Setting up an insurance company in Poland requires choosing one of three permitted legal forms, obtaining authorization from the Polish Financial Supervision Authority (KNF), meeting capital and staffing requirements, and completing an extensive registration procedure. This guide explains the main steps, from choosing a business form to the requirements for management.
Why consider entering the insurance market
The Polish insurance market is divided among a relatively small group of companies. That does not mean new entrants cannot join it.
Demand is growing for types of insurance that existing providers do not fully cover:
- insurance for electronic equipment, including phones and drones
- bicycle and micromobility insurance
- cyber risk insurance
- non-standard property and personal insurance
If you see an opportunity in one of these areas, check the conditions you would need to meet.
Three permitted forms for an insurance business
Under Poland’s Act on Insurance and Reinsurance Activity, an insurer in Poland may operate only in one of these three forms:
- Joint-stock company: the most common form for commercial insurers
- Mutual insurance society (TUW): for groups of people with shared insurance interests
- Branch of a foreign insurer: for insurers from countries outside the EU
You cannot offer insurance as a Polish limited liability company (sp. z o.o.) or as a sole trader. This is the first restriction to consider.
A joint-stock company as an insurer
Restrictions on activity
- An insurer organized as a joint-stock company may not carry on activities other than insurance or activities directly related to insurance. For example, you cannot combine insurance with investment activity.
- A single insurer may sell policies from only one insurance division: either Division I (life insurance) or Division II (other personal and property insurance). It cannot combine both.
Required wording in the company name
An insurer organized as a joint-stock company must include one of the following designations in its name:
- “insurance company” (TU)
- “insurance undertaking” (ZU)
- “insurance and reinsurance company” (TUiR)
- “insurance and reinsurance undertaking” (ZUiR)
Mutual insurance society (TUW)
A TUW is an insurer that covers its own members on a mutual basis. This form is intended for a group of people with shared interests who want insurance protection at a reasonable premium.
How a TUW differs from a joint-stock company
- A TUW insures only its members; it does not offer policies to outsiders.
- It may operate as a small TUW if additional conditions are met:
- the number of members is limited
- the number of insurance contracts or the sums insured are small
- The name must include the phrase “mutual insurance society” (TUW).
Branch of a foreign insurer
This form is primarily for businesses that operate an insurer abroad and want to enter the Polish market.
What a branch is
A branch is a distinct, organizationally independent part of a business carried on outside the head office. A branch:
- does not conduct business in its own name or for its own account
- operates within the financial and decision-making relationship with the head office
- conducts business under Polish law and the head office’s articles, drawn up as a notarial deed
Scope of a branch’s activity
- A branch may operate only within the scope of the head office’s business.
- It does not have to cover the entire scope; it may cover selected parts adapted to the Polish market.
Name of the branch
The foreign business must use its original company name together with a Polish translation of its legal form and the words “branch in Poland.”
Scope of activity: what to decide before you start
Before applying for authorization, define the nature of the planned business precisely:
- Choose an insurance division:
- Division I: life insurance (5 insurance groups)
- Division II: other personal and property insurance (18 insurance groups)
- Identify the specific insurance groups in which you plan to operate.
- If you are setting up a branch, identify which parts of the head office’s business it will carry on in Poland.
Requirements for the founders of an insurer
Regardless of the legal form, the founders must meet these conditions:
- No relevant criminal convictions: no final court conviction for an intentional offence
- Documented financial resources: resources corresponding to the planned organizational fund and the value of the share issue
- Approved basic own funds: funds securing the minimum capital requirement, at least at its absolute floor
- Lawful source of capital: funds must not come from illegal or undisclosed sources or be connected with terrorist financing
Capital requirements: how much do you need?
Joint-stock company
- Share capital may not be lower than the highest minimum guarantee-fund amount required for the insurance groups covered by the authorization.
- For Division II, the minimum guarantee fund is the PLN equivalent of EUR 2,000,000 or EUR 3,000,000, depending on the insurance groups.
- Funds used to pay up the capital may not come from a credit facility or loan, or be encumbered in another way.
- You must pay up all share capital in cash before registration in the National Court Register (KRS).
Mutual insurance society (TUW)
- As a rule, the minimum guarantee fund for a TUW is 75% of the amount that applies to a joint-stock company.
- You must pay up the share capital in full in cash within 30 days of registration.
- Share capital may be repaid only from profits while a reserve capital is being created. Reserve capital is part of equity set aside to cover losses.
- Exception for a small TUW: the minimum guarantee fund may be zero if the TUW:
- insures only its members
- does not exceed annual premiums equivalent to EUR 5 million
- does not provide third-party liability insurance, credit repayment insurance or insurance guarantees
Branch of a foreign insurer
- The branch must hold eligible own funds in Poland at least equal to the minimum capital requirement.
- Eligible basic own funds may not be less than 50% of the absolute floor of the minimum capital requirement.
- The insurer’s assets must not come from illegal or unknown sources.
KNF authorization: what to prepare
A joint-stock company and a TUW must obtain authorization from the Polish Financial Supervision Authority (KNF) to conduct insurance activity.
Documents to submit to the KNF
- the company’s or society’s articles
- a business plan
- certificates confirming that the founders have no criminal convictions
- a balance sheet for solvency purposes
- information about the sources of capital
Rules for insurers from other EU countries
An insurer from another EU Member State may operate in Poland if it has obtained the relevant authorization in its home state. A separate KNF authorization is then not required.
Changes to the articles
Changes to the articles require KNF approval before registration. These include changes to:
- the registered office and company name
- representation rules
- management of property and assets
- the territorial and material scope of the business
KNF supervision of insurance activity
Insurers are financial institutions subject to close state regulation. The Polish Financial Supervision Authority (KNF) supervises them under the Act of 11 September 2015 on Insurance and Reinsurance Activity.
What the KNF does in practice
- monitors the activities of insurance companies
- checks compliance with the law, including the valuation of assets and liabilities
- conducts financial audits
- enforces compliance with the Act on Insurance and Reinsurance Activity
Penalties for violations
- financial penalties and fines
- in serious cases, withdrawal of authorization to conduct insurance activity
Expect ongoing supervision and reporting duties; they are part of the day-to-day operation of an insurer.
Requirements for members of management bodies
People serving on an insurer’s management bodies must meet these conditions:
- Full legal capacity
- Higher education
- No criminal convictions: no final conviction for an offence
- Knowledge of Polish: required in many cases
- Relevant professional experience: detailed requirements depend on the legal form and the specific position
The exact requirements vary with the insurer’s legal form. Check the relevant provisions of the Act on Insurance and Reinsurance Activity.
Summary: what to do step by step
Choosing a form and launching an insurer depends on several decisions you need to make at the outset:
- Define the scale of the business: this affects the legal form and capital requirements.
- Choose a legal form: a joint-stock company, TUW or a branch if you operate abroad.
- Choose the division and insurance groups: Division I or II and the specific groups.
- Secure capital: check the minimum requirement for the chosen form and insurance groups.
- Assemble the documents: articles, business plan, certificates and balance sheet.
- Apply to the KNF and prepare for its review procedure.
- Choose the members of the governing bodies: make sure they meet statutory requirements.
- Register the insurer in the KRS after obtaining KNF authorization.
The process has several stages and requires precision at each one. If you need legal support setting up an insurance company, contact us.
Frequently asked questions
What legal forms can an insurance company take in Poland? Under the Act on Insurance and Reinsurance Activity, an insurer in Poland may operate only as a joint-stock company, a mutual insurance society (TUW) or a branch of a foreign insurer. A joint-stock company is the most common form for commercial insurers, a TUW serves groups with shared insurance interests, and a branch is for insurers from outside the EU entering the Polish market.
Can you conduct insurance activity as a limited liability company or sole trader? No. Polish law expressly excludes insurance activity in the form of a limited liability company (sp. z o.o.) or sole proprietorship. The permitted forms are a joint-stock company, a TUW or a branch of a foreign insurer.
What are the minimum capital requirements for setting up an insurer in Poland? For a joint-stock company offering Division II insurance, the minimum guarantee fund is the PLN equivalent of EUR 2,000,000 or EUR 3,000,000, depending on the insurance groups covered by the authorization. For a TUW, the minimum is generally 75% of the amount that applies to a joint-stock company, except that a small TUW may have a zero minimum guarantee fund if it meets additional conditions. Funds used to pay up a joint-stock company’s share capital may not come from a credit facility or loan, or be otherwise encumbered, and the capital must be paid up in full in cash before KRS registration.
Do you need KNF authorization to set up an insurer in Poland? Yes. A joint-stock company and a TUW must obtain authorization from the Polish Financial Supervision Authority to conduct insurance activity, submitting documents that include the articles, business plan, certificates concerning the founders’ criminal records and information about capital sources. The exception is an insurer from another EU country that has obtained authorization in its home state; it does not need a separate KNF authorization.
What conditions must members of an insurer’s management board meet? Members of an insurer’s management bodies must have full legal capacity, higher education, no criminal convictions (no final conviction for an offence) and relevant professional experience. Knowledge of Polish is also required in many cases. The detailed requirements depend on the insurer’s legal form and the specific position.
