Under the Act on Acquisition of Real Estate by Foreigners of 24 March 1920, acquisition by a foreigner of real estate or the right of perpetual usufruct of land in Poland, or rights to shares in a Polish company that is the owner or perpetual usufructuary of real estate in Poland, or acquisition of an enterprise or an organised part of an enterprise including such assets, requires a permit.
The competent authority for issuance of a permit under the act is the Minister of the Interior and Administration (MSWiA).
Transactions requiring a permit from MSWiA
A permit from MSWiA is generally required for a transaction involving:
- Acquisition or taking up of shares by a foreigner in a commercial company with its registered office in Poland, or any other transaction involving the shares, when the company is the owner or perpetual usufructuary of real estate in Poland, and:
– As a result of the transaction the company will become a “controlled company” (i.e. controlled by a foreigner), or
– The company is a controlled company but the shares will be acquired by a foreigner who is not already a shareholder of the company; or
- Direct acquisition by a foreigner of real estate or perpetual usufruct of land in Poland:
– As part of the acquisition of an enterprise or organised part of an enterprise, or
– Through universal succession in connection with merger or division of commercial companies
For purposes of the Act on Acquisition of Real Estate by Foreigners, a “foreigner” is defined as:
- A natural person without Polish citizenship
- A legal person with its registered office outside Poland
- A partnership of such persons without legal personality, established under foreign law
- A legal person or commercial company without legal personality (i.e. partnership) with its registered office in Poland, controlled directly or indirectly by the persons or companies referred to above.
Acquisition of shares by a foreigner in violation of the act is invalid.
No obligation to obtain permit
The obligation to obtain a permit to acquire real estate or shares does not apply to foreigners who are citizens or undertakings from:
- Member states of the European Economic Area, or
The period during which foreigners from these countries had to obtain consent to acquire agricultural or forest land expired on 1 May 2016. However, in acquiring such real estate, they are now subject to the general limitations connected with the right of pre-emption introduced from 30 April 2016.