Lock-up is to consist in the fact that the assets submitted to the Family Foundation can be sold without tax only after three years. Earlier sales would mean the need to pay CIT. The original version of the draft amendment to the CIT Act (UD293 No. She assumed that the changes would become effective from September 1, 2025, and with reverse power, because the amendment to the act itself was to come into force only from January 1, 2026. Experts argued that it was unconstitutional. Now the MF has laid a self -amendment. It assumes that lock-up on assets will be introduced from January 1, 2026.
We also explain what other changes the self -amendment provides. They are not beneficial.
Read also: Bad news, if you want to take a car in leasing in 2025. The ministry confirms
How will the sale of assets by the Family Foundation be taxed
The project after the correction still assumes Three-year-old lock-up for assets, i.e. blockade on the sale of assets. The Family Foundation will not be able to sell the property contributed or transferred to it free of charge, or acquired from the related entity (e.g. the founder), if the sale took place within 36 months from the end of the calendar year in which this was lodged, transfer or acquisition. If he does, she will have to pay 19 percent. income tax, but will be able to deduct it later – from 15 percent. CIT, which he will collect when paying funds to beneficiaries.
The key change provided for by the self-amendment is the postponement of the lock-up entry into life to January 1, 2026.
– It is pleased that as a result of public consultations, a decision was made to respect the principle of protection of rights rightly acquired in relation to the property submitted to the Family Foundations in the period of September 1, 2025 – December 31, 2025. It's good that you won't have to wait for the parliamentary work on the act. This is no doubt The farthest Auto Prawka presented in relation to the original draft amendment to tax regulations regarding family foundations – comments Paweł Tomczykowski, tax advisor, managing partner of Tomczykowska Tomczykowska.
– This is a change to “Plus” in relation to the first version of the project – agrees Michał Kwasniewski, lawyer and partner at Quidea. He points out that Correction in the project will not, however, affect the reinvestment of funds from the Family Foundationi.e. Assets acquired from the commonly understood market (and not from the founder, his family or entities associated with the Family Foundation) will not be covered by the Lock-Up period (similarly to the original version of the project).
– What was missing is the loan of the provisions for instruments listed on the public market or donated by the founder (his loved ones) to the Family Foundation – believes Michał Kwasniewski. According to the expert, this type of assets should be excluded from the lock-up period or the Foundation should have the right to recognize the cost (incurred at the acquisition of the act by the applicant) when they were sold before the end of 36 months. The point is, the expert explains that the foundation does not have to pay 19 percent. tax in a situation where he sells actions whose course is dramatically falling.
See also: COMPANY FOR THE FAMILY FUNDATION? The project presents priorities and strengthens succession [OPINIA]
How will the rental in the Family Foundation be taxed?
The auto -projection also predicts Extending the scope of taxation of rental revenues at the Family Foundation with commercial premises for 24 -hour accommodation.
– A family foundation would pay 19 percent from the rental of this type. CIT, which can be subtracted later from 15 percent. CIT collected when paying benefits to beneficiaries – explains Paweł Tomczykowski. The expert admits that the tax consequences of this proposal would be the same as when taxing revenues from short -term lease.
The project still provides that 19 % taxed CIT will be revenues from the rental of residential real estate, in particular from the provision of services related to accommodation (PKWiU 55). The exception is to apply to revenues from the rental of real estate rented directly by the Family Foundation only for housing purposes.
– This is a change to “minus” – believes Michał Kwasniewski. The expert explains that Therefore, taxation will include, for example,
– micro apartments, which are legally commercial, not residential premises – and in practice are hired long or short -term for housing purposes or for short -term rental purposes), and
– other premises classified as commercial (e.g. for payable sharing of apartments located in condohotels).
– Due to the fact that the rent or lease of commercial premises as such by the Family Foundation benefit from the exemption in CIT, Undoubtedly, interpretation problems will arise related to the definition of “purpose for 24 -hour accommodation” – adds Paweł Tomczykowski.
How will revenues from participation in companies and investment funds will be taxed
The self -amendment also provides for the project Taxation – without exceptions – revenues from participation in companies who are not legal persons and from participation in tax -transparent investment funds. The ministry justifies that this is to counteract tax optimizations in which foreign tax transparent entities are used (i.e., e.g. Luxembourg companies).
Michał Kwasniewski indicates that this proposal is partly on “Plus” and partly on “minus”. – On “Plus” there is an exclusion (in relation to the original proposal) from taxation of foreign investment funds, which are exempt from CIT in the country of their headquarters. On the “minus”, however, deleting the condition of “conducting business activity” in the context of the investment fund – says Kwasniewski. The expert explains that deleting the condition of “conducting business activity” will cause that the income of the Family Foundation from a foreign investment fund conducted in the form of a partnership (e.g. Luxembourg SCSP) will be taxed CIT on an ongoing basis at the level of the family foundation (regardless of whether it has happened or not distributes profit to the foundation). Michał Kwasniewski does not agree with the Ministry of Finance that in such cases we are dealing with aggressive tax optimization. In his opinion, the investment through a foreign investment fund falls within the extent of the allowed activity, which the Family Foundation can be conducted.
– To wipe tears, it can be said that the tax paid from these income will also be able to deduct from CIT tax collected when paying benefits to beneficiaries – adds Paweł Tomczykowski.
Author: Łukasz Zalewski, journalist of the Business Insider Polska Law Department
