Succession and Generational Change in Polish Private Businesses

A Strategic Question for Business Owners

For an entrepreneur who has spent twenty or thirty years building a company, succession is rarely a purely legal question.

It is a question about ownership, leadership, family, capital and continuity — and ultimately about the future of the business itself.

For many Polish private companies, these questions are becoming increasingly relevant as businesses created and developed by their founders mature.

Some will pass successfully to another generation.

Others will introduce professional management while ownership remains within the family.

Some owners will bring in an external investor.

Others may decide that a partial or complete sale represents the best long-term outcome for themselves, their families and their businesses.

There is no single correct model.

The important point is that succession should be understood as a strategic process rather than a single event.

Poland's Family Businesses Are Thinking About the Future

Recent research illustrates how relevant the subject has become.

According to PwC Poland's 2026 Family Business Survey, 31% of surveyed Polish family businesses did not have a clear succession plan.

At the same time, the picture is not one of businesses simply preparing to exit. The same research found that 83% of surveyed Polish family businesses expected revenue growth over the following two years.

Their priorities included digital transformation, long-term resilience, financial performance, expansion into new markets and investment in innovation.

This is an important distinction.

Succession is not necessarily about the end of an entrepreneurial story. Often it is about determining how the next stage of that story should be structured.

The First Generation Question

Many established Polish private businesses were created during or after the economic transformation that began around the end of the 1980s and early 1990s.

Their founders had the opportunity to build companies in a rapidly developing market economy and, in many cases, expand them over several decades.

Today, some of those entrepreneurs face a situation that is historically different from markets where large family enterprises have already experienced several generations of ownership transition.

The founder may still be:

• the controlling shareholder
• chief executive
• key commercial decision-maker
• central relationship holder
• strategic leader
• and the person with whom employees, customers and suppliers most strongly identify the business

That concentration can be a tremendous strength during the company's development. It can also make transition more complex.

Succession therefore involves more than transferring shares.

It may require transferring authority, relationships, knowledge, responsibility and trust.

Succession Does Not Mean One Thing

The word “succession” is sometimes interpreted narrowly as transferring a company from a parent to a child.

That is one model.

But from an ownership perspective, the available options can be considerably broader.

Family succession

The next generation takes ownership and potentially management responsibility. This may be appropriate where a family member has the ability, motivation and legitimacy to lead the business.

Family ownership with professional management

The family retains ownership while day-to-day management transitions to professional executives. This separates the role of shareholder from the role of manager.

Partial liquidity

An owner or family may sell part of its shareholding while retaining meaningful ownership and involvement. This can diversify family wealth while preserving exposure to the future development of the business.

Strategic investor

An industry participant may acquire part or all of the company. Beyond capital, a strategic investor can potentially provide distribution, technology, international market access or industrial capabilities.

Financial investor

Private equity, family offices and other financial investors may provide capital, support professionalisation or participate in a staged ownership transition.

Full ownership transition

For some owners, a complete sale may ultimately represent the preferred solution. This may be particularly relevant where there is no appropriate family successor, where the owner wants liquidity or where another shareholder can provide the company with a stronger platform for future development.

None of these solutions is inherently superior. The appropriate structure depends on the company and the owner's objectives.

Ownership and Management Are Different Questions

One of the most important distinctions in succession planning is between “Who should own the company?” and “Who should run the company?”

They do not necessarily require the same answer.

• A family may remain the long-term shareholder while professional executives manage the business.
• A next-generation family member may become an owner without immediately becoming CEO.
• An external investor may acquire a stake while the founder continues managing the company during a transition period.
• A founder may leave management but remain a shareholder or supervisory board member.

Separating ownership from management can substantially expand the range of available succession structures.

It can also reduce pressure to identify a single individual who must simultaneously inherit ownership and replace the founder operationally.

The Next Generation May Have Different Objectives

Succession is not determined only by what the founder wants.

The next generation matters as well.

PwC's Polish NextGen research published in 2024 found that 58% of surveyed next-generation representatives believed that their parents or current-generation family leaders had significant difficulty with retirement. At the same time, 67% expected proving themselves as the new leader to be difficult.

This illustrates an important reality.

A successor may want to continue the family business — but perhaps in a different role. Another may prefer to remain an owner without managing the company. Several family members may have different levels of involvement. Some may want liquidity; others may want long-term ownership.

These are not merely family questions. They directly influence corporate governance, capital allocation and potential transaction structures.

The Founder Dependency Question

One of the most important issues in any ownership transition is determining how dependent the company remains on its founder.

Consider questions such as:

• Would major customers remain if the founder stepped away?
• Who maintains the key supplier relationships?
• Who makes pricing decisions?
• Who approves investments?
• Who understands the company's informal operating processes?
• Who holds relationships with banks?
• Who recruits senior managers?
• Who defines strategy?
• Can the management team operate independently?

The more responsibilities concentrated in one individual, the more important transition planning becomes.

Reducing founder dependency does not require the founder to leave. On the contrary, the best time to build organisational independence is often while the founder is still actively involved and able to transfer knowledge deliberately.

Professionalisation Before Transition

Whether the eventual outcome is family succession, continued ownership or a transaction with an external investor, professionalisation can materially improve transition readiness. This may involve:

• strengthening the management team
• clarifying decision-making authority
• documenting key processes
• improving financial reporting
• formalising governance
• reducing customer dependency on the founder
• establishing clear management responsibilities
• developing second-line leadership
• separating personal and corporate matters where appropriate

These steps can make a business more resilient regardless of whether a transaction ultimately occurs. They can also give the owner more strategic options.

A company that can operate effectively without daily founder intervention is generally easier to transfer — to the next generation, professional managers or a new shareholder.

Succession Should Begin Before It Becomes Urgent

Ownership transitions take time. Family discussions take time. Developing management takes time. Preparing a successor takes time. Finding the right investor can take time. A transaction itself can take months.

For this reason, succession planning is most useful when the owner still has multiple options. Waiting until a transition becomes unavoidable can substantially narrow those options.

The objective does not need to be an immediate decision. An owner may simply begin by asking:

• Where do I want to be in five years?
• Do I want to continue managing the company?
• Does the next generation want to participate?
• Should my family remain the long-term owner?
• Would external capital accelerate the company's development?
• How much of my personal wealth is concentrated in the business?
• What would happen if I unexpectedly became unable to manage the company?
• Would I ever consider selling?
• What characteristics would the right future shareholder need to have?

These questions can be explored long before a formal succession or transaction process begins.

Sale as One Possible Succession Tool

A business sale is sometimes presented as the opposite of succession. That distinction is too simplistic.

In certain situations, a transaction can itself form part of a succession strategy.

Consider a founder with no family member interested in managing the business. The owner may have built a strong company with employees, customers and significant growth potential.

Closing the company would destroy value. Continuing indefinitely may not be realistic. Transferring ownership to another capable shareholder may therefore provide continuity.

Similarly, an owner may sell a majority stake but remain involved during a transition period. Or a strategic investor may acquire the company while preserving its brand, operations and management team.

The relevant question is therefore not simply “Do I want to sell my company?” A better question may be: “What ownership structure gives this company the best future while meeting my personal and family objectives?”

A sale is one possible answer. It is not the only one.

Partial Liquidity Can Create Another Path

Succession does not always require an immediate binary choice between keeping 100% of the company and selling 100%.

Partial transactions can sometimes provide an intermediate solution. For example, an owner may:

• sell a minority position
• sell a majority while retaining a meaningful stake
• bring in growth capital
• allow selected family shareholders to obtain liquidity
• continue participating in future value creation

These structures can align ownership transition with a longer-term personal and corporate plan. They can also be useful where different family shareholders have different objectives.

However, partial ownership introduces its own questions concerning governance, control, future liquidity and alignment between shareholders. These issues need to be carefully structured.

The Role of the Family Foundation

Poland introduced the family foundation framework in 2023.

The institution can provide business families with another tool for organising long-term ownership, succession and family wealth.

According to PwC Poland, as of 1 April 2026 more than 5,300 family foundations had been established and more than 3,100 registered. These are dated figures rather than a live registry position.

A family foundation can be relevant where an owner wants to preserve assets within a structured family ownership framework rather than divide them directly among heirs.

However, establishing a family foundation should not be treated as an automatic answer to every succession question. It is a legal and ownership structure.

The underlying strategic questions still remain:

• Who should manage the operating company?
• What role should family members have?
• How should beneficiaries participate economically?
• Should the family continue owning the business indefinitely?
• How should future investment decisions be made?
• Could the company eventually be sold?

Legal structures work best when they support a clearly defined ownership strategy. Appropriate legal and tax advice is therefore essential.

Bringing an Investor into a Family Business

For some family businesses, external investment can become part of the transition. The investor universe may include:

• strategic buyers
• private equity
• family offices
• holding companies
• entrepreneurs
• industry consolidators

Different investors bring different objectives.

A strategic buyer may seek industrial integration or geographic expansion. Private equity may focus on growth and a future exit. A family office may have a longer investment horizon. Another entrepreneur may want to continue developing the company independently.

For the owner, the highest price may not always be the only criterion. Other considerations may include:

• treatment of employees
• preservation of the brand
• headquarters location
• management continuity
• investment plans
• company culture
• founder involvement
• future strategy
• transaction certainty

Understanding these priorities before approaching investors can materially improve the quality of the eventual process.

Preparing for an Investor Conversation

An owner does not need to decide to sell before understanding how investors might view the company. A preliminary strategic assessment can consider:

• ownership structure
• financial performance
• management
• customer concentration
• market position
• competitive advantages
• growth opportunities
• founder dependency
• capital requirements
• transaction alternatives

This can help determine what types of investors might be relevant and what issues could influence valuation or transaction structure.

Importantly, exploring these questions does not require putting the company “on the market”. The first stage can remain entirely private.

Confidentiality Matters

For many founders, one of the greatest concerns around exploring a transaction is confidentiality.

They may worry about employees discovering potential plans, customers reacting, competitors obtaining information, suppliers becoming concerned or rumours affecting the company.

These concerns are legitimate.

A carefully structured exploratory process does not require broad market exposure. Initial discussions can remain confidential. Potential counterparties can be considered selectively. Information can be released progressively. And investor outreach, if it occurs, can be agreed with the owner before it begins.

This is particularly important where the owner is still comparing succession alternatives rather than actively running a sale process.

Thinking in Terms of Options

Perhaps the most useful way for an owner to approach succession is not to begin by choosing an outcome. Begin by understanding the options. For example:

• Option A — family succession
• Option B — family ownership with professional management
• Option C — external minority investor
• Option D — majority investor with continued founder involvement
• Option E — strategic sale
• Option F — full financial sale
• Option G — long-term family ownership structure

Each can produce different outcomes for:

• control
• liquidity
• family wealth
• management
• employees
• growth
• risk
• legacy

Only after understanding these consequences does it become useful to compare alternatives.

A Transition Is a Process, Not a Moment

The transfer of shares may occur on one particular date. Real succession rarely does.

A founder may gradually delegate management. A next-generation leader may develop over several years. Governance may change. Family ownership may be reorganised. An investor may enter. The founder's role may move from CEO to chairman and eventually to shareholder or adviser.

The business itself continues throughout this process.

Thinking about succession as a transition rather than a single legal event makes it easier to design a structure around the actual needs of the company and its owners.

Succession does not have to begin with a decision to sell. It can begin with a much simpler question: what should the next chapter of this business look like?