Invest in Poland. Guide to doing business in Poland.
Updated: 21.04.2024
Reasons Invest in Poland!
After collapse of communist regime in Central Eastern Europe in – Poland overtook the leaders’ seat in the region. Throughout 3 last decades Polish gross domestic product grew over 10 times, starting from 65 billion USD in 1990 and reaching 690 billion USD in 2023. In the same period economy of Hungary and Czechia grew 5 and 7 times respectively.
6 Reasons to Invest in Poland!
Economic and development gap that caused by communist regimes has vanished. Poland is currently one of the top localizations for investments and conducting business in Europe due the following features:
Central location in CEE region – neighboring with Germany, Czechia, Slovakia, Ukraine, Belarus, Lithuania, Russia- Direct access to Baltic Sea with seaports in Gdańsk, Gdynia, Szczecin i Świnoujście
- Developed net of highways reaching 5.000 km and extensive railways net reaching 20.000 km
- Legal and political stability – Member of EU na NATO
- Massive talent and HR market – 17,3 mln active employees
- Huge Consumer market – with over 38 million of residents with constant flow of expats from Eastern Europe
Invest to hire talents in Poland!
Polish Labor market is well recognized and attracting investors due to:
- Size of workforce, i.e. 15 mln working residents
- Attracting talents from neighboring countries and in particular Ukraine and Belarus
- Well-developed education system – 359 Universities (2022) – producing approx. 300k graduates with higher education each year
- Stable and low unemployment level (5%)
- Reasonable cost of work – median annual gross salary (22.000 EUR / year)
- Relatively cheap and well developed public transport in major cities
- High English Proficiency – 13 position in Worldwide Ranking (EF EPI)
Do business in Poland and benefit from European Union consumer market!
Consumer market attracts to conduct business activity in Poland due to following reasons:
- In 6th biggest in Europe in terms of residents (38 mln people)
- and reached 449k mln PLN of consumer spendings in Q3 of 2023
- access to consumer market of European countries (746 mln), incl. European Union (448 mln)
- benefit from open community market and free movement of goods and services
Why to Invest in Poland?
Poland is leader in CEE region with highest number and value of foreign investments. Grow rate of Polish economy is internationally admirable. At present Poland offers investor friendly environment, stable political and legal system equipped with tax incentives for doing business in Poland. Country characteristics (size, population, labor market, infrastructure) provides variety of opportunities for investors.
Tax incentives for conducting business in Poland
Success of Poland derives not only from above-mentioned economy, labor and infrastructure characteristics but also due to special investment environment, and in particular tax incentives.
Amongst key tax benefits and incentives, we shall name:
- relatively low compare income tax
- holding company tax discounts
- 0% tax on profit retention (Estonian CIT)
- Special Economic Zone with tax exemptions
- R&D investors tax relief
- IP Box incentives
Below we are presenting basic details about incentives and benefits available for new investors.
Holding company
Establishing a holding company in Poland may provide the following benefits:
- discounted 5% CIT on dividends received from a subsidiary from outside EU,
- no income tax (CIT) on sale of shares of a subsidiary.
Estonian CIT – no CIT for profit reinvestment
Smaller investors, who are direct shareholders in Polish entities (as individual shareholders) after meeting certain criteria may conduct economic activity and benefit from 0% of corporate income tax if they reinvest the profit in the company.
SEZ – Special Economic Zones
Biggers investments are often located in economic zones – special designated areas – providing:
- discounts or exemption from corporate income tax (CIT)
- discounts or exemption from property tax (RET)
Specific level of discount (or exemption) is determined upon size of investment and planned revenue level. There are currently 14 economic zones in Poland and the have attracted over 110 bln PLN of investments and over 300k work posts.
Innovation Box – 5% income tax on IP
Entreprenures conducting business activity as R&D centers and in effect generating income from IP rights (so called “qualified IP rights”) may benefit from discounted 5% rate of income tax (both PIT and CIT).
R&D relief
Is a special tax incentive for companies investing in R&D. In practical terms – R&D relief allows to double your R&D tax deductible expense for the purpose of tax calculation. What is interesting R&D relief may be connected with IP Box. In effect in may bring the effective tax rate well below 5% (depending on level of R&D expenses).
Tax in Poland – Key Facts & Basic Rates
More about taxes in Poland may be found in our Tax Guide. Below table we are presenting basic facts about Polish tax system, type of taxes and applicable tax rates.
| Corporate Income Tax |
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| VAT |
|
| Capital Gains Tax |
|
| Withholding Tax |
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| Personal Income Tax |
|
| Transfer Pricing | Local File mandatory for:
|
Legal Forms of Doing Business in Poland
Polish corporate and entrepreneurs’ regulation provides wide variety legal form available for foreign investors. Complete list of legal form may be researched below on this website. Nonetheless, LLC (Limited Liability Company – in Polish sp. z o. o.) is the choice of approx. 95% of foreign investors. Only 3% of investments are established and operated via JSC (joint stock company, in Polish S.A.) and 1 % via Branches (in Polish – oddział).
Process of company registration in Poland is relatively friendly and well organized provider shall set up your new entity within couple of days without need to visit Poland.
Comparison LLC vs JSC vs Branch
| LLC | JSC | Branch | |
| Limitation of shareholders liability | Yes | Yes | Not applicable |
| Minimum share capital | 5.000 PLN | 100.000 PLN | Not applicable |
| Type of permitted contributions | Monetary and in-kind | Monetary and in-kind | Not applicable |
| Minimum value of share | 50 PLN | 0.01 PLN | Not applicable |
| Usual methods of financing | Capital injections, Loans, Bonds. | Capital injections, Loans, Bonds, Public Capital Rising. | Not applicable |
| Place of registration | KRS – company register | KRS – company register; and Stock Register | KRS – company register |
| Time of registration | From 1 week – 6 weeks | From 3 week – 10 weeks | From 1 week – 6 weeks |
| Shareholders Meetings | In majority of cases – notary not required | Always at the notary | Not applicable |
| Representation | By Directors and registered proxies | By Directors and registered proxies | By Directors, local representative, registered proxies |
| Supervisory Board | Not mandatory | Mandatory | Not applicable |
| Audit | Mandatory upon meeting assets, turnover and employment criteria | Mandatory | Mandatory upon meeting assets, turnover and employment criteria |
| Taxes | CIT – standard rates (9 and 19%) and incentives | CIT – standard rates (9 and 19%) and incentives | CIT – standard rates (9 and 19%) and incentives |
| Disclosure of Beneficial Owner | Mandatory | Mandatory | Not applicable |
Complete list of available legal forms of conducing business activity in Poland
Companies and Partnerships:
- LLC
- JSC
- Simple JSC
- General Partnership
- Professional Partnership
- Limited Liability Partnership
- Joint Stock Partnership
Non-Corporate Forms
- Branch
- Representative Office
- JDG – self – employed / sole-trader
NGO Forms
- Foundation
- Association
Which is the recommended form of doing business in Poland?
Approx. 95% of foreign investors almost runs business in Poland in the form of Limited Liability Company (LLC). Such form provides high level of flexibility, liability limitation and efficient taxation.
Employment Regulation in Poland
Ability to explore to CEE labor market, hunt and hire talents in Poland remains one of leading reasons why international corporations decide to establish their presence in Poland. Every year Polish Universities generate approx. 250 thousand of graduates every year that join the labor market. Citizens of neighboring countries, such as Ukraine or Belarus, benefit from simplified immigration regime and over the years willingly relocate to Poland for work purposes.
Labor force in Poland offers competitive costs of work, sometimes lower even by 300% in comparison to countries of Western Europe. Despite that professional quality and qualifications remain at the same level.
Minimum monthly salary in Poland in 2024 amounted to 4.300 PLN gross, while median salary 8.000 PLN gross.
Below chart from Eurostat shows differences in average annual salary per employee in EU countries in 2021.
Source: Eurostat website
Employment forms
Basic form of employment in Poland is the employment contract which may be concluded in three modes:
- Trial / Probation Employment Contract – for the maximum period of 3 months
- Indefinite Employment Contract – which is standard and typical from of employment; and
- Fixed Term / Definite Employment Contract – which may be concluded for maximum period of 33 months or / and maximum 3 contracts of such type concluded with a single employee
Some companies utilize alternative forms of employment such as:
- B2B contacts – which are permissible for professionals with high qualifications, who work involves high degree of independence (e.g. lawyers, architects) or
- Service contacts – are often used to provide services that do not require employee-employer subordination (e.g. cleaning services) or
- Management contracts – for senior, managing staff.
B2B and services contracts may be utilized only in particular circumstances and shall not be used to circumvent the employment law.
Basic requirements of Polish employment law
Polish labor regulation requires that employees’ work conditions meet the following requirements:
- Minimum salary – which for 2024 amounts to 4.300 PLN
- Work time – equals to 8 h per day in 5-day working week and 40 h per week in a settlement period that does not exceed 4 months
- Overtime work is remunerated with additional 50% or 100% rate
- Rest time – equals to eight hours of uninterrupted rest a day and 35 h of uninterrupted rest a week, including at least eleven hours on Sunday
- Holiday leave – equals to 20 or 26 days per calendar year / depending on seniority
- Mandatory Insurance – statutory and mandatory insurance covers: retirement, disability, sickness, accident, health care
- Complies with non-discrimination, anti-mobbing and health and safety
More about labour law in Poland may be found in our guide: Employment Law in Poland.
What is the employment cost in Poland?
Total employment cost consists of net salary and the amounts that go on the top (tax + contributions). The amounts that go on the top of the salary (net amount) usually reach approx. 60% and they consist of advance for personal income tax, mandatory insurance contributions: retirement, disability, sickness, accident, healthcare.
On the example of gross salary of 8.000 PLN (so median salary in 2023):
- Monthly Net Salary (effective salary received by the employee): 6.053,53 PLN
- Total Employer cost (effective cost of the employer): 9.638,40 PLN
Where to locate business in Poland? Selection of major Polish cities
There is no one recommended or preferred location of business placement in Poland. Business activities of international corporations are spread all around Poland. However, majority of industries are concentrated around major cities such as: Warsaw, Krakow, Wroclaw and Lower Silesia, Poznan, Lodz, Upper Silesia (Katowice Region), Tricity (Gdansk – Sopot – Gdynia).
Some regions are leading and preferred by particular industries, e.g.:
- Automotive: Wroclaw and Poznan area, Upper Silesia (Katowice region)
- IT Industry: Warsaw, Krakow, Wroclaw, Poznań
- Pharma: Lodz, Gdansk, Warsaw
- Food Production: Warsaw, Poznan, Bialystok
- Finance: Warsaw
- Mining: Wroclaw, Upper Silesia, Lodz
- Household appliances and electronics: Lodz, Wroclaw, Rzeszow
Depending of business strategy, industry characteristics, resources, investors choose to purchase their own premises or rent office, warehouse or production plant. Below we are providing basic insight into each of available options.
Acquisition of property for business activity in
Citizens and companies of EU, European Economic Area (EU + Norway, Iceland, Lichtenstein) and Switzerland are free to acquire commercial real estate in Poland – i.e on the same terms as Polish citizens and companies.
Non-EU entities may be required to obtain permit for property purchase. However, in practice, new investment in Poland – most usually involves establishment of new local LLC. Local company as a “EU entity” is exempted from obligation to obtain property purchase permit and can freely buy a real estate for the development of warehouse or factory. More about process of property acquisition may be found in our guide: buying property in Poland.
In contrast to commercial real estate – Poland has very stringent regulation regarding trade and purchase of bigger agricultural lands (at least 3,000 m2). Smaller plots of land can be freely purchased. For more information on restrictions on the marketing and use of agricultural land may be explored on our dedicated website: Buying Agricultural Land in Poland.
Rent of warehouse or production plant
Domestic and foreign entrepreneurs can easily lease any amount of warehouse or production space without restrictions. The financial standing of the tenant may influence lease collaterals required by the landlord (higher deposit or bank guarantee).
Warehouse lease – key data for Q4 2023
| Region | Stock | Headline rent / sqm in EUR |
| Warsaw |
Total stock: 6.5 mio sqm Under construction: 0.5 mio sqm Vacancy rate: 9,5% (Warsaw City), 7.5% (Warsaw agglomeration) |
Warsaw City: 4.5 – 9.75 EUR Warsaw agglomeration: 3.5-5.75 EUR |
|
Upper Silesia (Katowice region) |
Total stock: 5.5 mio sqm Under construction: 0.3 mio sqm Vacancy rate: 6.1% |
3.6 – 5.75 EUR |
| Central Poland
(Lodz region) |
Total stock: 4.5 mio sqm Under construction: 0.4 mio sqm Vacancy rate: 10.2% |
3.8 – 4.3 EUR |
| Wroclaw / Lower Silesia |
Total stock: 4.1 mio sqm Under construction: 0.8 mio sqm Vacancy rate: 8.1% |
3.9 – 4.7 EUR |
| Poznan |
Total stock: 3.4 mio sqm Under construction: 0.25 mio sqm Vacancy rate: 6.5% |
3.7 – 4.5 EUR |
| Gdansk |
Total stock: 1.5 mio sqm Under construction: 0.3 mio sqm Vacancy rate: 1.7% |
4.5 – 6.0 EUR |
| Szczecin |
Total stock: 1.3 mio sqm Under construction: 0.0 mio sqm Vacancy rate: 7.2% |
4.0 – 4.8 EUR |
| Krakow | Total stock: 1.1 mio sqm
Under construction: 0.15 mio sqm Vacancy rate: 2.2% |
4.7 – 6.5 EUR |
Rent of Office Space
The lease of office space is also not restricted for foreign companies. What’s more, in addition to the classic lease of space on an exclusive basis, also service offices, virtual offices or offices for hours are popular.
The most common leases are for a fixed term, i.e. usually 3, 5 years or even longer, because, due to legal regulations, such leases are more difficult to terminate than those concluded for an indefinite term.
A frequent model is a lease agreement with a fit-out option, with the cost of the fit out subsequently accounted for in the rent or shared between the landlord and tenant, depending on the arrangement.
In addition to rent, tenants must expect to pay the landlord for the maintenance of the common areas of the office, cover the costs of building maintenance and services provided (e.g. security, cleaning, snow removal, etc.), although there are some leases in which it is the tenant who directly pays for all services themselves. The most common type of billing for so-called service charges is the open book method, i.e. monthly advances paid are then billed according to the actual costs incurred. Since the service charges presented at the time of contracting are only an estimate, it is advisable to stipulate in the agreement both the exact scope of the service and operating expenses catalog and the possibility for the tenant to verify the expenses incurred.
In addition, the tenant must pay for the consumption of utilities himself. It is also relatively common with contracts concluded for a longer period to encounter rent-free periods, most often spread over time.
Office rent data for Q4
| Region | Stock | Headline rent / sqm in EUR |
| Warsaw |
Total stock: 6.23 mio sqm Under construction: 265k sqm Vacancy rate: 10.4% (Warsaw City), 7.5% (Warsaw agglomeration) |
Warsaw City: 17 – 26 EUR Warsaw agglomeration: 12-18 EUR |
|
Upper Silesia (Katowice region) |
Total stock: 749k sqm Under construction: 45k sqm Vacancy rate: 21.5% |
11.5 – 15.5 EUR |
| Łódź |
Total stock: 636k sqm Under construction: 43k sqm Vacancy rate: 20 % |
11 – 14 EUR |
| Wroclaw / Lower Silesia |
Total stock: 1.35 mio sqm Under construction: 70k sqm Vacancy rate: 18.2% |
9 -17 EUR |
| Poznan |
Total stock: 672k sqm Under construction: 55k sqm Vacancy rate: 15 % |
13.3 – 15.5 EUR |
| Tricity (Gdańsk, Sopot, Gdynia) |
Total stock: 1.05 mio sqm Under construction: 42k sqm Vacancy rate: 13.3% |
9 -17 EUR |
| Szczecin |
Total stock: 185k sqm Under construction: 3900 sqm Vacancy rate: 4.8 % |
10.8 – 15 EUR |
| Krakow | Total stock: 1.81 mio sqm
Under construction: 25k sqm Vacancy rate: 19.8 %% |
9 – 17.50 EUR |
Production plant development
Investor intending to build its own factory or warehouse you must obtain a building permit. However, this is not the only permit needed for the project. Before that, you must obtain a number of other decisions, agreements and opinions, as well as prepare a construction design drawn up by an authorized construction designer or architect.
Key documents in the investment process:
- Zoning decision – it determines the basic architectural and urban planning parameters of the investment. It is necessary, if the property on which you are building is not included in the local zoning plan.
- Environmental decision– this decision determines the environmental conditions of the project. Obtaining an environmental decision is needed for the construction of a factory or warehouse with accompanying infrastructure if the area of the project is at least:
- 5, 000 sq. m. hectares (in areas covered by forms of nature protection) or
- 10,000 sq. m in other unprotected areas.
- In some cases, before issuing an environmental decision, it may be necessary to prepare an environmental report on the basis of which an environmental impact assessment will be carried out. This applies especially to the construction of larger, more technically advanced facilities and installations, or those posing a greater risk of environmental hazards. The preparation of an environmental report and an environmental impact assessment is a time-consuming and quite complicated procedure, also involving consultations with local communities and even the participation of environmental organizations, especially when the investment under construction is located near valuable natural resources.
- Decision permitting exclusion from agricultural production – a land formed from soils of organic origin, as well as land formed from soils of mineral origin included in the higher classes (I, II, III, IIIa and IIIb) may be used for development only after obtaining a decision permitting exclusion from agricultural production.
- Utilities connection conditions – to ensure that buildings can be connected to the power, water, heat, gas, sewage and telecommunications networks it is necessary to obtain agreements on the conditions of connection from the relevant network operators.
- Water law permits – such permit might be required if the implementation of the investment or operation of the factory will be associated with special use of water resources.
- Building permit – this is a decision approving the construction design and authorizing the investor to carry out the construction works. Importantly, in order to obtain a building permit, the investor must have a legal title to the property, entitling to carry out construction. This title can arise from ownership or perpetual usufruct of the land, but also from a contract with the owner, e.g. a lease agreement or a preliminary sales contract entitling the future buyer to carry out construction or documentary preparation of the investment.
- Occupancy permit – Permit issued by the construction supervision authority upon completion of construction and acceptance of the building, authorizing to start operations in the building
More about construction and development process may be found in our guide: property development in Poland.
Foreign Investment Control in Poland
Certain foreign investments in Poland are under scrutiny of Polish Office for Competition and Consumer Protection (UOKiK).
Obligation of screening and approval of foreign investments relates to:
- all public-listed joint stock companies, or
- companies of Polish strategic sectors incl. but not limited to energy, oil & gas, chemicals, telecom, IT, food production, transport.
If the revenues of the target company exceed 10 mln EUR and the transaction aims to reach certain thresholds (50%, 33%, 25%, 20%) UOKiK approval will be required. UOKiK evaluates such investments from perspective of public order test. Negative decision regarding investment may be appealed to the administrative court within 30 days.
Merger Control
Mergers and acquisition in Poland, whether they are considered as domestic or foreign investment, may be subject to merger clearance should they exceed the thresholds:
- total global turnover of the participants exceeding 1 000 mln EUR or
- total turnover in Poland of the participants exceeding 50 mln EUR.
Merger notification may be filed to UOKiK as soon as the intention is materialized, e.g. conclusion of NDA, LoI, MoU or any similar. Merger clearance is usually issued within 1 month. Negative decision may be appeal to the Court of Competition and Consumer Protection in Warsaw within 1 month. Further details may be found on our webpage: M&A – Merger Control
Investing & Conducting Business Activity in Poland – FAQ
Is Poland foreign investments friendly country?
Yes, Poland is investor friendly. There are no major restrictions in launching investments in Poland. Some investments may be subject to merger control or screening by Competition Authority. There are various incentives, incl. tax benefits, attracting investors in Poland.
What are the key investment incentives in Poland?
Polish tax system provides variety of tax incentives from investors (holding company tax discounts, 0% tax on profit retention – Estonian CIT, Special Economic Zone with tax exemptions, R&D investors, tax relief, IP Box incentives). Skillful usage of various reliefs allows to achieve effective taxation at level of 0 – 5% of corporate income tax.
DKP Legal
DKP Legal
