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HWW Hewelt Wojnowski Lindner i Wspólnicy
Corporate law

Setting up a company under the Estonian CIT regime

For founders establishing a limited company in Poland who want the Estonian CIT regime, meaning the lump-sum tax on company income that defers taxation of profit until it is distributed, implemented at the same time and subject to the statutory conditions.

Request a quote +48 22 100 42 24
Fee
from 1 700 EUR net
Prices are net, in EUR. VAT depends on your status and place of establishment.

You can order this service directly, without a prior consultation. We confirm the scope and the fee before we start.

Request a quote Book a consultation first
A consultation is optional. To discuss your matter with a lawyer first, you can book a consultation for PLN 600 net + VAT. If you then order the work, its cost is credited against the project fee.

Before we start, we agree and confirm the scope and the fee. The price is indicative and does not constitute an offer within the meaning of the Polish Civil Code.

What it includes

  • Incorporation of a limited company (sp. z o.o.) either under the S24 procedure or by notarial deed
  • Analysis of the conditions for entering the Estonian lump-sum tax on company income
  • A memorandum describing how the entry conditions are met and which conditions must be maintained
  • Documentation for the tax authorities on the chosen model of taxation
  • Registration of the company in the National Court Register (Krajowy Rejestr Sądowy, KRS) and the notification to the tax authorities

What the price does not include

  • Ongoing bookkeeping and tax settlements after registration (separate engagements)
  • A later change of the company to another system of taxation (quoted separately)
  • Development of a strategy for investing the retained profit (subject of tax advice)

What you receive

  • A limited company registered in the KRS with a tax ID (NIP) assigned
  • An analysis of compliance with the Estonian CIT requirements and documentation prepared for the authorities
How it works

How incorporation with Estonian CIT works

Estonian CIT is a preferential regime in which profit is not taxed at the level of the company but on the distribution of a dividend. Four stages.

  1. Consultation and conditions

    We verify whether you meet the conditions for the Estonian CIT regime and settle the structure of the company.

  2. Incorporation

    We register the limited company in the KRS through the S24 procedure or by notarial deed, depending on what has been agreed.

  3. Memorandum and entry

    We draw up a memorandum describing how the entry conditions are met and prepare the notification to the authorities.

  4. Documentation

    We hand over the complete documentation for the tax authorities together with confirmation that the regime has been implemented.

Who should use this service

The Estonian CIT regime suits founders who plan to reinvest the profit of the company without current taxation at company level. Profit left in the company is not taxed as it arises, which gives flexibility in financial planning. The lump-sum tax covers, besides distributed profit, also so-called hidden profits and expenditure unrelated to business activity, for example a loan granted to a shareholder, so before entering the regime we analyse the flows between the company and its shareholders. It is a fitting solution for start-ups, technology companies and businesses that intend to grow quickly without current taxation of reinvested profit.

Conditions that have to be met

The Estonian CIT regime is not open to every company or every shareholder, and the entry conditions have to be met jointly. Four of them matter most in practice: less than half of revenue from passive sources, employment of at least three persons under an employment contract measured in full-time equivalents or monthly payroll expenditure for at least three persons engaged on another basis, shareholders who are exclusively natural persons, and no holdings in other companies. The notification of the choice of the lump-sum regime has to be filed by the end of the first month of the first tax year covered by it, which is why we check the deadlines at the very outset. Before implementation we analyse in detail whether your business and shareholder structure are compatible with the regime, and where they are, we prepare the documentation and the entry in line with the requirements of the tax authorities.

What the price covers

The price of EUR 1700 net is a starting figure for a typical company with a plain shareholder structure. It is shaped by the simplicity of that structure, by the number and type of revenue streams planned in the company and by any additional requirements such as cross-border operations or withholding tax. Ongoing bookkeeping, a later change of the taxation system and a strategy for investing the retained profit stay outside this scope, and the final scope and fee are confirmed before the work starts.

What the fee depends on

  • Simplicity of the shareholder structure (the price assumes a typical implementation for a plain structure)
  • Number and type of revenue streams planned in the company
  • Any additional requirements (cross-border operations, withholding tax)

We agree the fee individually, at an hourly rate or as a flat fee, and confirm it before we start.

See also
Corporate law → Tax advice →
Request a quote

To order this service, describe your matter. A consultation is not required. We confirm the scope and the fee before we start.

Information you share in connection with legal assistance is covered by the professional secrecy of advocates and attorneys-at-law under Polish law.

How to start

You can order this service directly or book a consultation first. A consultation is not required to order the service.

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