Tax on civil law transactions in Poland (PCC)

The PCC tax, i.e. the tax on civil law transactions, applies inter alia to civil law transactions such as entering into the articles of association. Who and when pays PCC and does it have to be paid when buying a shelf company?

PPC tax on a setting up company – what is it and when does it have to be paid?

The tax on civil law transactions is a levy paid for executing a transaction specified by the act, e.g. concluding the articles of association.

When concluding the articles of association of a capital company, PCC shall always be paid as long as:

• at the moment the agreement is concluded, the actual centre of management or the registered office of that company is located in Poland.

Tax liability arises upon:

• conclusion of the articles of association/partnership agreement,
• adoption of a resolution to increase the company’s capital.

The taxable base for PCC on the partnership agreement shall be:

• at conclusion of the agreement – the value of the contributions to the partnership or the value of the share capital,
• when making or increasing contributions to the partnership or increasing the share capital – the value of the contributions increasing the assets of the partnership or the value by which the share capital was increased,
• when making additional contributions – the value of the additional contributions.

PCC tax rates

The rates of PCC tax are as follows:

• 1% when transferring the other property rights;
• 5% when entering into a partnership agreement/the articles of association.

The minimum amount of share capital for a limited liability company in Poland is PLN 5 000, while the price range for purchasing a ready-made limited liability company may vary, depending on the scope of additional activities included in the price.

Learn more: What is the cost of a ready-made company in Poland?

When purchasing a ready-made company from the MLS, the cost includes, for example, the preparation and submission of PCC3 (tax on civil law transactions) forms signed by the client.

A ready-made company and PCC tax

An agreement on the sale of shares of a Polish limited-liability company is subject to PCC, and the tax must be paid by the buyer of the shares (not the company). So how does the case look like when buying a ready-made company?

A ready-made company, what is in the package?

Buying a ready-made company is one of the fastest and easiest ways to start a business activity as a capital company. A great advantage of a shelf company is that the buyer receives valuable expert assistance including:

• Drafting all necessary powers of attorney,
• Signing of the share purchase agreement before a notary and paying the required notary fee,
• Drafting and filing of the PCC3 (tax on civil law transactions) declaration,
• Registering with the tax office in order to obtain a NIP number.

A tax on civil law transactions, in this case on the acquisition of shares of a Polish company, is paid by the person acquiring the shares by paying the tax due to the competent tax office within 14 days after signing the agreement.

The party liable for this payment is the purchaser of the shares.

Moreover, we will take care of:

• Drafting and submitting applications to the National Court Register to register the change of shareholder and board members
• Assistance with bank account transfer (you have 2 hours of free assistance in the purchase price)
• Preparing a new list of shareholders, entry in shareholders’ book, notices of sale of shares to be signed by new board members
• Preparation of the information on the mailing addresses of the members of the company’s management board and the mailing addresses of the members of the company’s shareholders’ board
• Certification of translations of powers of attorney from English into Polish

and we will offer you comprehensive support following the acquisition of a ready-made company, our additional services include:

• Outsourcing of accounting
• Legal services including corporate legal advisory
• Tax services – Tax advisory
• HR and payroll services – HR and payroll outsourcing

Buy a ready-made company – check out our packages and prices