A liaison office in Poland (also known as a representative office), acts as a communication channel between the parent company and the suppliers or customers in the country the liaison office is situated in. A Polish liaison office is legally dependent and subordinate to the foreign company and cannot run any commercial activity per se. It is not considered an independent unit in terms of assets and may only conduct activities in the field of advertising and promotion of the foreign company.
Setting up a liaison office in Poland
A liaison office in Poland
has no legal personality and has a limited scope of doing business in this territory. The establishment procedure requires the registration of foreign companies
in the register maintained by the Ministry of Economy in Poland. Thus, a liaison office uses the name of the foreign entrepreneur, which is translated into Polish legal form with the addition of the words "Representation in Poland”.
From January 2012 Poland has established new rules governing the formation of liaison offices and obtaining the registration of foreign companies. The same law also fixed the stamp duty for registration.
In order to complete the procedure of setting up a liaison office in Poland, the application for registering foreign companies, along with the required documents and proof of payment for the stamp duty can be sent either by mail, either submitted directly to the Polish Ministry of Economy, headquartered in Warsaw. After the transfer of the required documents, the registration certificate is sent by registered letter with acknowledgment of receipt.
Documents required for setting up a liaison office in Poland.
The Polish law states that certain documents must be provided in order to register a liaison office in Poland, starting with the actual application that needs to be completed with the company information. Requests for registering a liaison office in Poland must be written in Polish and contain the following information:
- The name, domicile and legal form of the foreign entrepreneur;
- The business activities of the foreign entrepreneur;
- The name and address of residence of the Polish individuals delegated to represent the foreign entrepreneur;
- Address of principal representative on the Polish territory in which are stored the original documents related to the activities of representation.
The application must be accompanied by the following documents:
- Copy of the document certifying the registration of the foreign entrepreneur, in the form of a Haga Apostil if the trader is registered in a State party to the Hague Convention of 1961. Businesses registered in other countries that are not party to the Hague Convention must provide an official copy of the document certifying the registration of the entrepreneur in the origin country, which shall be certified by legalization
- Officially certified copy of a document specifying the address of the foreign entrepreneur, the representation of foreign entrepreneurs and persons authorized to represent
- A certified copy of the document authorizing the foreign entrepreneur to use the premises for opening a liaison office in Poland.