Starting a Business - Poland

Polish law sets no cap on foreign capital participation; a foreigner of any nationality can hold 100% of shares in a sp. z o.o. or joint-stock company. There is no general FDI screening for ordinary formations (screening applies only to protected/strategic entities, e.g. critical infrastructure or public companies, at significant-stake thresholds of ~20%).

EU/EEA, Swiss and certain treaty nationals (incl. US) may conduct any business on the same terms as Polish citizens. Non-EU nationals can establish and own capital companies (sp. z o.o., simple joint-stock, joint-stock) without a residence title; a valid residence permit is required only for a sole proprietorship or to manage the company personally while resident in Poland.

The statutory minimum share capital for a sp. z o.o. is PLN 5,000 (roughly EUR 1,150). Contributions may be cash or in-kind, and the capital need not be paid into a bank account before registration in the S24 route.

A sp. z o.o. can be incorporated entirely online through the S24 portal using a standard template agreement and a trusted profile (Profil Zaufany) or qualified e-signature — no notarial deed required. The court's examination deadline in S24 mode is one business day (typically 24–48 hours in practice).

Typical path: (1) define company basics — name, registered address, PKD activity codes, capital, shareholders, management board; (2) prepare the articles of association (S24 template or notarial deed); (3) appoint the board and representation rules; (4) file the KRS application via eKRS/S24, obtaining KRS, NIP and REGON numbers; (5) post-registration — beneficial-owner filing (CRBR), NIP-8 tax data, VAT analysis/registration, accounting and bank account.

S24 registration costs about PLN 350 in official fees — a PLN 250 court fee plus PLN 100 for the announcement in the Court and Economic Monitor (Monitor Sądowy i Gospodarczy); the traditional notarial route is more expensive.