The special purpose vehicle (SPV) is a corporate structure set-up in Poland by a parent company abroad. This Polish company is used for tax optimization of the business activity. The SPV, usually set-up as a subsidiary is also able to help the parent company retain its assets if it goes bankrupt.
The special purpose vehicle can be an attractive solution, which is able to provide companies with the needed structure for asset management and profits distribution. If you want to register a company in Poland that will be used as an SPV you can talk to one of our local company formation specialists.
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Polish SPV structure
A commonly chosen structure to form a special purpose vehicle in Poland is the limited partnership. This is one of the recognized types of partnerships in Poland and it has at least one limited partner who is liable for the business with all of his assets. No minimum share capital is required for his business form, which is advantageous for those investors interested in opening an SPV in Poland.
The special purpose vehicle, sometimes also called a special purpose entity, can be used for securitisation purposes, for property investment in Poland, the transfer of assets or risk sharing. These legal entities are used to isolate financial risk, however, investors in Poland should be aware of all of the implications of owning such a type of company if the parent corporation does indeed file for bankruptcy.
If you want to open a company in Poland, our team can assist you with adequate tax planning and financial advice for corporations.
Registration procedure for an SPV in Poland
As a first step for registration, when investors decide to open an SPV in Poland, the company must be registered with the National Court Register (KRS). The registration procedure involves the drafting of the company’s constitutional documents and the appointment of the company’s directors or partners, as well as the submission of the incorporation documents to the registry court.
In some cases, the entrepreneur can choose to register the SPV in Poland electronically and with the help of our Polish company formation agents, which can greatly reduce the registration period. Once the company is registered, it is required to obtain a tax identification number and statistical number in order to operate legally.
Documents needed for SPV formation in Poland
Opening a SPV in Poland necessitates gathering various documents from the parent companies, including:
- An excerpt from the local company register for each parent company, verifying good standing and listing authorized signatories.
- The excerpt must be legalized or apostilled, except when Poland has a special treaty with the document’s country of origin.
- A notarized power of attorney(PoA) signed by the authorized representative of each parent company, also requiring legalization or apostille unless covered by a treaty.
If you need additional support regarding the registration of a company in Poland and formation of a SPV, our specialized team is at your disposal.
Company formation in Poland
Special purpose vehicles can take the form of a partnership, limited liability company or trust. The choice belongs to the investor and it can be based on a number of factors, including available capital, the purpose of the newly formed corporate structure and the nature of the business. The tax relationship between the SPV in Poland and the parent company abroad is the main reason for the creation of this vehicle. In most cases, a double tax treaty will apply between Poland and the country in which the parent company is located.
What to consider before opening a SPV in Poland
Tax implications are a crucial factor in your decision-making process. We advise you to consult our accounting company in Poland before proceeding with the establishment of a Polish SPV. Key considerations include:
- If you intend to finance your SPV via loans from other companies within your capital group, consider making the lender a shareholder of your Polish SPV. This is important because loans to Polish entities may incur transaction tax unless they come from the parent company.
- When planning to distribute dividends, explore different shareholding structures, as withholding tax rates may differ based on the shareholder’s nationality and whether the parent entity is an individual or corporation.
- If you’re establishing multiple SPVs in Poland, ensure that transactions between them do not lead to unfavorable tax outcomes.
For more information regarding tax issues and proceedings to follow in opening a SPV company, our accountants in Poland are at your disposal.
Typical sectors using SPVs in Poland
Entrepreneurs are usually choosing to establish an SPV in Poland when they want to undertake some projects that require the setting up of an Special Purpose Vehicle structure. The sectors that can be found using this kind of structure include:
- Real estate investments;
- Infrastructure and construction projects;
- Renewable energy projects;
- Securitization and structured finance transactions.
Moreover, by using SPVs in Poland, it is possible for investors to separate risks associated with a particular investment from all the other risks associated with a company’s assets. This is a widely used concept in international business, which is often recommended by our experts who deal with Polish company formation services.
Statistics on Polish companies
Business in Poland has flourished in the last years, with some impressive numbers regarding the development of companies in this country:
- In January 2026, there was a total of 1,568,113 companies registered in Poland;
- These companies generate 1,98% of the total sales taking place in EU;
- The top industry doing business in Poland is represented by the services one, with 585,827 number of companies in this field.
Investors can open a Polish company that is used as a special purpose vehicle with the help of our company formation experts. You can contact us for more information about business structures and the requirements to open a legal entity in Poland.