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The One Stop Shop or OSS in Poland procedure is an electronic one-stop shop for simplifying the settlement of output VAT on sales of goods and services to consumers from other EU countries, i.e. individuals who do not conduct business activities.
The premise of the OSS procedure in Poland is to enable settlement of VAT on the above transactions with the tax administration in one EU Member State. The taxpayer submits to one tax administration information on his sales of goods and services to individuals from other EU countries and pays the VAT. Based on the declarations submitted, the tax administration distributes and remits the appropriate part of the VAT paid in the country of identification to the relevant EU country of consumption.
The OSS procedure reduces the taxpayer’s obligations to register and settle VAT in different EU countries. Without OSS procedures, a supplier would generally be required to register in each Member State in which he sells goods or services to individuals.
There are two procedures available under the OSS procedure: the EU procedure and the non-EU procedure.
The EU procedure can be used, among others, by taxpayers established in the EU who:
Registration for the OSS procedure is made in a single Member State, the so-called Member State of Identification. In principle, the Member State of Identification is the Member State in which the taxpayer has its seat of economic activity.
The tax authority competent for the OSS procedure in Poland is the Head of the Second Tax Office Warsaw-Downtown.
To register for the OSS procedure, the following documents should be submitted:
Registration for the OSS procedure will be effective for taxpayer from the first day of the calendar quarter following the quarter in which the VIU-R form was submitted.
Once registration to the OSS procedure is done, then VAT must be declared and settled on all supplies of goods or services covered by this procedure.
This means that after registration via the OSS procedure, output VAT will have to be reported on supplies of goods to individuals from other EU countries. It regards also supplies of below services to individuals from other EU countries:
Once the OSS procedure has been notified, additional records of transactions covered by this procedure should be kept. These records are in electronic form and shall be kept for a period of 10 years from the end of the year in which the transaction took place.
These records should include the following data:
It should be emphasised that entities notified to the OSS are obliged to provide their records in electronic form whenever requested by the tax administration of both the Member State of identification and consumption.
A taxpayer registered for the OSS procedure in Poland is required to submit via the e-Declaration system: VAT returns (VIU-DO).
The return shall be submitted on a quarterly basis by the end of the month following each consecutive quarter.
The table below shows the deadlines for submitting VAT returns (VIU-DO).
| Settlement period – calendar quarter | Date of submission of return for OSS |
| Q1: 1 January do 31 March | 30 April |
| Q2: 1 April do 30 June | 31 July |
| Q3: 1 July do 30 September | 31 October |
| Q4: 1 October do 31 December | 31 January (next year) |
Amounts on the VAT return shall be expressed in euro and shall not be rounded up or down.
The VAT return for the OSS is supplementary and does not replace the VAT return that the taxpayer submits in his Member State as part of his domestic VAT obligations.
This means that after registering for the OSS procedure, taxpayer will be obliged to submit, as before, JPK_VAT files (in which should be reported, for example, retail sales in Poland and distance sales from warehouses in Poland to Polish buyers), and in addition will submit VAT returns (VIU-DO) by the end of the month following each subsequent quarter.
A taxpayer using the OSS procedure shall submit a VAT return for each calendar quarter, irrespective of whether the supply of goods or services covered by the procedure has taken place.
This means that if there are no activities covered by the OSS procedure and no adjustments have been made relating to previous returns of the settlement period, a nil VAT return (VIU-DO) shall be submitted.
It should be underlined that the VAT return (VIU-DO) cannot be submitted before the end of the settlement period.
The deadline for submitting the return also expires if that day falls on a Saturday or a public holiday.
Where mistakes are found in the VAT return (VIU-DO) submitted, the adjustment shall be made in the return submitted for the current tax period, but no later than 3 years after the expiry of the deadline for submission of the VAT return in which the mistakes were found.
The VAT return (VIU-DO) in which the correction is made shall indicate the Member State of consumption concerned, the tax period and the amount of VAT in respect of which the correction is made.
Nevertheless in the case of:
– an adjustment of the VAT return (VIU-DO) shall be submitted electronically via a special IT application to the Łódź Tax Office.
Payment of the VAT amount in respect of which the adjustment is made should be done in euro to the bank account of the Łódź Tax Office.
Once the VAT return (VIU-DO) has been submitted, it will be assigned a unique reference number (UNR).
The reference number (UNR) of the VAT return must always be indicated when making a payment. Without a reference number, it is not possible to make an effective payment and you should expect that such a payment will not be recognised and will be returned to the payer’s account.
The unique reference number for the EU procedure consists of the code of the Member State of identification, the VAT number and the period (quarter/year) for which the return is submitted.
An example of a UNR number for an EU OSS procedure is – PL/PLXXXXXXX/Q3.2023
The deadline for payment of VAT is the last day of the month following each consecutive quarter.
The deadline for submitting the return also expires if that day falls on a Saturday or a public holiday.
VAT resulting from the VAT return (VIU-DO) shall be paid in euro to the following bank account of the Second Tax Office Warsaw-Śródmieście:
The distribution of payments between the Member States of consumption is carried out by the tax authority on behalf of the taxpayer.
The Taxpayer intends to apply for the OSS procedure and report in its VAT return (VIU-DO) the distance selling of goods to individuals from various EU countries.
To correctly complete the return for the above transactions, it is necessary:
In addition in section C.5. adjustments to the VAT amounts indicated in the returns for previous periods resulting from corrections to supplies of goods or services (no later than 3 years after the deadline for submission of the original return) should be reported.
In section C.6. the balance of output tax should be reported for each Member State of consumption. This position is filled in automatically and is the sum of the VAT amounts from Sections C.2, C.3, C.4 and C.5 for the Member States of consumption indicated. It should be noted that the value of the amount of output VAT for specific Member State of consumption can be in negative (in the case of adjustments in minus).
This section should report supplies of goods from warehouses in Poland to buyers from other EU countries. In each part of this section, the values of total sales in the given settlement period to a specific EU country should be reported.
Individual items should be completed as follow:
A taxpayer registered for the EU procedure in Poland has made supplies of goods to Cyprus in the third quarter of 2025 for €20,000 (VAT rate 19%).
The supply transactions to this country should be reported in the VAT return (VIU-DO) as follows:
This section should report deliveries of goods from warehouses in countries other than Poland to buyers in EU countries other than the country of dispatch. In each part of this section, the values of total sales in the given settlement period to a specific EU country should be reported.
Individual items should be completed as follows:
A taxpayer registered for the EU procedure in Poland made supplies of goods from a warehouse in Belgium to Poland in the third quarter of 2025 for €15,000 (VAT rate 23%).
The supply transactions to this country should be reported in the VAT return (VIU-DO) as follows:
In general, Polish citizens, as well as Polish companies can purchase and sell real estates. Similar rules apply to citizens and companies from EU and EEA member states.
During the procedure of accession to European Union, Poland negotiated 12-year grace period of protection with regard to agricultural parcels. During this period EU residents were obliged to obtain a permit to purchase agricultural parcels. This protection period has ended in May 2016.
Nevertheless, there are still some restrictions concerning acquisition of the agricultural parcels. They apply to all potential purchasers, regardless the nationality.
Sale of agricultural parcels which are the state property has been suspended until April 30th, 2026. There are also restrictions concerning sale of agricultural parcels owned by private persons. Detailed rules of acquisition of agricultural parcels are presented below.
The ownership of the real estate may be transferred by conclusion of several types of agreement, e.g.:
purchase
exchange
donation agreement
The agreement obliging to transfer the ownership of real estate must be executed in the form of notarial deed. The ownership of a real estate cannot be transferred conditionally or with a reservation of a time limit.
The common practice is to conclude preliminary agreement prior to conclusion of the main agreement. Legal consequences of such agreement will differ depending on its content and the form in which it was concluded. If preliminary agreement was concluded in form required for the main agreement (in this case notarial deed) entitled party may pursue conclusion of the agreement in court even if the other party refuses to fulfil its obligation. However, if preliminary agreement does not fulfil formal requirements, entitled party may only demand payment of compensation for the damage caused by the lack of conclusion of the agreement.
The ownership of the real estate may be also acquired by so-called usucapion (acquisitive prescription). In the event of adverse possession of a real estate (i.e. occupation without legal title), possessor of real estate acquires ownership of this real estate after specified period. The period depends on good faith of the possessor and amounts to 20 years – in case of good faith – or 30 years – in case of bad faith – of uninterrupted possession of the real estate.
The majority of real estate in Poland are disclosed in land and mortgage registers. The registers are held by district courts and are public. They may be viewed free of charge on the website of Ministry of Justice.
Prior to conclusion of the agreement the purchaser should verify the legal condition of real estate he/she intends to buy in land and mortgage register. To check the real estate’s register the purchaser will need its registry number. The purchaser should in particular check the information about the owners of the real estate and any possible rights of third persons in relation to the real estate, e.g.: mortgage.
Polish law guarantees the authenticity of the information disclosed in the land and mortgage register. It means that in case of acquisition of the ownership or other right ad rem to a real estate from the person disclosed in land and mortgage register as the owner, the acquisition is valid even if this person was not in fact the owner of the real estate. However, such protection does not apply to the purchaser who knew about the inconsistency of the register or could have easily learnt about such inconsistency.
If the real estate is not registered in land and mortgage register, the purchaser should check land and building records. These records do not contain information as detailed as the land and mortgage register. Nevertheless, they include all basic information, such as real estate’s owners, their addresses of residence or seats, cadastral value of the property etc.
The agreement which transfers the ownership of a real estate has to be executed in the form of notarial deed or else it will be invalid.
Notary fee for preparation of a notarial deed depends on the value of sold real estate. However, the fee cannot exceed PLN 10,000.
The notary will also calculate due civil law transaction tax. The tax is paid to the notary at the conclusion of the agreement. The notary is obliged to transfer it to the relevant tax office.
After the conclusion of the agreement the purchaser of the real estate should file a motion for update information disclosed in land and mortgage register. The motion should be filed in the relevant district court. The court fee amounts to PLN 200. There is also a possibility to ask the notary to do it for us.
In the event of lack of land and mortgage register, the purchaser may establish such register for the purchased real estate. This also requires a motion to the district court with jurisdiction over the location of the property. The court fee in such case amounts to PLN 60.
The purchaser of real estate should also inform relevant municipal office about the change of the owner of the real estate in order to provide information about new payer of the property tax.
Acquisition of real estate in Poland by foreigners is regulated by the Act on Acquisition of Real Estate by Foreigners dated March 24th, 1920 (Official Journal from 2017, position 2278).
According to this Act the foreigner is:
Under the Act acquisition of perpetual usufruct requires fulfilment of the same conditions as acquisition of ownership.
The acquisition of real estate by a foreigner requires a permit. The permit is issued by the Minister of Internal Affairs. The Minister of National Defence or the minister competent for rural development (in case of agricultural parcels) have a right to oppose such acquisition.
The permit is issued upon the foreigner’s request if:
the acquisition of real estate does not threaten the defense or security of the state or the public order, as well as if the interest of social policy and public health do not oppose to such acquisition;
foreigner proves that there are circumstances which confirm his/her ties with the Republic of Poland (e.g. Polish nationality, marriage with Polish citizen, doing business in Poland in accordance with Polish law etc.).
Permit is also required in case of acquisition of shares in a company with its seat in Poland by foreigners, as well as any other legal action concerning shares of the company, if:
Acquisition of a real estate which violates the provisions of the Act on Acquisition of Real Estate by Foreigners is null and void.
Most of the limitations do not apply to residents of member states of European Union, European Economic Area and Swiss Confederation.
In general acquisition of agricultural parcel is reserved for so-called “individual farmers”.
Individual farmer is a term introduced by the Act on Shaping the Agricultural System dated April 11th, 2003 (Official Journal from 2022, position 2569) and means a natural person, who:
The acquisition of the agricultural parcels by persons who are not individual farmers is possible in particular in the following cases:
The acquisition of agricultural real estate by entities other than those mentioned above may also occur with the consent of the Director-General of the National Center, expressed through an administrative decision issued upon request, but only in specific cases defined by regulations.
The purchaser of the agricultural parcel is obliged to run the farm, which was a part of acquired agricultural parcel for at least 10 years from the date of acquisition. If the purchaser is a natural person – he/she is obliged to fulfil this requirement personally.
During this 10-year period the acquired agricultural parcel cannot be sold or given into the possession of other person.
The tenant of agricultural parcel, who fulfils requirements specified in the Act on Shaping the Agricultural System, has a priority in purchasing it. If there is no tenant entitled to priority right or if he/she does not exercise this right, the priority in purchasing the agricultural parcel is passed to the State Treasury.
The above rules do not apply if:
The requirements regarding the transaction of agricultural real estate introduced by the Act on Shaping the Agricultural System do not apply when the arable land area in the sold real estate is a maximum of 0.2999 hectares.
As mentioned above, real estate can be sold either through a direct sale of the property (an asset deal or enterprise deal) or indirectly through sale of shares in the company owning the property (a share deal). These three types of transactions have different tax implications under the Polish tax regulations.
The revenues derived from the sale of real estate are subject to the standard taxation rules of Polish corporate income tax. Taxable revenues are reduced by the net book value of the property. Thus, effectively, only the “capital gain” is taxed at the rate of 19%. If the sales price differs substantially and without a justified reason from the market value of the real estate, the revenue may be assessed by the tax authorities according to the market value. This price adjustment may be applied to transactions between related and unrelated entities.
Costs incurred by the buyer for the acquisition of real estate: purchase price, transaction costs including advisory, civil law transaction tax – if applicable, financial costs accrued till the purchase, etc., are to be allocated to the initial value of the real estate and are recognized as tax deductible costs through depreciation write-offs or upon sale. As the value of the land is not subject to depreciation.
The supply of buildings, infrastructure, or parts of buildings or infrastructure is generally VAT exempt, except for:
in which cases the supply of buildings, infrastructure or parts of buildings or infrastructure are generally subject to VAT.
“First occupation” is understood as handing over a building, infrastructure or part of a building or infrastructure within the context of the performance of VAT-able activities (subject to VAT or VAT exempt) to the first acquirer or user, after the:
of that building, infrastructure or part of a building or infrastructure.
Taxpayers may choose not to apply the exemption and charge VAT if:
The supply of buildings, infrastructure or parts of buildings or infrastructure which should be subject to VAT (i.e. supply in the course of first occupation or within two years of the first occupation) must be VAT exempt (no option to tax allowed) if:
The VAT treatment of transfer of land or perpetual usufruct (RPU) over in general the VAT treatment of the buildings developed on the land.
However, if an RPU is acquired for the first time from the State or local authority, the transfer is always subject to 23% VAT, even though the buildings developed on the land may be exempt from VAT.
The supply of ownership title / RPU to undeveloped land qualified as land for development purposes is subject to 23% VAT (supply of agricultural land exempt from VAT).
Supply of residential buildings and separate apartments is subject to a reduced 8% VAT, except for part of residential buildings whose usable floor space exceeds 300 m2 and apartments whose usable floor space exceeds 150 m2. In such a case the part exceeding the thresholds is subject to a 23% VAT rate.
If the supply of real estate is VAT exempt, it is subject to civil law transaction tax payable by the buyer. The applicable rate is 2% of the market value of the real estate. This tax is levied on the total value of the building, infrastructure, or parts thereof, and the land / RPU.
Input VAT is recoverable if the company performs or intends to perform activities in the future which are subject to VAT (e.g. lease of the commercial real estate). Input VAT will not be recoverable if the company performs or intends to perform activities in the future which are VAT exempt. If this is the case, the input VAT will increase the initial tax basis of the real estate.
If business activities are partly exempt, any input VAT which cannot be matched directly either to VAT-able sales or VAT exempt sales may be recovered according to the proportion of the net value of the taxed supplies to the total value of all supplies (a so called pro rata recovery). During a calendar year, the proportion is calculated based on the volume of supplies made in the previous year. At the year end, the amount of deductions is adjusted to the actual percentage calculated for the whole year. In the case of real estate subject to depreciation for tax purposes, the percentage of input VAT which may be deducted is subject to adjustments over the period of 10 years. Taxpayers also need to take into account so called preliminary pro-rata that limits input VAT recovery on purchases, if linked both with the business of the taxpayer and other activities not related with business operations.
The right to recover input VAT arises in the period when the tax point with respect to the acquired goods or services arose (i.e. in the month in which the services were rendered, or the goods were acquired by the purchaser). It cannot be, however, recovered earlier than in the period in which the taxpayer receives the respective invoice (prepayment invoices do not fall under this rule: they must be paid in order for input VAT to be reclaimable).
A direct refund of any surplus input VAT should be made within 60 days of the submission of the application for the refund provided that in the period for which the refund is claimed the taxpayer performed VAT-able supply.
This deadline can be shortened to 25 days at a taxpayer’s request when a number of conditions are met, such as providing bank payment proofs for invoices, invoices paid in cash amount to less than PLN 15,000 in total.
In the case where VAT-able supplies are not made in the period for which the refund is claimed. The period for the refund is extended to 180 days, unless a form of security is provided (in which case the refund must be made within 60 days).
The revenues derived from the sale of an enterprise are subject to the standard taxation rules of Polish corporate income tax. Thus, effectively, only the “capital gain” is taxed at the rate of 19%.
Enterprise is an organized complex of material and non-material components designed for carrying on an economic activity.
Organized part of an enterprise are material and non-material components organizationally and financially separated in an existing enterprise, including liabilities, being designed for the fulfilment of specific economic tasks, which at the same time could constitute an independent enterprise carrying out these tasks on its own..
According to clarifications of the Ministry of Finance on VAT consequences upon sale of commercial real estates, if beside typical items sold together with a real estate, rights and obligations from debt financing agreements, property management agreement, asset management agreement and agreements on financial nature are transferred as well as the intention of the purchaser is to continue the business activity of the seller and such continuation is possible via purchased items such sale will constitute an enterprise deal transaction.
Sale of the enterprise or organized part of an enterprise is out of VAT scope.
Purchase of enterprise or organized part of the enterprise is subject to civil law transaction tax payable by the buyer. The applicable rate is 2% of the market value of the real estate, movables, etc. Other property rights may be subject to 1% TCLT rate (if separated in the sales agreement).
A capital gain on the sale of shares is subject to Polish corporate income tax at the standard rate of 19%.
If the selling party is a foreign shareholder, the applicable tax treaty influences the tax implications of such a transaction.
Significant part of Polish tax treaties (e.g. with Spain, France, Denmark, Sweden, Germany, Luxembourg) provide that a sale of shares in a company holding mainly real estate assets should be regarded as a sale of real estate. Consequently, income earned on the sale of shares in the Polish company will be taxed in Poland (the so called real estate clause).
The sale of shares in the Polish company is subject to a 1% civil law transaction tax (on the fair market value of shares) payable by the buyer. This is irrespective of where the transaction takes place or where the parties to the transaction are tax residents. A share transaction is not subject to Polish VAT. However, where a share transaction is treated as being made in the course of business activity (rather than as a one– off transaction), it may be classified as a VAT exempt financial service. However, it will still be subject to civil law transaction tax.
Costs which must be incurred in order to acquire shares (e.g. purchase price and notary fees) may be recognized as tax deductible costs upon the sale of shares.
Other costs indirectly connected with acquisition of shares such as financing costs may be recognized as tax deductible costs when incurred (in certain cases recognition over time may occur).
Handling real estate transactions in Poland requires not only legal precision but also deep knowledge of local procedures and regulations. Our Polish experts offer end-to-end support, from legal due diligence and contract drafting to tax advisory and compliance, ensuring your property deals are secure, efficient, and fully compliant. Whether you’re buying, selling, or investing, we help you navigate every step with confidence.
Entrepreneur, check which form of taxation will be most tax efficient for you. Our tax burden calculator for Poland allows you to estimate and compare tax burdens in various forms of taxation.
| Method | Way of calculation | Deductibility |
| Flat tax | 4.9% of income but not less than minimum contribution (PLN 314,96) | From the tax base up to PLN 12.9K |
| Lump sum on recorded revenues | Rate depends on the level of revenues: < PLN 60K 9% of 60% of average remuneration from 4Q24 >PLN 60K and < PLN 300K 9% of 100% of average remuneration from 4Q24 >PLN 300K 9% of 180% of average remuneration from 4Q24 | From the tax base 50% of paid health insurance contribution |
| Tax scale | 9% of income but not less than minimum contribution (PLN 314,96) | Lack of deductibility |
Upon calculation of income being base for calculation of heath insurance contribution revenues from sale of fixed assets are not taken into account
Our calculator has been set for simulation purposes only and might not include all factors that determine the end salary, according to the Polish laws.
Accace is not responsible for any person’s or entity’s decisions taken based on the results of the calculator. Before taking any action, we recommend you consult a tax specialist.
While in the realm of transfer pricing in Poland, the year 2025 will not bring groundbreaking changes, taxpayers will still be required to adhere to the existing regulations concerning the documentation and reporting of transactions. Increased scrutiny and growing interest from tax authorities in this area demand particular attention and precision in documentation from entrepreneurs. Business owners must be prepared to meticulously document transactions with related entities to avoid potential issues during tax inspections.
This is particularly crucial in the context of international business operations, where transfer prices may be a subject of heightened interest for tax authorities.
Below we present the key information in the area of transfer pricing in Poland.
Entities shall be deemed to be related entities where, directly or indirectly, significant influence is exerted.
Significant influence according to the CIT Act means:
Direct or indirect holding of at least 25%:
The natural person’s actual ability to influence key economic decisions of the legal person or a flawed legal person
Marriage or kinship or affinity to the second degree
Entities deemed as related are required to prepare transfer pricing documentation if the volume of individual transaction exceeds the value:
Regardless of the prerequisites for the existence of relationships between entities, transfer pricing regulations may be applied to transactions, agreements or undertakings with entities from tax havens:
The general concept of the transfer pricing documentation has been maintained. The three levels of reporting consist of:
Local file + benchmarking study
Master file
Country by Country reporting
Represents local documentation containing details of transactions or other events between the Polish company and other group companies disclosed in the accounting books.
The taxpayer is obliged to prepare transfer pricing documentation in the case of perform a controlled transaction with a related entity, if its value exceeds the threshold indicated in the Act.*
The local file shall include in particular:
*PLN 2/10 millions
Benchmarking study is an analysis of the settlements between unrelated entities in transactions all over the market deemed as comparable to conditions established in controlled transactions. Benchmarking study is usually prepared based on specialized databases and market reports.
Comparability analysis’ goal is to prove that the terms and conditions under which the controlled transaction was executed comply with those which would have been determined by unrelated parties (transaction complies with arm’s length principle).
Entities obliged to prepare a TP documentation (local file + benchmarking study) are required to submit the statement that:
Under the changes effective January 1st, 2022, the statement is included in the TPR return.
The taxpayers who execute both transactions subject to the documentation obligation and transactions exempted under Art. 11n (1) of Polish CIT Law are obliged to submit TP-R report.
Master file should be prepared by taxpayers:
The master file shall include the following:
The TPR return requires the taxpayers to provide a detailed overview of transfer pricing surrounding, including the financial indicators, ratios and information of a given entity based on financial statements.
TPR is an obligatory part for entities which conclude controlled related party transactions fulfilling the criteria for transfer pricing documentation (simply, as a rule: if you are obliged to prepare Local File – then you have to submit TPR), as well as (in a limited scope) entities qualifying for the so-called domestic exemption under which they are not obliged to prepare transfer pricing documentation.
The report on the global allocation of income and tax within the group (required for groups where the parent company consolidating the accounts is located in Poland) must be filed by the holding company if the consolidated revenues of the group exceed EUR 750 million.
The CBC-P notification is required to be submitted by each entity in the group to which the CbCR obligations apply. The CBC-P notification can only be submitted electronically, with the deadline set for 3 months following the end of the tax year.
According to the current regulations, the following categories of transactions are not subject to Transfer Pricing documentation:
Concluded by related parties having their registered office, place of residence, seat or management on the territory of the Republic of Poland, as long as they:
Concluded between foreign fixed establishments of related entities located in the territory of the Republic of Poland, having their place of residence, registered office or management board in the territory of a Member State of the European Union or another state belonging to the European Economic Area other than the Republic of Poland
Concluded by a foreign fixed establishment, located in the territory of the Republic of Poland, of an entity having its place of residence, seat or management board in the territory of a European Union member state or another state belonging to the European Economic Area, other than the Republic of Poland, with an affiliated entity having its place of residence, seat or management board in the territory of the Republic of Poland
For which APA has been concluded
Whose value does not constitute revenue or tax-deductible cost on a permanent basis (exceptions – financial transactions, capital transactions, investment, fixed assets or intangible assets transactions)
If the relationship results only from a connection with the State Treasury or local government units
In which the price was determined by means of an open tender on the basis of the Public Procurement Law
Consisting of the attribution of income to a foreign permanent establishment situated in the territory of the Republic of Poland by non-residents, if the regulations of relevant international agreements to which the Republic of Poland is a party provide that such income may be taxed only in a State other than the Republic of Poland
Between companies forming a tax group
Consisting only in making a settlement between related parties of expenses incurred for the benefit of an unrelated party, as long as they,
Constituting low added-value services – if the conditions set forth in art. 11f of Polish CIT Law are met or
Concerning a loan, credit or bond issue – if the conditions specified in art.11g of Polish CIT Law are met.
Generally, the transfer pricing methods accepted by the tax authorities are based on the OECD Guidelines. These methods are:
CUP (Comparable Uncontrolled Price Method)
Resale Price Method
Cost Plus
TNMM (Transactional Net Margin Method)
Profit Split Method
When selecting a price calculation method, taxpayer should make sure it is appropriate for the transaction. Since 2019, there is no obligation to use traditional methods before profit-sharing methods.
The new regulations also allow for the use of another method, including a valuation technique, if none of the five above methods can be used.
Since 1st January 2019, the so-called Safe Harbour provisions have been introduced into Polish transfer pricing regulations. Safe Harbour ensures that certain transactions executed by taxpayers will not be subject to adjustment, provided they meet the conditions specified by the legislator.
These transactions are:
Safe harbour for low value-added services could be applied where the cost mark-up for these services has been determined on the basis of the cost plus or TNMM method and is equal to:
Moreover, the service provider must not have its place of residence, registered office, or management in a tax haven. The recipient of the service should also possess a detailed service price calculation, which includes the type and amount of costs incurred, the method of allocation, the justification for the selection of allocation keys for all related parties using the services, and a description of the transaction, including an analysis of functions, risks, and assets.
In contrast, the conditions for applying the Safe Harbour provisions to loans require that the interest rate be determined based on the type of base interest rate and margin specified in the Minister of Finance’s notice. Additionally, the loan agreement must not include any provisions for remuneration other than interest payable to the lender, and the loan must not have a term exceeding five years.
The Ministry of Finance has decided that from January 1, 2025, for the purposes of safe harbour regulations for loan, credit and bond issues, the margin will be changed so that the maximum margin for borrowers will be 2,60 percentage points, while leaving the minimum margin for lenders at the current level of 2.00 percentage points.
It is important to note that, to benefit from the protection offered by the Safe Harbour provisions for loan transactions, the total level of liabilities or receivables of the company with related parties must not exceed PLN 20,000,000 or its equivalent in another currency. Additionally, the lender must not have its residence, registered office, or management located in a tax haven.
The regulations in force since 1st January 2022 have significantly modified the deadlines for the obligation to submit the TPR and to prepare the documentation itself. These obligations must be fulfilled until:
A separate TP statement will no longer be required.
In case of benchmarking study, the analysis should be updated at least once every 3 years (if the business circumstances change in a way affecting the analysis the benchmarking analysis should be reviewed earlier).
Moreover, according to the present regulations, the tax authorities may request the taxpayer to prepare documentation in respect of transactions / events even if the value does not exceed the limits, provided that the circumstances suggest that their value could have been underreported in order to avoid the documentation obligation. In that case, Transfer Pricing documentation should be submitted within 30 days of the request. This obligation does not apply to micro-entrepreneurs.
For the “standard” TP obligations (after exceeding the thresholds) taxpayers are obliged to present complete TP documentation within 14 days of the tax authorities’ request (previously : within 7 days).
The Country by Country reporting obligation applies to:
Polish entities, which simultaneously:
Entities not being the ultimate parent if there is no other entity designated to provide such information in the group if one of the following criteria are met:
According to the present tax regulations members of groups of entities will be obliged to:
The notification should be filed up to 3 months following the end of the reporting financial year of a group of entities. The new regulation* indicates what information should be included in the information about a group of entities.
The tax regulations provide fines for failure to fulfil these obligations (maximum amount: PLN 1 mln).
*The Regulation of the Minister of Finance of 13 June 2017 on the detailed scope of data to be included in the information about a group of entities.
Currently, the Advanced Pricing Agreement (APA) is issued at the discretion of the Head of the National Fiscal Administration (KAS). It serves as a confirmation of the selection and application of a method for determining transaction prices between related parties.
The primary advantage of obtaining such a decision is the elimination of the risk of transfer pricing methodology being challenged, provided the taxpayer adheres to the APA provisions. It also offers protection from penal and fiscal sanctions for individuals responsible for tax settlements.
An additional benefit of an APA was the ability to recognize certain costs, such as low-value-adding services, as deductible under the limitations of Article 15e of the Polish CIT Law. However, since 2022, Article 15e has been repealed, significantly reducing the advantages associated with APAs.
Some further rules regarding APA are as follows:
The fee is 1% of the value of the transaction covered by the APA limited by the following:
Renewal fees are half of the amount of the fee for the renewed APA.
*1 EUR = 4.2730 PLN (ex. rate 31/12/2024)
Since 1 January 2019, new mechanisms have been introduced into Polish tax legislation, enabling tax authorities to estimate revenue more effectively. These mechanisms include:
The tax authorities may apply recharacterization or disregarding of a transaction if, in comparable circumstances, unrelated parties acting with economic rationality would not have entered into the controlled transaction in question.
When assessing such cases, the tax authorities consider the conditions agreed upon between related parties and whether those conditions prevent the transfer price from being set at a level that would have been agreed upon by economically unrelated parties, based on realistically available options.
The potential effects of these mechanisms are as follows:
However, tax authorities are prohibited from using these tools solely due to:
The absence of comparable transactions between unrelated parties in similar circumstances.
To meet the taxpayers’ expectations, the legislator pointed out that a taxpayer can recognize a transfer pricing adjustment by changing the amount of revenues or expenses if the following cumulative conditions are met:
The cooperation agreements have been introduced to the Polish tax system due to the Act on Resolving Double Taxation Disputes and Concluding of Advance Pricing Agreements of 14th November 2019.
The cooperation agreement is intended to ensure that a taxpayer complies with tax law while maintaining transparency in their activities and mutual trust and understanding between the tax authorities and the taxpayer, taking into account the nature of the taxpayer’s business.
The agreement may be concluded by taxpayers with revenues of at least 50 million EUR. The main benefits of the agreement are:
The taxpayer, being a party to the cooperation agreement, has the opportunity to discuss (with the Head of the National Revenue Administration) important issues related to the tax settlements, such as:
At present, the sanctions for the use of non-market prices for transfer pricing in Poland are as follows:
Furthermore, the Fiscal Penal Code provides a fine up to 720 daily rates per day in the following situations:
On the other hand, 240 daily rates per day are provided in the following situations:
Affecting both domestic and foreign businesses, a number of actions triggers the obligation to register for Value-added tax in Poland. To provide a basic overview, our Polish experts prepared a comprehensive eBook on value-added tax. Find out more about VAT rates, registration of taxable persons, communication with local tax authorities, compliance and VAT return filing, VAT refund to EU member states or third countries and penalties.
The basic VAT rate in Poland is 23%. Reduced VAT rates of 0%, 5% and 8% apply to a wide range of goods which may change over time (special decree is issued in this respect). In general, lower rates apply to specific hygiene products, books, newspapers and food products. Each product or service should be considered individually.
Intra-community supplies of goods and exports outside the EU are under several conditions subject to exemption with deductibility right (0% tax rate is applied).
The taxable amount is understood as any kind of remuneration received or due in exchange for the supply of goods or provision of service. The tax base also includes other additional payments of similar nature, which have a direct impact on the price of goods or services supplied by the taxpayer.
In Poland, voluntary VAT registration is possible for entrepreneurs whose income in the last tax year did not exceed PLN 200 000. This VAT exemption is related to sales limit with some limitations for specific sectors. The possibility of voluntary registration is also available
in selected cases whereas a VAT exemption rule is applicable.
The threshold for compulsory VAT registration is PLN 200 000 turnover. Entities exceeding this amount are obliged to register. Performing taxable transaction or exceeding the threshold triggers the registration duty which should be performed by filing specific form.
From 1 January 2023, it is possible for related entities to settle VAT jointly through a VAT group.
A VAT Group is a group of financially, economically, and organizationally related entities. In simplified terms, entities belonging to a VAT Group are treated as a single VAT taxpayer.
In Poland there are formal and material conditions stated in the VAT regulation, therefore even entities who do not have the status of VAT taxpayers formally can still be considered as entities performing activities subject to VAT.
If an entity intends to do business with foreign contractors from EU countries, they must register as
a taxpayer of EU VAT. Although they are not obliged to register as an active VAT taxpayer, however, if they make an intra-community acquisition of goods (WNT) and the total value of these transactions exceeds PLN 50 000 during the tax year, they are obliged to account for VAT on these transactions (despite the fact that there is no obligation to settle VAT in respect of other business activities). The obligation to register for EU VAT (irrespective of the VAT exemption) also applies to:
If the entity is exempt from VAT and registers as a taxable person of EU VAT, they do not lose the right to be exempt from VAT.
In Poland, foreign entities are understood as legal persons, organisational entities without legal personality and natural persons with registered office or a fixed place of business outside the territory of Poland, carrying out activities which are subject to Polish VAT regulations.
Foreign entities may benefit from VAT exemption (under the SME procedure) if the following conditions are jointly met:
For distance sellers from the EU, who are selling the goods to customers in Poland, the VAT registration threshold (for Intra-Community Distance Sales of goods) is PLN 42,000.
Representation of the taxable person in front of the Polish tax authority by a tax advisor is not obligatory. The obligation of representation occurs when the taxable person does not have a registered office or a fixed establishment in the territory of an EU Member State.
In communication with the tax authorities, only Polish language may be used.
A taxpayer may communicate with the tax authorities both electronically and by post. However, the VAT returns must be submitted electronically.
Companies in Poland are obliged to submit the JPK_VAT files containing both the VAT returns and the Standard Audit File (SAF), while the VAT records must be kept in an electronic system.
The tax period equals the respective month, or the calendar quarter (only for small taxpayers registered for more than 12 months as active VAT taxpayers, with some exceptions).
In Poland, there is no “traditional” VAT return, but there is a requirement to file a JPK_VAT (SAF-T) covering both the declaration part and the recording part of VAT settlements. The deadline for filing JPK_VAT (SAF-T) is the 25th day after the end of a settlement period. Taxpayers settling VAT quarterly submit monthly (to 25th day after the end of month) the recording part of JPK_VAT (SAF-T) and on
the 25th day of each month following the quarter submit the recording and declarative part of JPK_VAT (SAF-T).
Upon the demand of the authorities, the following electronic documents should be submitted:
EC sales list (or the so-called VAT_UE return) should be submitted electronically by the 25th day of the month for the previous month – the same time as in case of the JPK_VAT (SAF-T).
In order to file for refund, the value of VAT may not be less than the PLN equivalent of the following amounts:
The conversion of the amounts mentioned above expressed in EUR shall be carried out according to the average exchange rate of the euro announced by the National Bank of Poland, in force on the last business day preceding the date of issue of the invoice or customs document.
The amounts used to determine the tax base determined in a foreign currency may be converted by a taxpayer into PLN in accordance with the rules for conversion of income determined in a foreign currency resulting from the income tax regulations applicable to that taxpayer for the purpose of settling a given transaction.
Given entity may apply for a tax refund for a period exceeding 3 months and not longer than 1 tax year, or for a period shorter than the last 3 months of the year. The requested amounts of tax in the given period is established based on the invoices documenting the acquisition of goods and services or based on the customs clearance documents in case of import.
The deadline for filing a VAT refund request falls on September 30th of year following the year covered by the request. It should be submitted in Polish to the tax administration in electronic form.
The deadline for tax refund falls on the 4th month after the request for refund is filed, including all supportive documents. The tax office will refund the indicated amount of tax no later than within 10 working days from the day of taking a decision on the amount to be refunded.
Upon the fulfilment of specific conditions VAT refund for a foreign taxable person is possible.
VAT refund to third countries is possible, upon the fulfilment of specific conditions.
In case of VAT refunds to third countries, the same rules apply as in case of VAT refund to EU member states (see VAT refund to EU member states – Minimum amount and applicable period for more information)..
The deadline for filing a VAT refund request in case of refunds to third countries is the same as in the case of EU member states, i.e., it falls on September 30 of next year and must be submitted electronically in Polish language. The deadline for VAT return also falls on the 4th month after the request for refund is filed, while the tax office conducts the refund also within the 10 working days after taking a decision on the amount to be refunded.
For VAT settlements, the White List is of great importance. It is a generally available register of VAT taxpayers where registration and bank account must be verified before an invoice is settled.
Payment to an account outside the White List in certain cases involves joint and several liability and the exclusion of the expense from the tax-deductible costs for income tax purposes.
Split payment is a payment mechanism under which payment for goods or service is made by the purchaser to the supplier’s bank account and:
In principle, the use of split payments is voluntary and depends on the purchaser’s decision to apply it. However, in the case of making payments for goods or services listed in Appendix 15 to the VAT Act, documented with an invoice in which the total amount due exceeds the amount of PLN 15,000, purchasers are obliged to apply the split payment.
From January 1, 2022, taxpayers can use the National e-Invoices System (KSeF). KSeF is a system that enables the issuing and sharing of structured invoices. The system is currently voluntary. The mandatory National e-Invoice System will come into force on 1 February 2026 for entrepreneurs with sales in excess of PLN 200 million, and from 1 April 2026 for all entrepreneurs.
Taxpayers will not be obliged to issue electronic invoices in KSeF in 2025. KSeF remains a voluntary solution at this point. KSeF will be obligatory for domestic entities and all taxpayers with a registered office or permanent place of business in the country.
Depending on the situation, the VAT sanctions amount to:
This sanction also occurs in the case of non-filing of the tax return and non-payment of the tax liability amount.
Apart from sanctions under the VAT Act, there are also sanctions in the Fiscal Penal Code that should be taken into consideration.
Dealing with value-added tax in Poland can be complex, especially with frequent legislative updates and detailed reporting obligations. Accace offers comprehensive VAT services in Poland to help you manage VAT registrations, filings, audits, and day-to-day compliance with ease. Our local experts ensure your obligations are met accurately and on time, so you can focus on growing your business with confidence.
Employing expatriates in Poland or posting employees abroad brings a new set of obligations to any employer. Our Polish tax and labour law experts gathered all the crucial information related to cross-border employment for fiscal compliance, to provide you with a basic knowledge on the topic. Get an easy overview on expat tax in Poland, such as conditions for tax residency, personal income tax, social security and health insurance contributions or penalties for non-compliance.
Our local tax, payroll and labour law experts are here to help you – as an expat or an employer – to obtain essential expert advice, so that you can effectively address all the matters related to cross-border mobility in Poland and other locations globally.
In Poland, tax residents are natural persons, who:
Have a centre of personal or economic interests (centre of vital interests) on the territory of Poland
They stay on Polish territory for more than 183 days in a tax year
Calendar year
From 2022, it is not possible to deduct health insurance contribution from tax to be pay.
Employee Capital Plan (PPK) is a pension saving system for the employees paying the social security contributions, regardless of the form of employment. This is a universal social program which aim is to increase the financial security of Poles. For the employer, the introduction of this program is mandatory (with exemptions), but the employee’s participation is voluntary. Employees can resign from participation in PPK by signing explicit declaration. If all employees resign and the employer falls within the definition of micro entrepreneur then it is not necessary to introduce PPK.
250 PLN welcome contribution from the state
240 PLN annual contribution from the state
The due date for filing the tax return falls on the end of April, with no possibility to extend the deadline.
Delayed filing of the tax return: from PLN 466.6 up to PLN 93,320 (as of 1 January 2025)
Delayed payment of the due tax: from PLN 466.6 up to PLN 93,320 (as of 1 January 2025)
Delayed or missing registrations at tax authorities: 5 years in prison or a fine up to about PLN 40,000,000, depending on the approach of the court
Delayed or missing report on monthly salary or withholding tax from salary: from PLN 466.6 up to PLN 93,320 (as of 1 January 2025)
Not requesting an A1 form from the respective authorities: the same as the penalty for a delay with social security obligation and payment
Delayed report on social security: up to PLN 5,000
Delayed payment of the social security contributions: penalty interest is applicable
Delayed or missing registrations for the purposes of social security: from PLN 466.6 up to PLN 93,320 (as of 1 January 2025)
Delayed report on health insurance: from 466.6 up to PLN 93,320 (as of 1 January 2025)
Delayed payment of the health insurance contributions: from PLN 466,6 up to PLN 93,320 (as of 1 January 2025)
Delayed or missing registrations for the purposes of health insurance: from PLN 466,6 up to PLN 93,320 (as of 1 January 2025)
Based on the labour law in Poland, there are two popular methods of employment: on employment agreement basis and on civil law agreements basis. The provisions of Polish Labour Code and other acts concerning labour law apply only to persons employed with employment agreements. Persons performing work under civil law agreements are legally not considered employees.
By establishing an employment relationship, an employee undertakes to perform work of a specified type for the benefit of an employer and under his supervision, in a place and at the time specified by the employer. At the same time, the employer undertakes to employ the employee in return for remuneration. It should be emphasized that employment under the aforementioned conditions is considered employment on the basis of an employment relationship, regardless of the name of the contract concluded between the parties. Employment contract cannot be replaced with a civil law contract where the performance of work conditions specified above remain intact.
There are three types of employment agreements in Poland:
Employment agreement for trial period
Employment agreement for definite period
Employment agreement for indefinite period
The agreement for trial period can be concluded for a maximum of 3 months. This type of agreement can precede employment agreement for definite or indefinite period.
The agreement for definite period can be concluded for a maximum of 33 months. Moreover, it is possible to conclude only 3 of such agreements in a row. The agreement which exceeds the total of 33 months or is a 4th agreement in a row will be considered as the agreement concluded for indefinite period.
All foreigners, EU, and non-EU residents can be employed on the basis of the same types of agreements as Polish citizens.
The foreigner has to obtain a work permit and possess legal basis to reside in Poland
in order to perform work in Poland. Such permit is issued on a request of employer by competent local authority (in Polish: wojewoda).
The procedure lasts approximately 2-3 months. Further, the work permit constitutes a basis to obtain working visa in the country of foreigner’s residence, that constitutes the legal basis to reside in Poland.
Citizens of Republic of Armenia, Republic of Belarus, Republic of Georgia, Republic of Moldova and Ukraine can perform work in Poland based on employer’s statement of intention to employ a foreigner.
The following conditions should be met:
The work permit is not required in case of citizens of EU and EEA and Switzerland. Residents of these countries are allowed to perform work under the same conditions as citizens of Poland. However, if the foreigner (EU resident) plans to stay in Poland longer than 3 months, he/she should register his/her stay in provincial office.
An employment agreement should specify the parties of the agreement, registered seat of employer, the type of agreement, the date of its conclusion, as well as the work and remuneration conditions, including in particular:
The type of work
The place where the work is performed
The remuneration corresponding to the type of work, with a specification of the remuneration components
The working time
The starting date of employment
in case of an employment agreement for trial period shorter or equal to 2 months, the duration of the subsequent agreement for definite period intended to be concluded after the current agreement.
Furthermore, the employer must inform the employee in writing, not later than within 7 days from the date of concluding the employment contract, about:
If the employer is not obliged to establish work regulations – they should additionally inform the employee about the night-time hours, the place, date and frequency of remuneration payments, and the adopted procedure of confirming the arrival and presence of employees at work, as well as the procedure of excusing their absence from work.
Additionally, the employer must inform the employee in writing, not later than within 30 days from the date of concluding the employment contract, about:
The remuneration in Poland cannot be lower than minimum wage, which is determined by the Council of Ministers each year. As of the 1st January 2025 the minimum wage amounts to PLN 4.666 gross.
There are 3 methods of terminating employment agreement in Poland:
Termination by mutual consent
Termination with notice
Termination without notice
The employment agreements can be terminated by notice given by each party. The termination notice period depends on the period of employment. Notice periods for definite and indefinite period agreements are the following:
In case of agreement for definite and indefinite period, the employer’s notice of termination should state the reason justifying the termination.
The law in Poland does not provide the list of possible reasons, but according to Polish judicature, the reason should be real, concrete and understandable for employee.
In case of agreements for trial period, the periods of termination notice are the following:
An employer may terminate an employment agreement without notice:
An employee may terminate an employment agreement without notice:
The employer is obliged to pay monthly contributions to social and health insurance and advances on the income tax. The tax advance should be paid until 20th day of the next calendar month. The contribution to social insurance should be paid until 15th day or 20th day of the next calendar month (depending on the legal status of the remitter).
The amounts of personal income tax owed in Poland are presented in the table below.
| Basis for tax calculation | Tax amounts to |
| Up to PLN 120,000.00 | 12% – amount decreasing the tax PLN 3,600 |
| Above PLN 120,000.00 | PLN 10,800.00 + 32% of surplus over PLN 120,000.00 |
The amounts of contributions in Poland are presented in the table below.
| Contribution | Employee | Employer |
| Retirement pension contribution | 9.76 % | 9.76 % |
| Disability pension contribution | 1.5 % | 6.5 % |
| Sickness contribution | 2.45 % | N/A |
| Accident contribution | N/A | from 0.67 % to 3.3 % |
| Health insurance | 9 % | N/A |
| Labour Fund | N/A | 2.45 % |
| Guaranteed Employee Benefits Fund | N/A | 0.1 % |
| TOTAL | 22.71 % | 19.48 % – 22.11 % |
Working time should not exceed 8 hours per day and an average of 40 hours per an average five-day working week. For the work performed in excess of the working-time standards employee is entitled to an allowance. If it’s justified by the type of work or the organization thereof, the employer can introduce the other working-time systems which allow to extend daily amount of working time. Specific requirements related to this matter are indicated in the Polish Labour Code.
An employee is entitled to an annual, paid vacation leave amounting to 20 days – if an employee has been employed for less than 10 years, or to 26 days if an employee has been employed for at least 10 years. In case of an employee who possess intermediate or severe level of disability, such employee is entitled to additional 10 days of annual paid vacation leave.
Periods of previous employment, regardless of intervals in employment and how the employment relationship ended, are counted into the employment period determining the right to leave and the length of leave.
Graduating from the following schools means the following periods are counted into the employment of period on which the length of leave is based:
The periods of education cannot be aggregated.
If an employee attended school while being employed, the employment period determining the length of leave includes either the duration of employment while attending school, or the duration of attending school, whichever is the more favourable to the employee.
In the event of changing the employer during the year, the employee is entitled to paid leave as follows:
An employee who has exceeded the leave he/she is entitled to during employment (with the prior employer), is entitled to leave with the new employer in an appropriately reduced amount. The total length of leave within a calendar year cannot be shorter than the amount resulting from the employment period, as indicated above.
This time off may be granted for 2 days or 16 hours per year, in urgent family matters caused by disease or accident (employee retains 50% of his/her remuneration).
This leave is unpaid and can be granted to employees for 5 days per year. It can be granted to provide care to a family member who requires support for serious medical reasons.
For the period of an employee’s incapacity to work, the employee retains the right to the sickness remuneration. The sickness remuneration is due in amount of 100 % or 80 % of regular remuneration depending on the cause of the incapacity. The employer is obliged to pay the sickness remuneration for the first 33 days of incapacity in any given calendar year. If the incapacity lasts longer the employee is entitled to receive sickness benefit paid by social security institution for a period of up to 182 days, including the previous 33 days of sickness remuneration in this limit of days.
At the written request of an employee, the employer in Poland can grant unpaid leave to the employee. The period of unpaid leave is not counted into the employment period on which the employee’s rights are based.
When granting unpaid leave longer than 3 months, the parties may provide a possibility to recall the employee from leave for important reasons.
An employer can also grant an employee, with the written consent of the employee, unpaid leave to perform work at another employer for a period set out in an agreement concluded on this matter between the employers. The period of such leave is counted into the period of work on which the employee’ rights at the existing employer are based.
According to Polish law, temporary work shall be understood as:
The legal scheme of temporary employment is the following:
a temporary work agency concludes a contract with a user-employer setting forth the rules of leasing of the temporary employee
the temporary work agency employs a temporary employee
the temporary work agency assigns the temporary employee to perform temporary work for the user-employer
It shall be stressed out that the temporary employee remains the employee of the temporary work agency at all times. But it is the user-employer who instructs the temporary employee and subsequently supervises his work.
It shall be noted that unless regulated in Act on Employment of Temporary Workers otherwise, the provisions of the Labour Code and other labour laws concerning the employer and the employee apply accordingly to temporary work agency, temporary employee, and user-employer. The only exception is the regulation related to group redundancies.
The temporary work agency should agree with the user-employer in writing, at least on the following:
The user-employer shall also inform the temporary work agency about the remuneration and its structure (bonuses, fees, additional payments) and also health and safety conditions.
The temporary work agency may not assign the temporary employee with temporary work for a single user-employer for a total period of work exceeding 18 months within a period of 36 successive months. The user-undertaking can use the temporary employee for not more than 18 months within a period of 36 successive months.
There is an exception only in a situation when the temporary employee performs temporary work for the benefit of a given user-employer in a continuous manner, and the work includes performing the tasks of an absent worker of the user-employer. In such a case the temporary work can be performed for maximum of 36 months. The break between the employment for the same user-employer shall last at least 36 months.
The activity of temporary work agency is regulated by Polish state. In order to conduct such activity each entity should register in the National Register of Employment Agencies kept by the marshal of the voivodship. In order to be registered as a temporary work agency the following conditions shall be fulfilled:
The employment agency has an obligation to provide the marshal of the voivodship with a report on the activities of employment agencies – within January 31st of each year for the preceding year – containing in particular the number of persons assigned to perform temporary work.
In the documents, announcements and offers the temporary work agency is obliged to disclose the registration number and label the job adverts for temporary employment as “temporary jobs”.
Employee Capital Plans (PPK) is a voluntary pension saving system for all persons paying the social security contributions, regardless of the form of employment. This is a universal social program which aim is to increase the financial security of Poles.
Regulations concerning PPK are included in the Act on Employee Capital Plans from October 4, 2018. The participation in PPK is voluntary for the employees. They may resign from it based on a written declaration.
On the other hand the employer is obliged to join the PPK in case it employs at least 1 person. There is only one exception for employers being microentrepreneurs, whose all eligible persons resigned from participation in PPK. Such employer is not obliged to join the program. However, such employer shall constantly observe whether it fulfils the requirements of allowed exception. The obligatory basic contribution is financed by both the employee and the employing entity’s funds.
The scheme below depicts the contribution rates:
| Obliged entity | The amount of payment |
| State Welcome Payment | 250 PLN |
| State Annual Payment | 240 PLN |
| Employer | Basic contribution | 1.5% of basis of pension and disability insurance contribution |
| Employer | Additional contribution | 2.5% of basis of pension and disability insurance contribution |
| Employee | Basic contribution | 2% of basis of pension and disability insurance contribution |
| Employee | Additional contribution | 2% of basis of pension and disability insurance contribution |
Funds accumulated in PPK will be paid to the participant after reaching the age of 60 (the legislator introduced the same age for women and men in accordance with the principles of equal treatment in relation to voluntary pension schemes for employee). This payment will be divided into one-off payment (equal to 25% of accumulated capital) and the other parts (equal to 75% of accumulated capital) paid for the period of 10 years and divided in 120 monthly instalments.
Remote work has been implemented to the Labour Code in April 2023. It means the work performance entirely or partially in the place designated by the employee (including under the employee’s address of residence) and each time agreed with employer.
Agreeing on remote work between employee and employer.
Remote work can be agreed:
The fundamental legal basis for remote work.
The law introduced the obligation to specify the rules for remote work in:
Legal basis of remote work in connection with special circumstances.
Employer may instruct (not agree with) an employee to work remotely under special circumstances, i.e., during:
The employer is obliged to:
Occasional remote work may be granted at the employee’s request (non-binding, the employer may refuse to consider it), for up to 24 days in a calendar year, due to its specific nature, some provisions regarding remote work do not apply (e.g., the obligation to provide work materials and tools). Applicability of Occasional Remote Work is based on the provisions of the labour law.
The Act on the Protection of Persons Reporting Violations of Law (Whistleblower Protection Act) came into force on:
The Act implements EU Directive 2019/1937, aiming to protect individuals reporting violations of law and to prevent retaliatory actions against them.
Entities employing at least 50 workers and AML units, regardless of the number of employees, are required to:
Implement internal reporting procedures:
Appoint responsible persons or bodies for handling reports:
Ensure protection against retaliation:
The regulations apply to reporting violations in areas such as:
Additionally, companies may choose to include other violations under their internal rules and policies.
Summary
Financial penalties: Failure to implement reporting procedures or protect whistleblowers may result in fines of up to 50,000 PLN or other administrative sanctions.
Civil liability: Whistleblowers may seek compensation if their rights are violated.
Reputational damage: Non-compliance may negatively affect an organization’s image and its relationships with employees and clients.
The Whistleblower Protection Act is a significant step in fostering transparency and ethical management within organizations. AML units must meet the requirements regardless of their workforce size, emphasizing their key role in combating money laundering. Implementing appropriate procedures ensures legal compliance while enabling organizations to establish additional ethical standards tailored to their internal needs.
Understanding and applying labour law in Poland is essential to maintaining a compliant and productive workplace. At Accace, we provide expert labour law consultancy and payroll services in Poland to help you manage employment relationships, contracts, internal policies, and day-to-day HR administration. With our support, you can confidently handle your employer obligations while staying aligned with local regulations.
Company formation in Poland offers a solid gateway into one of Central Europe’s most dynamic economies. With a growing market, investor-friendly environment, and streamlined registration procedures, Poland continues to be a smart choice for both startups and established businesses looking to expand.
The main types of companies in Poland are Partnerships (Registered Partnership, Professional Partnership, Limited Partnership, Limited Joint-Stock Partnership) and Capital companies (Limited Liability Company, Joint-Stock Company). There are also 2 other alternatives (Branch and Sole Proprietorship), but special conditions apply. If you wish to explore the options, this guide will help you with a solid overview – additionally, our corporate and secretarial services in Poland could be of your interest as well.
Polish law stipulates the principle of freedom of business activity. This means that undertaking, pursuing, and terminating economic activity is free for everyone on an equal basis.
In some cases, running business requires consent of an appropriate authority, e.g., a license or a permit.
This applies to the performance of economic activity in areas of particular importance for the security of the state or citizens, or other important public interest. Granting of a license or a permit may be subject to the fulfilment of specific conditions, for example, no criminal records of board members.
Citizens of the European Union and European Economic Area Member States who want to conduct business activity in Poland may
Set up own sole proprietorship or any commercial company in Poland
Provide cross-border services – without registering business in Poland
Set up a branch or representative office of foreign entrepreneur in Poland
The EU member states are Austria, Belgium, Bulgaria, Croatia, Cyprus, Czechia, Denmark, Estonia, Finland, France, Greece, Spain, Netherlands, Ireland, Lithuania, Luxembourg, Latvia, Malta, Germany, Poland, Portugal, Romania, Slovenia, Slovakia, Sweden, Hungary, Italy.
The member states of the European Economic Area, apart from the EU member states, are Norway, Iceland, and Liechtenstein.
Citizens of the USA and the Swiss Confederation can establish a sole proprietorship, any commercial company, branch, or representative office in Poland.
Citizens of countries that do not belong to the European Union may:
There are no requirements regarding the amount of company’s capital.
The business name of the Registered Partnership should include the surname or the business name of at least one partner.
In order to establish a Registered Partnership, the founders of the company have to adopt articles of partnership. The articles of partnership shall be made in writing, or else they will be invalid.
Next, the motion to the National Court Register should be prepared. The Registered Partnership is considered established from the date of its registration at the commercial register.
Each partner of a Registered Partnership is liable for the obligations of the company without limitation with all his assets jointly and severally with the remaining partners and the partnership. However, a creditor of the partnership may conduct execution from the partner’s assets only if execution from the assets of the partnership proves ineffective.
Each partner has the right to represent the company. The right of representation includes all acts in court and out of court and cannot be limited with effect towards third parties. The partner may be deprived of the right to represent the partnership only for significant reasons under a final and court decision.
Management of the affairs of the partnership may not be entrusted to third parties to the exclusion of the partners. Management of the affairs of the partnership may be entrusted to one or several partners under the articles of partnership or under a subsequent resolution of the partners. In such a case, the remaining partners are excluded from managing the affairs of the partnership.
There are no requirements regarding the amount of company’s capital for company formation in Poland.
The business name of the Professional Partnership should include the surname of at least one partner.
In order to establish a Professional Partnership, the founders of the company must adopt articles of partnership. The articles of partnership shall be made in writing, or else they will be invalid.
Next, the motion to National Court Register should be prepared. The Professional Partnership is considered established from the date of its registration at the commercial register.
Only natural persons qualified to pursue liberal professions, i.e., legal advisers, notaries, doctors etc. can be partners of Professional Partnership.
A partner is not liable for the obligations of the partnership which arise in connection with the pursuit by the remaining partners of the profession in the partnership, or for the obligations of the partnership which arise as a result of acts or omissions of persons employed by the partnership under an employment contract or another legal relationship who have been guided by another partner in the provision of services connected with the objects of the partnership.
The articles of partnership may provide that one or more partners agree to be liable as a partner of a Registered Partnership.
Each partner shall have the right to represent the partnership individually, unless the articles of partnership provide otherwise. A partner can be deprived of the right to represent the partnership only for significant reasons under a resolution adopted by a majority of three-fourths of the votes in the presence of at least two-thirds of the total number of partners. The articles of partnership may provide for stricter requirements for such a resolution. Such depriving of a partner of the right to represent the partnership is effective from the date of registration of this fact in the commercial register.
The articles of partnership of a Professional Partnership may provide that the management of the affairs and the representation of the partnership be entrusted to the management board.
There are no requirements regarding the amount of company’s capital for company formation in Poland.
The business name of the Limited Partnership should contain surname or business name of at least one of the general partners. The surname of the limited partner may not be placed in the business name of the partnership or else that limited partner shall be liable to third parties like a general partner.
In order to establish a Limited Partnership, the founders of the company must adopt articles of partnership. The articles of partnership of a Limited Partnership shall be made in the form of a notarial deed.
Next, the motion to National Court Register should be prepared. The Limited Partnership is considered established from the date of its registration at the commercial register.
There are 2 types of partners in a Limited Partnership: general partners and limited partners.
Unless the articles of partnership provide otherwise, the limited partner’s contribution maybe made in a value lower than this specified amount. However, a decision of the partners to release the limited partner from the obligation to make a contribution shall be invalid.
The Limited Partnership is represented by the general partners, who are not deprived of the right to represent the partnership under the articles of partnership or a final and non-appealable court judgement. A limited partner may represent the partnership only as a proxy.
The affairs of the company are managed by the general partners. A limited partner does not have the right or obligation to manage the affairs of the partnership, unless the articles of partnership provide otherwise.
The minimum capital in a Limited Joint-Stock Partnership amounts to PLN 50,000. The nominal value of the share cannot be lower than PLN 0.01 for company formation in Poland.
The business name of the Limited Joint-Stock Partnership should include the surnames of one or several general partners. The surname of a shareholder cannot be placed in the business name of the partnership or else that shareholder shall be liable to third parties like a general partner.
For establishing a Limited Partnership, the founders of the company must adopt a statute of the company. The statute of a Limited Joint-Stock Partnership should be made in the form of a notarial deed.
Next, the motion to National Court Register should be prepared. Like other partnerships, Limited Joint-Stock Partnership is considered established from the date of its registration at the commercial register.
In a Limited Joint-Stock Partnership there are 2 types of partners: general partners and shareholders.
Affairs of the company are managed by general partners. The statute may provide that management of the affairs of the partnership shall be entrusted to one or several general partners. An amendment to the statute depriving a general partner of the right to conduct affairs of the partnership or granting such right to a general partner who was previously deprived of such right shall require the consent of all remaining general partners.
A supervisory board may be established in any Limited Joint-Stock Partnership. If there are more than twenty-five shareholders, the creation of a supervisory board is obligatory. The members of the supervisory board shall be appointed or revoked by the general meeting.
Under last year’s amendment to the Code of Commercial Companies, the powers and duties of supervisory boards have been increased, enabling them to request management bodies to prepare or provide any information, documents, reports, or explanations regarding the company.
The share capital of a Limited Liability Company shall be at least PLN 5,000. The share capital of the company can be divided into shares of equal or non-equal nominal value. However, the nominal value of a share may not be lower than PLN 50. The shares may not be subscribed for the amount below their nominal value. The amount of contribution shall not be lower than the share capital.
There are no requirements regarding the business name of the Limited Liability Company.
In order to establish a Limited Liability Company, the founders of the company must adopt articles of association. The articles of association should be made in a form of notarial deed.
In contrast to the partnerships, capital companies can start their activity right after execution of the articles of association. Until the date of registration at the commercial register, capital companies are obliged to add to their business name the term “in organization” (in Polish “w organizacji”). After the registration, the companies obtain legal personality.
Also, the motion to the National Court Register must be prepared. Following documents should be attached to the motion:
The shareholders of the Limited Liability Company can be natural persons, as well as companies. A Limited Liability Company cannot be formed solely by another single-shareholder Limited Liability Company. The shareholders are not liable for the obligations of the company.
The management board manages the affairs of the company and represents the company. The management board is composed of one or more members. Members of the management board are appointed and dismissed by a resolution of the shareholders, unless the articles of association provide otherwise. If the management board comprises several members, the rules for representation should be stipulated in the articles of association. If the articles of association do not include any provisions in this respect, representations in the name of the company may be made by two members of the management board acting jointly or by one member of the management board acting together with a commercial proxy.
The articles of association may create a supervisory board or an audit committee or both. In companies where share capital exceeds PLN 500,000 and where there are more than twenty-five shareholders, the establishment of supervisory board or audit committee is mandatory. The supervisory board (or audit committee) consists of at least three members appointed and dismissed by a resolution of the shareholders. The articles of association may provide a different method of appointment and dismissal of members of the supervisory board. The supervisory board exercises permanent supervision over all areas of the activities of the company. However, the supervisory board does not have the right to give the management board any binding instructions with respect to the management of the affairs of the company. But, last year’s amendment to the Code of Commercial Companies strengthens the position of supervisory boards by granting them the power to request management bodies to prepare or provide any information, documents, reports, or explanations concerning the company. Whereas the acquisition of new information by the supervisory board from the management boards of companies, will result in the imposition of new obligations on it with regard to the analysis of this information.
The minimum amount of share capital in Joint-Stock Company is PLN 100,000. The share capital shall be divided into shares of equal nominal value. Nominal value of the share may not be lower than PLN 0.01.
The shares subscribed for in-kind contributions shall be paid in full not later than within a year from the date of registration of the company.
The shares subscribed for cash contributions shall be paid prior to registration of the company to the extent of at least one fourth of their nominal value.
If the shares are subscribed solely for in-kind contributions or for in-kind contributions and cash contributions, the share capital shall be paid in prior to registration to the extent of at least one fourth of its amount.
There are no requirements regarding the business name of the Joint-Stock Company.
In order to establish a Joint-Stock Company, the founders of the company must adopt statute of the company. The statute of the Joint-Stock Company should be made in a form of notarial deed.
Establishment of a Joint-Stock Company also requires the consent to the formation of the Joint-Stock Company and the wording of the statutes, as well as to the subscription for the shares. The consents should be adopted in a form of one or more notarial deeds.
Also, the motion to National Court Register must be prepared. Following documents should be attached to the motion:
The shareholders of the Joint-Stock Company can be natural persons, as well as companies. A Joint-Stock Company may not be formed exclusively by a single-shareholder Limited Liability Company. The shareholders are not liable for the obligations of the company. The shareholders are not liable for the obligations of the company.
There are two kinds of shares: registered shares and bearer shares. The registered shares indicate the shareholder. The registered shares certificate can be issued before making a full payment. The statute can state that the sale of registered shares requires a consent of the company or limits such sale in a different way. The bearer share does not indicate entitled party, which is the holder of the share certificate. Such share cannot be issued before the full payment. Sale of the bearer shares cannot be limited. The change of the ownership of the bearer share requires handing over the share certificate.
Upon the request of shareholder, registered shares can be changed to bearer shares (or vice versa), unless the law or the statute provide otherwise.
The management board manages the affairs of the company and represents the company. The management board is composed of one or more members. Members of the management board are appointed and dismissed by the supervisory board unless the statute provides otherwise. The board member can be dismissed or suspended also by the general meeting of the shareholders. The board members can be appointed for maximum 5 years term of office.
If the management board comprises several members, the rules for representation should be stipulated in the statute. If the statute does not include any provisions in this respect, representations in the name of the company may be made by two members of the management board acting jointly or by one member of the management board acting together with a commercial proxy.
Establishment of a supervisory board in the Joint-Stock Company is mandatory. The supervisory board exercises permanent supervision over all areas of the activities of the company.
The supervisory board consists of at least three members (five in case of public companies) appointed and dismissed by the general meeting of shareholders. The statute may provide a different method of appointment and dismissal of members of the supervisory board. Members of the supervisory board can be appointed for maximum 5 years term of office.
The amendment to the Code of Commercial Companies strengthens the position of supervisory boards by granting them the power to request management bodies to prepare or provide any information, documents, reports, or explanations regarding the company. However, the supervisory board’s acquisition of new information from the management boards of companies imposes new obligations on it in terms of analysing this information.
The minimum amount of share capital in Simple Joint-Stock Company is PLN 1. The shares have no nominal value, do not constitute part of the share capital and are indivisible.
The amount of the share capital is not specified in the articles of association. The provisions on amendments to the articles of association do not apply to changes in the amount of share capital.
The contributions shall be paid in full within three years from the company’s entry in the register.
There are no requirements regarding the business name of the Simple Joint-Stock Company.
In order to establish a Simple Joint-Stock Company, the founders of the company have to adopt articles of the association. The articles of association should be made in a form of notarial deed.
Establishment of a Simple Joint-Stock Company also requires the establishment of company bodies required by the law or the articles of association and making contributions by shareholders to cover the share capital.
Also, the motion to National Court Register must be prepared. Following documents should be attached to the motion:
The shareholders of the Simple Joint-Stock Company can be natural persons, as well as companies. A Simple Joint-Stock Company may not be formed exclusively by a single-shareholder Limited Liability Company. The shareholders are not liable for the obligations of the company. Shareholders are only obligated to perform the services specified in the articles of association.
Shares are not in the form of a document, and they are registered in the register of shareholders.
It is mandatory to establish a management board or board of directors.
The management board manages the affairs of the company and represents the company. The management board is composed of one or more members. Members of the management board are appointed and dismissed by the shareholders, unless the article of associations provide otherwise.
If a supervisory board has been established in the company, the members of the management board shall be appointed, dismissed, and suspended for important reasons by the supervisory board, unless the articles of association provide otherwise.
If the management board comprises several members, the rules for representation should be stipulated in the articles of association. If the articled of association do not include any provisions in this respect, representations in the name of the company may be made by two members of the management board acting jointly or by one member of the management board acting together with a commercial proxy.
The board of directors manages the company’s affairs, represents the company, and supervises the conduct of the company’s affairs. It is composed of one or more directors.
Directors are appointed, dismissed and suspended by shareholders for important reasons by a resolution, unless the articles of association provide otherwise.
The articles of association, the rules of the board of directors or a resolution of the board of directors may delegate some or all the activities of the company’s business to one director or some directors (executive directors). Directors who are not executive directors (non-executive directors) exercise permanent supervision over the conduct of the company’s affairs.
If the board of directors comprises several directors, and the articles of association do not contain any provisions on this matter, two directors or one director together with a commercial proxy are required to make statements on behalf of the company.
Establishment of a supervisory board in the Simple Joint-Stock Company is not mandatory. However, the articles of association may provide that, in addition to establishing a management board, the company must also establish a supervisory board. The supervisory board exercises permanent supervision over all areas of the activities of the company.
The supervisory board consists of at least three members appointed and dismissed by a resolution of shareholders. The articles of association may provide a different method of appointment and dismissal of members of the supervisory board.
The mandate of a body member shall expire on the date of the general meeting approving the financial statements for the first full financial year following the date of appointment, unless the articles of association provide otherwise for an indefinite period.
If the articles of association provide the appointment of a member of the body for a term of office, it shall be counted in financial years, unless the articles of association provide otherwise. In such a case, the mandate of the body member shall expire on the date of the general meeting approving the financial statements for the last year of the body member’s term of office, unless the articles of association provide otherwise.
The amendment to the Code of Commercial Companies grants the supervisory board the power to request management bodies to prepare or provide any information, documents, reports, or explanations regarding the company. However, the supervisory board’s acquisition of new information from the management boards of companies imposes new obligations on it in terms of analyzing this information.
Currently, an application for company registration can be submitted in the National Court Register online only. It is not possible to submit a paper application. However, there are two methods of applying for registration with the National Court Register:
Registration of a company via Internet, in the S24 system, is a good form for the companies established by one person or those that have only standard provisions in their articles of association.
In the S24 system, it is possible to conclude an agreement and register:
The main condition for establishing a company in the S24 system is that all persons signing the articles of association and participating in its registration should have a qualified electronic signature, a trusted signature (ePUAP) or an electronic personal signature.
It is possible to use S24 portal after creating an account. To log in, it is necessary to provide login and password. Each person who will sign the registration application (each of the management board members
listed in the articles of association that is not suspended, or theirs representative), and shareholders or their representatives should have an account.
The system will notify which documents are needed and will guide through all stages of their preparation. S24 provides most of the model documents, but not all of them, for example, a declaration of the status of a foreigner should be prepared independently.
After correctly completing the previous steps, the S24 system will automatically transfer applicant to the electronic payment system.
After payment, the application will be sent to the registry court competent for the company’s seat. The court should verify an application within one day from the date of receipt. However, the verification time may be extended if the court asks for additional documents, e.g., if the shareholder is a foreign company (then a translated excerpt from the foreign company’s register along with an apostille may be required).
Advantages:
Disadvantages:
In addition to the registration of the company in the National Court Register, the following data should also be reported:
Foreign entrepreneurs can conduct business activity on the territory of Poland trough a branch. A branch can only conduct such activity which coincides with the scope of business activity of foreign entrepreneur. According to Polish law, the branch is considered a part of mother company, not an independent entity. However, the branch may hire employees on its own behalf.
The branch operates under the same business name as the mother company.
To the business name should be added the form of business of the mother company translated into Polish (e.g., LTD = spółka z ograniczoną odpowiedzialnością) and the term “oddział w Polsce” (in English: branch in Poland).
The branch can start conducting business activity after the registration in the National Court Register. The following documents should be attached to the registry motion:
In addition to the registration of the company in the National Court Register, additional data must be submitted to the tax office, such as bank account numbers, information on the special status of companies, the expected number of employees or place of business, and detailed contact details. Applications must be made within the:
The sole proprietorship is an alternative for establishment of a company. In this case natural person conducts business activity on his/her own behalf. Such entrepreneur is solely liable for obligations connected to business activity without limitation.
Natural persons who conduct business activity are registered in the Central Registration and Information on Business (CEiDG). The entrepreneur can register in CEiDG, tax office and social insurance institution (ZUS) with a single application. Such application can be submitted electronically by CEiDG website, sent by post to a selected municipal office or filed in person in selected municipal office.
Together with the application, the entrepreneur shall provide a statement that he owns legal title to the real estates, with addresses already entered into the register (i.e., correspondence address and all addresses of conducting business, including main address of business and addresses of branches – if there are such). The legal title can be for example a property sales agreement or a lease agreement.
Such legal title is not attached to the registry motion, but the ministry responsible for economic affairs may request the entrepreneur to provide it within 7 days from receiving the request. If the entrepreneur will not provide it or changes the addresses in the register, the ministry can decide on erasing the entrepreneur from the register.
All types of companies must be register at the commercial register held by district courts. The duration of the registration procedure depends on the relevant court. The procedure in Warsaw currently lasts approximately 2-3 weeks.
The court fee for registration of the company in the National Court Register amounts to PLN 600 or PLN 350 in case of registration via S24 platform.
In connection with the amendment of the provisions of the Polish Code of Commercial Companies, the rights of groups of companies were introduced to the Polish legal order.
A group of companies within the meaning of the new regulations should be understood as a parent company and a company or subsidiaries that are capital companies and follow a common strategy to pursue the common interest of the group of companies.
In order to establish a group of companies, the partners or shareholders of a subsidiary should adopt an appropriate resolution specifying the parent company in its content. A resolution is passed by a majority of three-fourths of votes. However, it is possible to determine in the articles of association or the company’s articles of association a number of votes higher than the statutory number of votes necessary to adopt such a resolution.
Participation in a group of companies is disclosed in the National Court Register, and the application of the provisions of the law on groups of companies is possible only after disclosing this information in the register.
The amendment to the Code of Commercial Companies, in force since last year, gave new powers and duties to supervisory boards of companies belonging to the group. When supervising a subsidiary, the parent company’s supervisory board may request the management board of a subsidiary participating in a group of companies to provide books and documents and to provide information for supervision. However, in the absence of a supervisory board in the parent company, its competencies will fall to the management board (or the board of directors in the case of a simple joint-stock company).
In 2023, a new amendment to the Commercial Companies Code came into effect in Poland. The primary objective of this amendment is to incorporate into Polish law the Directive (EU) 2019/2121 of
the European Parliament and of the Council dated November 27, 2019. This directive amends Directive (EU) 2017/1132 concerning cross-border conversions, mergers, and divisions of companies.
The law, enacted on August 16, 2023, amends the Commercial Companies Code and certain other statutes, marking another crucial step in implementing the so-called “company law package” to deepen integration within the European Union’s single market.
In light of the implementation of regulations regarding new types of cross-border operations for companies, significant changes have been introduced concerning domestic types of company transformations. These changes expand the range of possible forms of reorganization. The aim of these modifications is to prevent the reverse discrimination of Polish entities participating in company transformation processes at the national level compared to entities participating in such processes at the cross-border level.
e-Deliveries (“e-Doręczenia”) is a service that allows for sending and receiving correspondence electronically, with an effect equivalent to a registered letter with acknowledgment of receipt.
Entrepreneurs registered in CEIDG (Central Register and Information on Economic Activity) and in National Court Register are required to have an e-Deliveries (“e-Doręczenia”) mailbox.
Entrepreneurs are required to have an e-Deliveries(“e-Doręczenia”) mailbox based on the following timelines, depending on the registration date of the company in CEIDG or National Court Register:
Withholding tax of 20% is levied on income from interest, copyright or related rights, rights to inventive designs, trademarks, and decorative designs, disclosing the secret of a recipe or production process, for the use or right to use an industrial device. The taxation may be diminished by application EU Directives or double taxation treaties.
Withholding tax of 19% covers payment of dividends, also in this case tax burden may be diminished by application of EU Directives or double taxation treaties.
For the following payments “pay and refund” mechanism is applicable:
Under this mechanism WHT rate needs to be withheld at a standard rate (19% and 20% respectively) and may be refunded on the later stage upon taxpayer’s/tax remitter’s application if according to Double Tax Treaty or EU Directives lowered rate or WHT exemption would be applicable.
In order not to apply pay and refund mechanism a tax remitter should obtain an opinion on WHT preferences or submit a statement.
Polish minimal income tax was supposed to be implemented from 2022, however it has been postponed until 2024. For the first time taxpayers will be obliged to calculate and pay minimal income tax for 2024 by the end of March 2025.
The regulation applies to corporations incurring a loss or whose share of income in revenue is less than 2%. Taxpayer will have the right to choose the way of calculating the tax base:
Tax rate is 10%.
Exempt will be i.a:
It applies to capital groups whose total consolidated annual revenue, as shown in the group’s consolidated statement, amounts to a minimum of EUR 750 million, in at least two of the four tax years immediately preceding the tax year.
Polish GloBE Act implement three taxes.:
In this form of taxation, the company’s profit is not taxed as long as it remains in the company and is allocated for investment.
Estonian CIT tax is available to a certain catalogue of entities. Estonian CIT tax rules may be applied by joint-stock companies, limited liability companies, limited partnerships, limited joint-stock partnerships, and simple joint-stock companies. There are some additional requirements in terms of investors’ structure (natural persons only) and minimal employment (3 employees).
If the entrepreneur decides to apply the Estonian CIT regulations, they will be applied for the next 4 tax years. If the entrepreneur does not resign from the flat-rate income tax during this period, the tax period based on these rules will be automatically extended by another 4 tax years.
Holding company is a Polish entity with unlimited tax obligation, not benefiting from CIT exemption, running real business activity, having at least 10% of shares in companies with seat in countries other than tax heavens, not part of a CIT group.
Special method of taxation for holding companies assumes the CIT exemption of 95% of the amount of dividends received by the holding company from subsidiaries and under certain conditions full CIT exemption for profits from the sale of shares or stocks in subsidiaries.
If advisory, royalties, debt financing, remuneration for transfer of functions, risks etc. costs exceed 3% of taxpayer’s costs, tax on transferred income may be due. Subsequent requirements concern:
A company is treated as resident if it has its legal seat or place of effective management in Poland.
Resident companies are taxable on their worldwide income, including capital gains. The taxable income is computed based on the accounting profits and is adjusted for several items as described in the tax law. Revenues are divided into two sources – business activity and capital gains.
Tax settlement period for a corporate income tax is tax year. Standard tax year is 12 months, it can be similar to calendar year but also may be changed. Tax advances are paid throughout the year on a monthly or quarterly basis and reconciliated annually.
The taxpayer has to calculate and report revenues, tax deductible costs and tax due in the annual tax return (self-assessment). The deadline for filing the return is by the end of the third month following the end of the tax year.
Tax advances should be calculated and paid by the taxpayer generally on a monthly basis. Quarterly payments are possible, in the first year or if gross sales did not exceed EUR 2,000,000 in the previous year. Basis for calculation are current taxable revenues and tax-deductible costs. In certain cases, a taxpayer may pay simplified advances monthly, being as a rule 1/12 of a tax paid in the tax year preceding the previous year (current year – 2).
As a rule, expenses incurred in connection to obtaining, ensuring and maintaining taxable income are fully deductible, unless they are listed as non-deductible items. Some items are deductible only up to a limit set by the law.
Tax losses may be carried forward up to 5 tax years. During each year the company cannot utilize more than 50% of the loss incurred in a given year. Alternatively, a taxpayer may utilize PLN 5 M of loss from a given year at once, whereas remaining part of loss will be settled compliant with general provisions. Loss from one source (business activity/capital gains) must be utilized within the same source.
An obligation to keep accounting books exclusively in electronic form and to send the structured information contained therein to the Polish tax authorities every year – specifically through the JPK_CIT structure.
JPK_CIT reporting introduces two new structures:
Compared to the existing JPK_KR structure, the new JPK_KR_PD structure imposes an obligation to collect and report new data such as:
JPK CIT is applicable according to the following schedule for tax years starting after:
Certain territory of Poland is considered as a Special Economic Zone, however, the intensity of public aid is different and depends on the region. General rule is that depending on the volume of investment, number of employees and additional local requirements, the taxpayer may benefit from tax exemption. Conditions are established for each taxpayer by a special agency responsible for Special Economic Zone which after application procedure issues a decision granting exemption in the particular case.
Polish CIT act provides for special taxation regime encouraging investments into new technologies. Main tool is special Research and Development (R&D) relief based on which taxpayer can additionally deduct expenses on R&D, including development of prototypes and pilot projects, demonstration, testing, and validation of new or improved products, processes or services whose main purpose is to improve the technical encoding products.
Polish Investment Sphere is a kind of tax relief for new investment based on the decision on support in Polish Investment Sphere (dedicated for industrial sector and sector of innovative services).
Another tax benefit dedicated to the investor is so called IP Box. Based on the IP Box provisions, income derived from intellectual property can be preferentially taxed with 5% tax rate.
Remaining preferences in the CIT Act are i.a.:
Tax relief for robotization
Tax relief for consolidation
Tax relief for trial production of a new product and its market placement
There are also other tax benefits for various economic sectors and legal forms.
Our free VAT calculator for Poland is used for the conversion of amounts appearing on Polish invoices, using appropriate VAT rates effective in 2025.
Enter the amount and select the appropriate VAT rate:
Our calculator has been set for simulation purposes only and might not include all factors that determine the VAT calculation, according to the Polish laws.
Accace is not responsible for any person’s or entity’s decisions taken based on the results of the calculator. Before taking any action, we recommend you consult a specialist in any matters related to VAT/taxation in the Poland.
Our IP box calculator for Poland focuses on the IP Box (Innovation Box or Patent Box), which is a preferential taxation of income derived from legally protected intellectual property rights. This relief allows for the 5% income tax rate. It applies to both CIT and PIT taxpayers (with the exception of lump-sum taxpayers).
However, the application of such the preferential tax rate requires the fulfilment of conditions specified by the legislator. In order to determine whether a taxpayer may benefit from the IP BOX, the following three conditions must be met:
The IP BOX relief is provided for taxpayers who conduct research and development activities (R&D activities). A taxpayer wishing to benefit from the IP BOX must first verify whether it carries out R&D activities that result in the creation, improvement or development of so-called qualified intellectual property rights.
The next step is to verify whether the intellectual property rights held belong to one of the following categories:
In addition, one of the above intellectual property rights must be created, developed or improved by the taxpayer.
The IP Box relief covers income received:
Receiving one of the above-mentioned incomes and fulfilling the previous conditions entitles you to use the IP BOX.
Calculating what proportion of the income received by a taxpayer is subject to the IP BOX is not an easy matter. In order to do so, the income from IP rights and the nexus factor for each IP right must be calculated.
Our IP box calculator for Poland, below, has been created in order to facilitate the calculation of the tax with IP BOX and to indicate what tax saving this entails.
Our calculator has been set for simulation purposes only and might not include all factors that determine the end result, according to the Polish laws.
Accace is not responsible for any person’s or entity’s decisions taken based on the results of the calculator. Before taking any action, we recommend you consult a tax specialist in Poland.
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