Poland CASP Remote Incorporation: A Comprehensive Guide for Non-Resident Entrepreneurs

Poland has long been a preferred jurisdiction for crypto businesses due to its robust IT infrastructure, favourable tax environment, and relatively straightforward registration process. 

In addition, Poland’s clear regulatory framework and adherence to high regulatory standards for the crypto assets market make it an attractive destination for companies seeking compliance and stability. 

However, for non-resident entrepreneurs, the burning question remains: Can I register a CASP company in Poland remotely?

The Short Answer: Remote Registration vs. Remote Operation

To answer the core question immediately: Yes, it is possible to register a Polish company and apply for a crypto license remotely. However, there is a significant distinction between the administrative act of registration and the operational reality of maintaining a CASP.

While you can use digital signatures and powers of attorney to set up the legal entity, the MiCA regulation and Polish national laws impose specific “substance” requirements. Regulatory authorities in Poland enforce strict legal requirements and regulatory compliance for CASP operations, ensuring that all crypto businesses adhere to licensing procedures and ongoing obligations. 

This means that while the founders may remain abroad, the company itself must have a physical and management presence within Poland.

Understanding the Shift: From Virtual Asset Service Provider (VASP) to Crypto Asset Service Provider (CASP) in Poland

Until recently, crypto activities in Poland were governed by the Act on Counteracting Money Laundering and Terrorist Financing. Companies registered in the “Register of Activities in the Field of Virtual Currencies” (the VASP register) managed by the Tax Administration Chamber in Katowice.

With the advent of MiCA Regulation, this is changing. The VASP registry is being phased out in favour of the CASP authorisation. Virtual asset service providers engaged in virtual currency activities are now required to obtain a CASP crypto license and must comply with crypto compliance standards set out under MiCA. 

This transition represents a shift from a “check-the-box” AML registration to a full-scale financial license.

Why Poland?

Non-residents choose Poland for several reasons:

1. Access to the EU Market: A Polish CASP license allows for “passporting,” enabling the company to offer services across all EU member states. Obtaining a CASP license in Poland enables companies to provide crypto asset services and a wide range of crypto services, such as custody, trading, advisory, and portfolio management, throughout the EU;
2. Skilled Workforce: Poland is a global hub for software developers and AML specialists;
3. Cost-Efficiency: Compared to jurisdictions like France or Germany, the operational costs for office space and local personnel remain competitive.

Related reading: Is a CASP License in Poland Expensive? A Detailed Cost and Value Analysis

Fast-Track Your Crypto Company

The Remote Company Formation Process

Before you can apply for a CASP license, you must incorporate a Polish legal entity, typically a Limited Liability Company (Spółka z ograniczoną odpowiedzialnością or Sp. z o.o.). Proper company registration is essential, as it establishes the legal entity required for compliance with regional regulatory frameworks. 

The process involves setting up a Polish limited liability company, preparing the necessary documentation, and completing all registration procedures. 

Additionally, opening a corporate bank account is a crucial step in the incorporation process.

1. The S24 System and e-Signatures

Poland offers an electronic registration system known as S24. To use this, shareholders and board members need a Polish tax ID (PESEL) and a trusted profile (ePUAP) or a qualified electronic signature (QES) compliant with European standards. If you possess a QES, the entire incorporation can be done from your laptop anywhere in the world.

2. Power of Attorney (PoA)

If you do not wish to handle the digital bureaucracy yourself, you can grant a Power of Attorney to a legal representative (such as LegalBison). We can then sign the articles of association and file the necessary documents with the National Court Register (KRS) on your behalf.

3. Remote Banking and EMI Accounts

One of the historical hurdles for remote entrepreneurs was opening a local bank account. While traditional Polish banks are often conservative regarding crypto, the rise of Electronic Money Institutions (EMIs) has made it possible to obtain operational IBANs remotely to satisfy the initial capital requirements.

Also read: Is the New Poland CASP License Perfect for Crypto Startups?

Substance and Presence Requirements: The MiCA Standard

This is where the “remote” nature of the business meets regulatory reality. MiCA is designed to prevent “letterbox companies.” 

Under Article 59 of the MiCA Regulation, an applicant for a CASP authorisation must have its registered office in a Member State where it carries out at least part of its crypto-asset services. 

Polish authorities, acting as the competent authority, enforce the primary legal framework for crypto-asset service providers and require regular regulatory reporting from CASPs to ensure compliance with MiCA and national regulations.

1. The Registered Office

You cannot use a simple “virtual office” or a P.O. box for a CASP authorisation. The Polish Financial Supervision Authority (KNF) expects the company to have an actual place of business where books are kept and where regulatory inspections can occur.

2. Local Management and Residency

While Polish law does not strictly forbid a management board composed entirely of non-residents, MiCA introduces the “Effective Management” rule. At least one director or a high-level manager should be resident in the EU, or preferably Poland, to ensure the regulator has a direct point of contact.

Furthermore, the “Fit and Proper” test (Article 68) requires that the persons managing the CASP demonstrate sufficient knowledge, skills, and experience. 

Key personnel, including management and department heads, must meet the regulator’s expectations for experience and integrity. They must also prove they have no criminal record related to money laundering or financial crimes.

3. The AML Compliance Officer

A Polish CASP must appoint a Money Laundering Reporting Officer (MLRO). This individual should have a deep understanding of Polish AML/CFT regulations and be able to communicate effectively with the General Inspector of Financial Information (GIIF). 

Having a local AML officer is highly recommended to satisfy the KNF’s expectations regarding operational substance.

Also read: Things to Consider When Issuing a Stablecoin in Ireland

What is Possible vs. What is Impossible

To manage expectations, non-resident entrepreneurs should understand the boundaries of a remote setup. It is crucial to follow the licensing process, prepare a detailed business plan, and meet share capital requirements to comply with Polish regulations and successfully obtain a CASP license.

What is Possible:

• Incorporation: Setting up the Sp. z o.o. without visiting Poland;
• Document Submission: Filing the CASP application via electronic portals;
• Remote Board Meetings: Conducting the governance of the company from abroad, provided the resolutions are documented correctly. At the same time, MiCA Article 59(2) requires that the “place of effective management” (where key management and commercial decisions are taken) be in the Union;
• Hiring Remotely: Recruiting Polish staff to fill the substance requirements.

What is Impossible (or Highly Risk-Prone):

• Operating without a Physical Office: Attempting to get a CASP license using only a mail-forwarding service will lead to an immediate rejection;
• Anonymity: The UBO (Ultimate Beneficial Owner) must be disclosed in the Central Register of Beneficial Owners (CRBR). There is no “remote” way to circumvent transparency;
• Lack of Local Compliance: You cannot run a Polish CASP using only foreign legal templates. Your internal policies (AML, Risk Management, IT Security) must be tailored to Polish law and MiCA standards.

Ongoing Compliance: Staying on the Right Side of Polish Law

Securing a crypto license in Poland is only the beginning of your journey as a crypto asset service provider. To maintain your authorisation and reputation, ongoing compliance with both Polish law and EU regulations is essential. 

The Polish Financial Supervision Authority (KNF) closely monitors all licensed entities, ensuring that every crypto asset service operates transparently and responsibly.

One of your primary obligations is the timely submission of accurate financial statements. These reports must reflect your company’s financial health and are a cornerstone of regulatory oversight. 

Additionally, any changes to your company’s structure, management, or business activities must be promptly updated in the National Court Register. You are also under the obligation to notify the KNF of any such changes. 

Equally important is the implementation of robust risk management procedures. As the crypto market evolves, so do the risks associated with digital assets. 

The KNF expects every crypto license holder to have comprehensive risk management frameworks in place, tailored to the unique challenges of the crypto sector. This includes regular reviews of your internal controls, ongoing staff training, and proactive identification of potential threats to your business and clients.

Staying compliant means more than ticking boxes; it’s about building a resilient, trustworthy crypto asset service provider that can withstand regulatory scrutiny and market volatility. 

Comprehensive Advice for Non-Residents

If you are an entrepreneur looking to enter the Polish market, follow this strategic advice:

1. Prioritise the PESEL Number: Even if you are not living in Poland, obtaining a PESEL (tax ID) and a Trusted Profile is the “golden key” to Polish administration. It allows you to sign documents officially without needing a notary at every step;
2. Build Local Substance Early: Do not wait for the regulator to ask. Secure a physical office lease and identify at least one local compliance officer or director during the application phase;
3. Align with MiCA Standards Immediately: Even if Poland is in a transitional period, do not aim for the “old” VASP standards. Build your internal manuals based on MiCA’s requirements to ensure your business is future-proof;
4. Prepare for the “Fit and Proper” Review: Collect your diplomas, certificates of no criminal record (apostilled or with an equivalent authentication), and detailed CVs for all shareholders and directors in advance.

When structuring your crypto company, it is essential to meet the expectations of financial institutions and regulators. 

Your business plan should address requirements for portfolio management, crypto asset portfolio management, and operating a trading platform, as these are now regulated activities under MiCA. 

Clearly define how your company will handle virtual assets, comply with registration and licensing obligations, and ensure proper reporting of capital gains for tax purposes. 

Emphasise your commitment to investor protection and consumer protection, which are key aspects of both Polish and EU law, to enhance market integrity and build trust with clients and partners.

How LegalBison Can Help

Navigating the legal landscape of a foreign country is a daunting task, especially when it involves the intersection of cutting-edge technology and rigorous financial regulation. 

LegalBison acts as your “boots on the ground” in Warsaw and throughout Poland.

Our Services Include:

• Remote Incorporation: We handle the S24 or Notarial registration of your Polish company, ensuring you don’t need to travel;
• MiCA Compliance Consulting: We adapt your business model to meet the specific requirements of the MiCA regulation, ensuring your policies are up to date with the latest EBA and ESMA guidelines;
• Substance Setup: We assist in finding appropriate office space and recruiting local qualified personnel (MLROs, Directors) to satisfy the KNF’s substance requirements;
• Licensing Support: We manage the entire application process for the CASP authorisation, from drafting the business plan to communicating with the Polish regulators;
• Ongoing Maintenance: Beyond registration, we provide support with accounting, reporting, and ongoing AML compliance to ensure your license remains in good standing.

Why Choose Us?

As legal experts specialised in the FinTech industry, LegalBison understands the nuances of crypto-assets. We don’t just provide “off-the-shelf” solutions; we provide a strategic partnership. 

We know what the KNF looks for in a non-resident application, and we know how to bridge the gap between international innovation and local compliance.

Final Word

Registering a Polish CASP remotely is a viable and attractive path for international crypto entrepreneurs, provided they respect the transition from “registration” to “authorisation”. 

While the administrative start can be handled from afar, the success of the venture depends on establishing a genuine, compliant presence in Poland.

The MiCA era offers a unique opportunity: a single license in Poland grants you the keys to the entire European market. 

With the right legal partner, the complexity of Polish and EU regulations becomes a manageable roadmap toward a fully regulated and scalable crypto business.

Ready to start your journey in the Polish crypto market? Contact LegalBison today to discuss how we can help you register your CASP and navigate the MiCA regulation with precision and expertise.