Property acquisition by foreigners in Poland – permit rules

A German investor identifies a prime logistics site near Wrocław. The zoning looks right, the price is negotiable, and the seller is motivated. Then the question arrives from the investment committee: does your client actually need a government permit to buy this land? The answer depends on nationality, property type, and a set of rules that have not changed in headline terms since Poland joined the European Union – but remain easy to misread in practice.

Foreign nationals and foreign-controlled companies acquiring real property in Poland must, in most cases, obtain a permit issued by the Minister of Internal Affairs and Administration before completing the transaction. European Union and European Economic Area nationals benefit from broad exemptions, but restrictions remain for agricultural and forest land, properties in border zones, and shares in companies that own Polish real estate. Failure to secure a required permit renders the transaction void under Polish civil law.

This page sets out the full permit framework: who needs a permit, which exemptions apply, how the procedure works, where transactions most often fail, and what cross-border investors should prepare before signing a preliminary agreement. The analysis draws on the Ustawa o nabywaniu nieruchomości przez cudzoziemców (Act on Acquisition of Real Property by Foreigners, the Foreigners Act) and related legislation, including the Ustawa o kształtowaniu ustroju rolnego (Agricultural System Act, UKUR) governing farmland transactions.

Who must obtain a permit under Polish law?

Polish law divides potential buyers into three groups. The first group – EU and EEA nationals, and companies incorporated in those jurisdictions – enjoys the widest exemptions. The second group – nationals and entities from countries outside the EU and EEA – faces a general permit requirement for almost every acquisition. The third group – any buyer, regardless of nationality – faces additional rules when the target asset is agricultural or forest land registered in the land and property register maintained by the Starostwo Powiatowe (District Starosty Office).

For non-EU/EEA buyers, the permit requirement covers direct acquisition of real property, acquisition of a perpetual usufruct right (the dominant long-term land tenure instrument in Poland), and indirect acquisition through the purchase of shares in a company that owns Polish real estate – provided that after the transaction the foreign buyer controls the company. Control is assessed by reference to shareholding thresholds and board composition rules set out in the Foreigners Act. A buyer holding more than 50 percent of shares in a company that owns property in Poland will generally trigger the permit requirement, even if the property itself is never transferred. This indirect route is a common source of oversights in M&A transactions. (We have seen due diligence reports miss the point entirely when the real-estate holding sits two corporate layers down.)

EU and EEA nationals remain subject to restrictions in two specific categories. First, agricultural and forest land may be acquired only after five years of continuous, documented residence or business operation in Poland – unless a separate exemption applies under UKUR. Second, properties located within a 15-kilometre strip along Poland's state border require a permit regardless of the buyer's EU status. The Ministerstwo Spraw Wewnętrznych i Administracji (Ministry of Internal Affairs and Administration, MSWiA) administers both categories.

• Non-EU/EEA nationals: general permit for direct and indirect acquisition
• EU/EEA nationals: permit-free for most urban property; restrictions remain for farmland and border zones
• Corporate buyers: permit triggered when foreign control exceeds statutory thresholds
• Indirect acquisitions: share purchases in real-estate-owning companies require analysis
• Agricultural land: additional layer under UKUR applies to all foreign buyers

What exemptions reduce the permit burden?

The Foreigners Act lists a series of statutory exemptions that eliminate the permit requirement entirely. Understanding which exemption applies – and whether it is self-executing or requires a formal confirmation – is the first task for any foreign buyer's counsel. Misidentifying an exemption as applicable can leave a transaction void and expose the buyer to a claim for damages from the seller.

The most commercially significant exemptions include the following. EU and EEA nationals purchasing residential property for personal use are fully exempt, provided the property does not qualify as agricultural or forest land and does not sit in a border zone. A foreign national who has been resident in Poland for at least five years after receiving a permanent residence permit or EU long-term resident status may purchase any type of property without a permit. Companies incorporated in an EU or EEA member state and controlled by EU/EEA nationals may acquire commercial property – office buildings, warehouses, retail units – without a permit, subject to the agricultural and border-zone carve-outs. The Krajowy Rejestr Sądowy (National Court Register, KRS) records the corporate structure that must be verified to confirm this exemption applies.

For non-EU/EEA buyers, the exemption list is narrower. A foreign national who is the statutory heir of a Polish citizen may inherit residential property without a permit. A foreign company that already holds a permit for an earlier acquisition in Poland may expand its holdings without a fresh permit in certain circumstances. Buyers from countries that have concluded bilateral investment treaties with Poland may also benefit from treaty-based exemptions – though the scope varies treaty by treaty and requires careful analysis. We secured a reversal of a transaction structure for a UAE-based investor in the Mazowieckie region (autumn 2025), confirming that a treaty exemption applied and avoiding a six-month permit process that would have caused the deal to lapse.

One persistent misconception is that a preliminary sales agreement (umowa przedwstępna) transfers any form of ownership that might be exempt. It does not. The permit obligation attaches to the final notarial deed. A buyer who signs a preliminary agreement, pays a deposit, and then fails to obtain a required permit will lose that deposit and face potential damages claims. The timeline for permit applications – up to two months in standard cases, extendable to a further two months – must therefore be built into the transaction schedule from day one.

To discuss how the exemption framework applies to your acquisition, contact info@kordeckipartners.com.

For a tailored strategy on permit applications and transaction structuring, reach out to info@kordeckipartners.com. Every permit case turns on specific facts – the buyer's nationality, corporate structure, property type, and intended use – and a generic answer is rarely sufficient.

How does the permit application procedure work?

The permit application is submitted to the MSWiA. The application must identify the buyer, describe the property by reference to its land register number and cadastral data, state the intended purpose of the acquisition, and explain why the buyer satisfies the statutory conditions. Supporting documents include corporate structure charts, financial statements, and – for non-EU/EEA buyers – evidence of any connection to Poland that may support the application. The MSWiA has two months to issue a decision, with a possible extension of a further two months where the case raises complex questions of national security or agricultural policy. The total maximum administrative period is therefore four months.

The MSWiA consults two other bodies before issuing a permit. The Minister Obrony Narodowej (Minister of National Defence) must be consulted on all applications. The Minister responsible for rural development must also be consulted where the property includes agricultural or forest land. These consultations run in parallel with the main administrative process but can extend the timeline if either ministry requests additional information. In practice, the defence ministry consultation rarely causes delay for standard commercial acquisitions; the agricultural ministry consultation is more likely to slow proceedings when farmland is involved.

Permit conditions are common. The MSWiA may attach conditions relating to the purpose of use, the timeline for development, or restrictions on resale. A permit granted for a logistics development does not automatically cover residential construction on the same plot. Buyers who change their intended use after obtaining a permit may need to apply for a permit amendment – a process that triggers a fresh administrative timeline. (We have seen this catch acquirers who later decided to add a residential component to a mixed-use scheme.)

The permit fee is PLN 1,570. This is one of the lowest administrative fees in Polish real estate practice and should not be confused with the total cost of the process, which includes notarial fees, tax on civil-law transactions (podatek od czynności cywilnoprawnych, PCC) at 2 percent of the property value for secondary market acquisitions, and land register update fees. For a commercial property priced at EUR 5m, PCC alone will reach approximately PLN 470,000.

What are the most common pitfalls for foreign buyers?

Agricultural land rules present the single largest source of transaction failure for foreign buyers in Poland. Under UKUR, the Krajowy Ośrodek Wsparcia Rolnictwa (National Agricultural Support Centre, KOWR) holds a statutory pre-emption right over most agricultural land above 0.3 hectares. If KOWR exercises that right, the buyer loses the property regardless of the permit already obtained. The pre-emption right applies in parallel with the MSWiA permit process, and both must be managed simultaneously. A buyer who obtains the MSWiA permit but fails to notify KOWR correctly will find that the transaction cannot close.

Border zone properties are a second recurring problem. The 15-kilometre strip along Poland's external borders – which in practical terms includes significant areas of the Warmia-Masuria, Subcarpathian, and Podlaskie regions – requires a permit even for EU nationals. Foreign investors acquiring logistics or manufacturing sites near the eastern or southern borders sometimes discover this restriction only at the notarial stage. At that point, the seller may already have received competing offers, and the deal is at risk. Our team obtained interim measures protecting an asset worth over EUR 3m for a Nordic investor's subsidiary in the Podlaskie region (summer 2025), allowing the permit process to complete without losing the property to a competing bidder.

Indirect acquisition through share purchases is the third major pitfall. An acquisition of shares in a Polish company that owns real estate triggers the Foreigners Act if the foreign buyer acquires control. Many buyers assume that purchasing a minority stake is safe. That assumption is incorrect when the minority stake, combined with existing holdings or shareholder agreements, results in effective control. The KRS filing and the underlying shareholders' agreement must both be reviewed. For disputes arising from failed transactions or contested permit conditions, see our disputes practice in Poland.

Buyers involved in construction or development projects should also be aware that the permit covers acquisition, not development. A separate planning and building permit process applies once ownership is established. Zoning rules and local spatial development plans determine what can be built, and these are addressed in detail in our analysis of spatial planning and zoning rules in Poland. Foreign tenants negotiating commercial leases before deciding whether to acquire should review our guidance on office lease review key points for UAE tenants.

How should foreign investors structure their Polish entry?

Structure matters before the permit application is filed. A non-EU/EEA investor who acquires Polish real estate through an EU-incorporated subsidiary may qualify for a broader exemption than the parent company would on a direct acquisition. This approach – establishing a Polish or EU holding vehicle before the transaction – is common in practice and entirely lawful, provided the structure is genuine and not a sham arrangement designed solely to avoid the permit requirement. Polish courts and the MSWiA have reviewed such structures and generally accept them where the EU subsidiary has real substance: a registered office, directors, and operational activity.

For commercial property acquisitions – offices, retail, industrial – the standard vehicle is a Polish spółka z ograniczoną odpowiedzialnością (limited liability company, sp. z o.o.) or a spółka akcyjna (joint-stock company, S.A.), registered in the KRS. Using a Polish company with a non-EU/EEA ultimate parent does not automatically trigger the permit requirement if the Polish company itself does not qualify as a "foreign person" under the Foreigners Act. The definition of foreign person covers natural persons without Polish citizenship, legal persons with their registered seat abroad, and entities controlled by such persons. A Polish sp. z o.o. with majority Polish or EU/EEA shareholders will generally not require a permit, even if a minority non-EU shareholder is involved.

Decision matrix for structuring:

• EU/EEA buyer, urban commercial property: direct acquisition, no permit required
• EU/EEA buyer, agricultural land: five-year residency or business operation required; consider leasing first
• Non-EU/EEA buyer, any property: permit required; consider EU subsidiary structure
• Non-EU/EEA buyer, shares in Polish real-estate company: permit required if control threshold crossed
• All buyers, border-zone property: permit required regardless of EU status

Timing is the critical variable. A well-prepared permit application filed concurrently with the preliminary agreement gives the buyer the full statutory period to obtain the permit before the long-stop date in the preliminary agreement. The preliminary agreement should set a long-stop date of at least five months from signing – accounting for the four-month administrative maximum plus notarial scheduling time. Agreements with 60-day long-stops routinely fail when a permit is required. That failure is irreversible: the deposit is forfeited, and the seller may claim further damages.

To receive an expert assessment of your acquisition structure and permit exposure, contact info@kordeckipartners.com.

If your company is considering a property acquisition in Poland and is uncertain whether a permit is required, KORDECKI & Partners will conduct a permit necessity analysis, prepare the application, manage the MSWiA and KOWR processes, and coordinate with the notary for closing. Reach out to info@kordeckipartners.com.

What to prepare – self-assessment checklist

Before instructing counsel or approaching the MSWiA, a foreign buyer should gather the following documentation and complete a preliminary self-assessment. Missing documents are the most common cause of application delays. The MSWiA will return an incomplete application, and the administrative clock does not start until the file is complete.

• Corporate structure chart showing all shareholders up to ultimate beneficial ownership level, with percentage stakes and nationalities
• Certified copy of the land register (księga wieczysta) for the target property, confirming ownership, encumbrances, and cadastral classification
• Extract from the local spatial development plan or zoning study confirming the property's designated use
• Evidence of any existing connection to Poland – prior permits, residence history, business registration in the KRS
• Preliminary sales agreement or letter of intent, reviewed for long-stop date and permit condition clauses

Buyers acquiring agricultural land must additionally prepare documentation for KOWR: a statement of intent to farm, evidence of agricultural qualifications or experience, and confirmation that the buyer will personally operate the land for at least five years following acquisition. These UKUR conditions are strict. A buyer who cannot satisfy them should explore leasing structures or consider acquiring shares in a company that already holds the land and has satisfied the personal farming requirement through its existing shareholders.

One practical point that is often overlooked: the land register entry must match the cadastral map exactly. Discrepancies between the register description and the physical boundaries of the land are common in older rural properties and must be resolved before the MSWiA application is filed. Correcting a land register entry takes a minimum of 30 days and may require a separate court proceeding if there is a dispute about the boundary.

Frequently asked questions

Q: How long does a permit application typically take, and can the transaction close before the permit is issued?

A: The standard administrative period is two months from the date the MSWiA confirms the application is complete. The MSWiA may extend this by a further two months, giving a maximum of four months. The transaction cannot close before the permit is issued – the notary will refuse to execute the final deed without a valid permit. The preliminary agreement must therefore include a long-stop date of at least five months from signing, and the buyer should file the application as early as possible after the preliminary agreement is signed.

Q: Is it true that EU citizens never need a permit to buy property in Poland?

A: This is a common misconception. EU and EEA nationals are exempt from the permit requirement for most urban residential and commercial property. However, they still need a permit to acquire agricultural or forest land unless they have been resident or operating a business in Poland for at least five years. They also need a permit for any property located within the 15-kilometre border zone. The exemption is therefore conditional, not absolute, and the buyer's specific situation must be assessed before relying on it.

Q: What happens if a required permit is not obtained and the transaction completes anyway?

A: Under Polish civil law, a transaction completed without a required permit is void. Void means the transfer of ownership never legally occurred, regardless of what the land register shows. The seller retains legal title, and the buyer has no property rights. The buyer may seek restitution of the purchase price as an unjust enrichment claim, but this is a civil litigation process that can take years. The notary who executed the deed may also face professional liability. In short, proceeding without a required permit is not a technical oversight – it forfeits the buyer's entire investment in the transaction.

KORDECKI & Partners is a law firm based in Warsaw and Krakow, advising business clients across 30 jurisdictions. Our team combines expertise in Polish and international law with a practical approach to real estate acquisition, permit procedures, and cross-border property transactions. We work with Polish entrepreneurs, foreign investors, and in-house legal teams on acquisitions ranging from single commercial units to large-scale logistics and agricultural portfolios. To discuss your situation, contact info@kordeckipartners.com.

Disclaimer: This publication is provided for informational purposes only and does not constitute legal advice. The information herein should not be relied upon as a substitute for professional legal counsel tailored to your specific circumstances. KORDECKI & Partners assumes no liability for actions taken or not taken based on the contents of this material. For advice regarding your particular situation, please contact info@kordeckipartners.com.