Business partnership registration in Poland
Business Partnerships (Civil Partnership) used to one of the most popular forms of doing business in Poland in early nineties. Due to enactment of the Polish Company Code (Commercial Companies Code of 2000) and availability of „competitive” Registered Partnership, Business Partnership became less popular. Recently they are generally exercised to carry out small business or short-term business.
Absence of separate legal personality
In a Business Partnership, you and your business partner (or partners) personally share responsibility for your business. You can share all your business’ profits between the partners. Each partner pays tax on their share of the profits. Business Partnership does not have a ‘legal personality’ separate from the individual partners (as opposed to Registered Partnership). Therefore it shall be considered as simple agreement of two or more partners who what to carry out a small business together.
Partnership for foreigners
Citizens of EU and EEA countries, as well as citizens of the US and Switzerland, can conduct business in this form in Poland. Citizens of other countries, as a rule, cannot conduct business in this form. Running such a company is made possible by having the appropriate residence title in Poland, or if provided for by an agreement between Poland and the foreigner’s country of origin.
Capital of the partnership
In the partnership agreement, the partners make contributions to the partnership in order to build its assets. However, the partnership, as it is not a separate legal entity, does not have its own capital or assets – the total assets of its partners are assumed to constitute “capital.” A civil partnership also cannot acquire rights or incur obligations.
Representation of Business Partnership
Every single partner of the Civil Partnership is authorized to represent it.
Liability of Partners
Only the partners are jointly and severally liable for the partnership’s obligations without limitation. This is because a civil partnership is not a separate legal entity.
Taxation of partnership
As mentioned before, Polish Business Partnership does not create any separate legal entity, as a result, each partner pays personal taxes on their share of the profits.
Partnerships are still popular among small businesses for tax reasons. Partners pay only PIT – personal income tax. CIT – corporate income tax applies only if the partners of a partnership are legal entities.
Steps necessary to establish Business Partnership
Establishment of business partnership may be completed in two simple steps:
- Preparation and signing of a written partnership agreement by all partners
- Registration of each partner at CEiDG (Entrepreneurs Register of Poland)
The second step is really simple, it is just a formal notification of business launch in Poland.
As a result you of above steps you would get:
- Each partner would be registered in sole proprietorship registry (CEiDG)
- Each partner will get tax identification no. (NIP).
- The Partnership will get its own tax identification no. (NIP)
- The Partnership will get its own statistical no. (REGON)
Contact our partnership registration lawyers
Please address your enquiries to: [email protected], we will do our best to answer to you e-mail within 24 hours.
