These are the two most common ways to run a business in Poland. The choice depends on your income, costs, risks and the basis of your stay. Below are the main differences; the decision is yours.
Liability
The owner of a JDG is liable for the business’s debts with all of their personal assets. A shareholder of a spółka z o.o. risks only their contribution, while management board members are liable under certain conditions, for example if they fail to file for bankruptcy in time.
Who can register
A foreigner’s right to a JDG depends on the basis of their stay. A spółka z o.o. can be set up by a foreigner on any basis, and this is a common reason for choosing it.
Taxes and ZUS
- JDG: ryczałt, the tax scale or liniowy; the owner’s ZUS with relief at the start.
- Spółka: CIT at 9% for small taxpayers or 19%, plus 19% dividend tax when profit is paid out; CIT estoński can be chosen if the conditions are met.
- A management board member of a spółka who is on a salary or a contract pays ZUS according to that contract; a sole shareholder has specific rules of their own.
Accounting and costs
A JDG keeps simplified records, which is cheaper. A spółka keeps full accounting, files an annual financial statement with KRS and registers its beneficial owners in CRBR. Servicing a spółka costs several times more than a JDG.
We will calculate both options on your figures. More about registration: JDG and spółka z o.o.
