bookkeeping/accounting — commonly quoted from roughly PLN 700 net per month for a small foreign-owned company, since full accounting records under Polish standards are legally required.
AI-generated estimateData refreshed July 2026

Sources cited for this category

These are the sources cited in this business permits & incorporation for foreigners research for this city. Individual figures may not each trace to one of them.

  1. 1.biznes.gov.pl

More About Kraków

Data last updated July 2026 · Verify anything important.