A company may suspend its operations for a period of 30 days or more due to temporary difficulties in conducting business, failure to generate expected income, or other reasons. This article examines the conditions for suspending company operations in Poland.

Which companies may suspend their operations?

Commercial companies may suspend their operations, including:

• Partnerships: general partnerships, professional partnerships, limited partnerships,
• Capitalized companies: limited liability companies, joint-stock companies.

From what date does the suspension of a commercial company's activities begin?

The suspension begins on the date specified in the application for suspension of activities (wniosek o zawieszenie działalności) filed with the National Court Register (KRS).

Conditions for Suspension of Operations.

1. A company may suspend its operations for a period of no less than 30 days and no more than 24 months.

2. A company may suspend its operations provided that it does not employ employees under employment contracts. Employee contracts must be terminated before filing a notice of suspension. Agency contracts and contracts for specific work do not need to be terminated. A company may also suspend its operations if its employees are on maternity leave, parental leave, or do not combine parental leave with employment with the employer who provided the leave.

3. During the suspension period, the company may not:

• conduct business activities,
• receive revenue. However, it may engage in certain activities that will provide a source of income to continue operations after operations resume.

4. During the suspension of operations, the company may:

• accept accounts receivable that arose prior to the suspension of operations,
• receive financial income from activities carried out prior to the suspension of operations,
• sell its own fixed assets and equipment,
• pay off liabilities that arose prior to the suspension of operations,
• carry out activities necessary to maintain income,
• provide sources of income,
• appoint or dismiss a manager.

5. During the suspension period, the company is obligated to:

• participate in all proceedings affecting the company: administrative, judicial, and tax,
• fulfill statutory obligations,
• participate in audits,
• submit annual financial statements,
• maintain accounting records,
• pay public law obligations (e.g., property tax, vehicle tax, environmental fees).

Below, we provide answers to key questions related to the suspension of a company's activities, along with links to sources of information.

How to suspend a company's activities?

A company's activities are suspended in the National Court Register (Krajowy Rejestr Sądowy) by submitting an application on the Court Registry Portal (Portal Rejestrów Sądowych). Information about the suspension of operations is then transmitted to the Central Register of Entities – the National Register of Taxpayers (CRSN), the National Official Register of National Economic Entities (REGON), the Social Insurance Institution – the Central Register of Contribution Payers, the Central Statistical Office (GUS), and the tax office. The company is also deregistered as a payer of contributions to the Social Insurance Institute (ZUS). At the same time, Form NIP-8 must be submitted after deregistration of insured persons.

To suspend a company's operations, you must:

• A decision by the company's shareholders (founders) to suspend the operations,
• Submit an application to the National Court Register (KRS) for the suspension of your company's operations along with this decision.

Filing Reports.

Suspending operations does not exempt the company from the obligation to file an annual CIT-8 return, in which the company informs the tax office of the period of suspension (in section L.1.1 of the CIT-8 return). Companies, limited liability companies, and limited partnerships are required to file a CIT-8 return. There are specific requirements for filing annual corporate income tax and PIT returns depending on the company's legal form.

During the period of suspension, there is no obligation to file VAT returns. However, the obligation to file a VAT return arises if, during the period of suspension, goods are acquired within the EU or services are imported for which the company is subject to VAT.

A suspension of operations for at least six months may result in deletion from the VAT payer register. After the suspension period ends, re-registration is possible without the need to submit a new registration application.

Payment of taxes and insurance contributions.

During the suspension period, companies are exempt from making advance payments of CIT or PIT for the period of suspension.

Voluntary employee insurance.

During the suspension period, company shareholders (founders) or partners in a partnership may voluntarily insure themselves in pension and disability insurance programs. Detailed information on voluntary pension and disability insurance is available from ZUS at this link. Healthcare services may be provided through voluntary health insurance through the National Health Fund (NFZ) during the suspension period.

Resumption of activity.

A company may resume operations from the date of filing the application for resumption of operations. If you do not submit an application for resumption of operations within 24 months from the date of suspension, your operations will automatically resume on the day following the 24-month suspension date.

Detailed conditions for suspending company operations, with examples, are available at the link below on the state business portal.

It is important to note that there are specific aspects to suspending operations depending on the different legal forms of organizations, which must be taken into account.

For information on how to suspend operations as a sole proprietor, see our article.