TENEBRIS LLC » 🇵🇱 From the U.S. or Canada to Poland: Your Business Expansion Roadmap

Thinking about expanding your U.S. or Canadian business into Europe? Poland is one of the most attractive gateways into the EU market. It offers a stable economy, a talented workforce, and a business-friendly environment.

This is Part 1 of a 5-part series designed to help entrepreneurs, investors, and business owners navigate the legal and regulatory steps to successfully set up in Poland.

1. Choose the Right Business Structure

Picking the right legal structure is your first key decision. It affects your liability, taxation, and ability to operate smoothly in Poland.

Sp. z o.o. (Limited Liability Company)The most common choice for American and Canadian companies. It offers liability protection with a minimum capital of only 5,000 PLN, which is about 1,200 USD or 1,600 CAD.
Joint-Stock Company (S.A.)Ideal for larger businesses or those planning to raise capital. This form requires a higher capital contribution but supports public offerings and investor partnerships.
Sole Proprietorship (JDG)Quick and easy to register, but only available to EU or EEA citizens. It comes with full personal liability, so it is rarely recommended for foreign investors.
Branch or Representative OfficeA branch allows full operations but remains legally part of the parent company. A representative office can only handle promotional or market research activities.

2. Register Quickly and Remotely

Setting up in Poland is surprisingly efficient. Most of the process can be done online without traveling abroad.

Use the official online system to register your company within one to five business days.
Required documents include your Articles of Association in Polish, proof of share capital deposit, company address in Poland (virtual offices are accepted), and notarized identification.
After registration, your company receives its official business registry number (KRS), tax number (NIP), and statistical number (REGON). If you hire staff, you will also register with the Polish social security system (ZUS).

3. Understand Taxation and International Treaties

Poland offers several tax benefits, especially for smaller companies and those engaged in innovation.

Corporate Income Tax (CIT) is 19 percent. However, smaller businesses with annual revenues under 2 million euros may qualify for a 9 percent rate.
Innovation Box rules allow intellectual property income to be taxed at just 5 percent.
Thanks to U.S.-Poland and Canada-Poland tax treaties, you can avoid paying taxes twice on the same income or dividends.
If your turnover exceeds 200,000 PLN annually, you must register for VAT in Poland. The standard VAT rate is 23 percent, with reduced rates for certain products and services.

4. Comply with Local Licensing and Filing Rules

Depending on your industry, you may need special approvals before operating in Poland.

Food businesses must pass inspections by local health authorities and implement safety plans like HACCP.
Pharmaceutical and medical companies require licensing and a designated local responsible person.
Transportation providers need permits from the Ministry of Infrastructure.
Financial service providers must register with the Polish Financial Supervision Authority.

Also, make sure to report your company's beneficial owners shortly after incorporation and obtain any necessary e-signatures for official filings.

At a Glance: Why U.S. and Canadian Companies Choose Poland

Sp. z o.o. company typeProvides limited liability protection with low capital requirements, making it a safe and accessible choice for foreign owners.

Online registrationYou can set up your Polish company remotely from the U.S. or Canada in just a few days using Poland’s online system.

Tax treatiesThanks to U.S.-Poland and Canada-Poland agreements, you can avoid double taxation on business income and dividends.

Lower tax ratesPoland offers reduced corporate tax rates for small companies and additional savings for businesses focused on R&D and innovation.

Licensing clarityIndustry-specific requirements are well-defined, so you can operate legally and avoid unexpected delays or penalties.

Pro Tips for a Smooth Entry

Work with a bilingual legal or tax advisor familiar with U.S. or Canadian structures.
Translate and notarize all foreign documents early in the process.
Plan for ongoing compliance, including VAT filings, employee registrations, and licensing renewals.

What’s Next?

In Part 2 of this series, we will explore how to manage taxes efficiently, use local incentive programs, and structure your finances in Poland.

If you are serious about launching your business in Europe, Poland is an excellent place to begin. Our consulting team is ready to help you every step of the way.

Get in touch today for a free consultation tailored to U.S. and Canadian businesses.