7 November 2025

A Polish Holding Company (PSH) – deregulation benefits

A Polish Holding Company (PSH) is a special arrangement for companies introduced as part of the Polish Deal in 2022. This arrangement provides for tax exemptions on dividend income and capital gains.

Requirements to be met

To benefit from this preference, the holding company must:

• Directly hold at least 10% of the shares in the capital of a Polish subsidiary or foreign subsidiary,
• not belong to a tax capital group,
• not benefit from exemptions in connection with Special Economic Zones or the Polish Investment Zone,
• conduct genuine business activity,
• not meet the conditions for qualification as a foreign subsidiary in the year of dividend payment or in any of the three tax years preceding that year, unless the company conducts significant genuine business activity in an EU/EEA country.

Additionally, it is important that:

• the shareholder of the holding company does not have a registered office or management board registered in a tax haven,
• the subsidiary does not have a management board, nor is it registered or located in a tax haven.

Furthermore, the conditions for both the holding company and the subsidiary have been met for a period of at least two years, with the two-year period counting from the date of acquisition of the shares.

What are the benefits of a Polish Holding Company?

In the case of a Polish Holding Company, there are two capital gains exemptions:

• full tax exemption on dividends received from the subsidiary;
• full exemption from the sale of shares in a subsidiary (domestic or foreign) to an unrelated entity (within the meaning of transfer pricing regulations) – provided that the holding company submits a declaration of intent to use the exemption to the relevant head of the tax office at least five days before the sale.

Polish Holding Company – important regulatory changes

New regulations regarding Polish Holding Companies eliminate the requirement to submit a declaration of intent to benefit from the CIT exemption on income from the sale of shares. Currently, this requirement applies in situations where the intention to sell shares is not reported (via a declaration). This resulted in the taxation of such a transaction.

According to information from the Ministry of Finance, the current requirement entailed excessive and unnecessary bureaucracy, which, in practice, did not benefit the administration. The good news is that the President has signed a new law deregulating the requirement to submit a declaration of intent to benefit from the exemption. The regulations will come into effect on the day following the act’s publication in the Journal of Laws.