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In this article, we describe the process of obtaining a crypto license in Poland. What’s more we give details of the Polish market for virtual currencies, describe which virtual crypto currency companies and exchange services are allowed by Polish law. We indicate what obligations an entity operating with crypto assets in Poland as a Virtual Asset Service Provider (VASP) must meet, as well as indicate the risks and future prospects of the industry.
There is no doubt that the blockchain and virtual currencies markets are the future of the financial world as well as many other industries. Cryptocurrencies have revolutionized the financial landscape, offering innovative solutions and disrupting traditional systems. Crypto industry has been growing in popularity for some time, with many entrepreneurs and investors entering the market to make the most of the many opportunities available. to crypto companies
In the heart of Europe, Poland has emerged as a thriving hub for cryptocurrency enthusiasts, crypto projects and blockchain startups. Whether you are considering launching a crypto company as a cryptocurrency exchange, developing blockchain solutions, or introducing crypto project through Initial Coin Offering (ICO), this article will serve as a roadmap to help you make informed decision and navigate the complexity of starting and operating a cryptocurrency business, including obtaining crypto license in Poland.
As a Law Firm focused on serving new technology entities, we place particular emphasis on following and observing the crypto-asset market, applicable regulations and the approach for crypto regulations of Polish authorities and European Union institutions.
Currently in Poland there are no specific regulations dedicated solely to cryptocurrency companies or to the crypto market in general. However, it is not the case that VASP (Virtual Assets Service Provider) activity is unregulated. Polish crypto companies must comply with the Entrepreneurs’ Law, the relevant Income Tax Act (CIT or PIT), the VAT (Value Added Tax) Act, the Accounting Act, the Tax Ordinance, and other.
You must remember that Polish cryptocurrency companies are not specifically supervised by the KNF (Polish Financial Supervision Authority) or GIIF (General Inspector of Financial Information) – these Polish authorities do not guarantee proper and stable activities of crypto companies. However, a cryptocurrency company may be audited by the GIIF for anti-money laundering, as well as by the National Chamber of Tax Administration to see if it meets the requirements for running a crypto business.
One of the most important acts regulating the activities of VASPs is the Polish Anti-Money Laundering and Counteracting Financing of Terrorism Act (the AML Act). Every person or company involved in providing services related to virtual currencies are considered to be obligated institution. On obligated institution must meet a number of additional requirements in order not to expose itself to criminal liability and severe financial penalties – a detailed description can be found alter in this article.
Definition of the “virtual currency” can be found in the Polish AML Act. The AML Act introduces several crucial definitions that help us understand the current legal status of cryptocurrencies in Poland. Interestingly, the authors of the provisions chose to define virtual currencies through elimination, explaining what they are not.
Based on the provisions of the AML Act, we learn that:
Virtual currency is a digital representation of value that is not:
a legal means of payment issued by the National Bank of Poland, foreign central banks, or other public administration bodies,
an international unit of account established by an international organization and accepted by individual countries belonging to that organization or cooperating with it,
electronic money as defined by the Polish Act on Payment Services of August 19, 2011,
a financial instrument as defined by the Polish Act on Trading in Financial Instruments of July 29, 2005,
a promissory note or a check.
The definition of virtual currency in the Polish AML Act is derived from the implementation of the 5th AML/CFT Directive. According to this act, virtual currencies are digital indicators of value that are not issued or guaranteed by a central bank or public authority. They are not necessarily linked to legally recognized currency and do not possess the legal status of currency or money. However, individuals or legal entities accept them as a medium of exchange, and they can be transferred, stored, or sold electronically.
As defined by the Financial Action Task Force (FATF), a virtual currency is a digital representation of value that can be digitally traded and functions as: (i) a medium of exchange; and/or (ii) a unit of account; and/or (iii) a store of value, but which has no legal tender status in any jurisdiction. It is not issued or guaranteed by any jurisdiction and performs the above functions only by agreement within the community of users of this virtual currency.
Under Polish law, the business activity involving virtual currencies is regulated. This means that in order to provide services in this industry, an entrepreneur must register in the relevant register (VASP Register).
The Polish VASP register is maintained by the Minister of Finance through the Tax Administration Chamber in Katowice. Their responsibilities include:
maintenance of the VASP Register,
processing information on entities included in the VASP Register,
examining applications for inclusion in the VASP Register,
imposing fines.
Performing crypto activities without being listed in the Polish authorities’ VASP register may result in a fine of 100.000 PLN.
The entities that can apply for obtaining Polish crypto license can be any kind of entrepreneur – both natural persons and companies.
Virtual currency business is understood to mean:
exchange between virtual currencies and mean of payment (Crypto ↔ Fiat exchange),
exchange between virtual currencies (Crypto ↔ Crypto exchange),
intermediation in Crypto ↔ Fiat and/or Crypto ↔ Crypto exchanges,
maintaining accounts for the clients enabling them to use their crypto assets.
In order to obtain crypto license in Poland you must meet two basic requirements:
have a clean criminal record
have knowledge or experience related to the business of virtual currencies
While the requirement of having a clean criminal record speaks for itself, the requirement of proper knowledge or experience requires clarification. This requirement is considered to be met if one the conditions has been fulfilled:
having done training or course covering legal or practical issues related to crypto business
performing – for at least 1 year – business related to virtual assets.
The fulfillment of any of the above requirements must be supported by documentation. These documents do not need to be submitted when applying for a crypto license, but you may be asked to provide them to the government authority in the event of an audit.
First of all, in order to obtain a crypto license in Poland you need to enroll in the VASP register, you need to open a business in Poland. The most common choice is to establish polish limited liability by company registration (PL. spółka z ograniczoną odpowiedzialnością). In most cases, we recommend using this form of business – here you can find our comprehensive guide on how to create a new LLC in Poland.
Another way, provided you live in Poland and want to run your business personally, is to set up a sole proprietorship (PL. jednoosobowa działalność gospodarcza). The form of business should always be adapted to your needs and business model.
After your business in Poland is set up and registered by the National Court Register, you will need to decide what activities exactly you intend to provide on the crypto market. The scope of crypto activities that you can obtain your license for include:
exchange between virtual currencies and mean of payment (Crypto ↔ Fiat Money exchange),
exchange between virtual currencies (Crypto ↔ Crypto exchange),
intermediation in Crypto ↔ Fiat Money and/or Crypto ↔ Crypto exchanges,
maintaining accounts for the clients enabling them to use their virtual currencies.
Such activities can be provided by Virtual Asset Service Providers only after obtaining crypto licenses in appropriate scope.
After the company registration process is done, you have to enroll polish company in the Register of Virtual Currency Activities. The register of activities in the field of virtual currencies is kept by the Director of the Tax Administration Chamber in Katowice.
You can only apply for crypto currency license via the ePUAP electronic signature platform. Applying for a VASP license requires either a Trusted Profile or a qualified electronic signature.
The application for crypto license in Poland must include the following information:
business name,
NIP (Polish tax identification number),
legal address,
persons authorized to represent,
scope of the license.
Once the application has been submitted, the competent authority has 14 days to issue a decision.
Once your business is registered and allowed to provide virtual currency services, you must take care of your day-to-day compliance. Currently, the most important obligations for VASP entities arise from the Polish AML Act – these include, first and foremost:
creating and implementing an internal AML Procedure,
creating and implementing an internal Procedure for anonymous reporting of violations by employees,
creating and implementing KYC procedures,
establishing and verifying the identity of the client and beneficial owners,
ongoing monitoring of business relationships with clients,
transaction analysis,
examination of the source of clients’ funds,
reporting on suspicious transactions to the General Inspector of Financial Information (GIIF),
designation of the person responsible for AML issues.
The most important internal act in terms of anti-money laundering and counter-financing terrorism is the Internal AML Procedure. It is the responsibility of every obligated institution, including VASPs, to have and implement such a procedure. The Procedure must include:
identification of the steps or actions to be taken to reduce money laundering and terrorist financing risks and to adequately manage them,
principles for identifying and assessing the money laundering and terrorist financing risks associated with the business relationship or occasional transaction in question, including principles for verifying and updating the previously made money laundering and terrorist financing risk assessment,
the measures applied to properly manage any identified risk of money laundering or terrorist financing associated with the business relationship or occasional transaction concerned,
rules on the application of financial security measures,
rules on conservation of documents and information,
rules on the performance of obligations involving the transmission of information on transactions and notifications to the General Inspector of Financial Information (GIIF),
principles for the promotion of knowledge of counteracting money laundering and financing of terrorism regulations among the employees of the obliged institution,
principles of reporting by employees of actual or potential violations of AML and CFT regulations.
Each Polish crypto company with VASP registration must appoint an employee in a managerial position (AML Officer) who is responsible for ensuring that the activities of the company and its employees comply with the Polish AML Act. Failure to establish such a person is considered a violation of Polish AML regulations and can result in have fines.
Each virtual currency business must be individually assessed to determine whether it is also subject to regulations under other laws. It is a common situation that VASP, in its current business activities, intends to provide payment services in order to trade its customers’ FIAT funds. In such a situation, it may be necessary to obtain either a Small Payment Institution license or a National Payment Institution license.
In general, provision of cryptocurrency exchange services and other connected business activities is subject to taxation. Depending on what form of business activity you are running – different taxation rules will apply.
If you are a sole proprietor, as a general rule, income from cryptocurrency trading is subject to a 19% PIT (personal income tax) rate regardless of income level. Income is calculated as the difference between gross income and deductible expenses. It takes into account the costs generated by entrepreneurs, e.g. office rent, the cost of buying a laptop. Income is accounted for on a monthly/quarterly basis.
If you run your own virtual currency exchange office or virtual currencies business activity as a limited liability company (or any other commercial company) – you will be subject to CIT (corporate income tax). Trading virtual currencies as a rule is taxed with CIT base rate of 19%. Unfortunately, cryptocurrency business in Poland cannot benefit from the CIT rate reduction to 9% as a small taxpayer.
On 23 February 2024, the Polish government took a significant step in the regulation of cryptocurrency business by publishing a comprehensive Draft Act on cryptoassets. This Draft law represents Poland’s effort to align with the European Union’s regulatory framework, particularly the Markets in Crypto-Assets Regulation (MiCA) Regulation adopted by the European Parliament and Council.
The core objective of the Draft is to introduce robust regulations governing the crypto market within Poland. These regulations are designed to provide clarity, transparency, and accountability for crypto transactions, thereby fostering investor confidence and ensuring the integrity of financial markets.
A key highlight of the Draft is the establishment of the Polish Financial Supervision Authority (KNF) as the primary regulatory body tasked with supervising the polish cryptocurrency company. The KNF’s responsibilities include auditing the activities of various entities operating in the the crypto exchange space, such as issuers of asset-referenced tokens or e-money tokens, offerors, applicants for crypto-asset trading, and crypto-asset service providers (VASPs).
The KNF’s powers under the Draft are extensive and include issuing and granting Polish crypto license, conducting supervision and compliance checks to ensure adherence to legal regulations and anti-money laundering (AML) requirements, as well as imposing administrative sanctions and fines on entities found to be in violation of the law or their regulatory obligations.
For entities seeking to engage in crypto-asset activities in Poland, obtaining a crypto authorization from from the KNF is a mandatory requirement. The crypto licensing process vary based on the type of crypto-asset and the specific activity associated with it.
Entities applying for authorization must submit a detailed application to the KNF, which includes a program of activities, proof of compliance with required capital adequacy standards, a description of VASP management principles, operational rules for trading platforms (if applicable), market abuse detection procedures, and comprehensive information technology and security solutions.
Upon submission, the KNF has a timeframe of three months to process the application. It’s worth noting that entities intending to conduct business across multiple EU member states must also report their activities to the respective supervisory authorities in those jurisdictions.
The Draft outlines severe penalties for entities found to be in violation of the Crypto Regulation. These penalties include fines, license revocation, and even criminal liability in certain cases. For instance, breaches such as providing cryptocurrency business services without crypto license in Poland, providing false information or concealing material facts in information documents related to crypto-assets can result in significant fines and potential imprisonment for responsible individuals.
While the Draft is currently in the consultation stage, it is expected to undergo further revisions and scrutiny before being processed by the Polish Parliament. Once approved, it will require the signature of the President of the Republic of Poland before becoming law in force.
According to the proposed timeline in the Draft, most of the new regulations are set to come into force on 30 June 2024. However, stakeholders and market participants are advised to stay updated with any developments or amendments to the Draft during the legislative process.
The introduction of these new regulations signifies Poland’s proactive approach to address the evolving landscape of crypto-assets and digital finance. By establishing clear guidelines, regulatory oversight, and enforcement mechanisms, the government aims to strike a balance between fostering innovation in the crypto space while mitigating potential risks such as fraud, money laundering, and investor protection concerns.
For businesses and individuals operating in or planning to enter the Polish crypto market, compliance with the forthcoming regulations will be paramount. It is essential to stay informed about the requirements, seek legal guidance if needed, and ensure robust internal controls and risk management practices to navigate the regulatory landscape effectively.
In conclusion, Poland’s draft law on crypto-assets reflects a strategic move towards creating a more structured and regulated environment for the crypto industry, aligning with broader EU regulatory frameworks while addressing specific national considerations. As these regulations evolve and take effect, they are expected to shape the future trajectory of the crypto market within Poland and influence broader trends in digital asset regulation across Europe.
Currently, the cryptocurrency market in Poland is largely unregulated. However, in the upcoming future UE’s MiCA Regulation will come into force. Also Polish Government is currently working on Polish Act on cryptoassets, which will make significant impact on the market.
At first you will have to establish your business presence in Poland – easiest way to do it is to incorporate a Limited Liability Company. Afterwards, you will have to register your company in Polish CASP Register.
Cryptocurrencies are not prohibited in Poland, therefor it is accepted. Nevertheless, depending on how you want to deal with cryptocurrencies – Polish regulations may impose certain restrictions.
Yes, individuals and companies engaged can provide activities related to virtual currencies after they are registered in Polish VASP Register.
Yes, there is a penalty of up to 100.000 PLN for conducting activities in the field of virtual currencies without obtaining an entry in the register of virtual currency activities.
Yes, you need to have:
The authority has 14 days from the submission of the application to issue a decision.
Activities related to virtual currencies can be performed by every entrepreneur – individuals and companies.
Yes, Internal AML Procedure is obligatory documents that every VASP must create and implement into its daily operations.
No, currently there is no regulatory supervision over entities providing crypto services. Nonetheless, there are certain obligations that VASPs must fulfill, such as quarterly reporting to GIIF, AML obligations etc.