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2013 Investment Climate Statement - Poland


2013 Investment Climate Statement
Bureau of Economic and Business Affairs
March 2013
Report
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Openness to, and restrictions upon, Foreign Investment

Foreign investment has been at the center of Poland’s economic transformation since 1989. It is broadly welcomed not only as a source of finance, but also as a means of technology transfer, human resource development, and Polish integration into global supply chains and R&D. Since 1990, according to National Bank of Poland data, Poland has attracted an estimated $200 billion in foreign direct investment (FDI), principally from Western Europe and the United States. Investors report they are attracted to Poland’s young, well educated, low-cost work force; its proximity to major markets; its membership in the European Union (EU); its political stability; its strong economic performance in turbulent times; and its long-term growth prospects. Foreign companies invest largely, though not exclusively, to service Poland’s dynamic local market of over 37 million people and the larger European market of nearly 500 million. Foreign companies generally enjoy unrestricted access to the Polish market. However, Polish law limits foreign ownership of companies in selected strategic sectors, and still limits foreign acquisition of real estate, especially agricultural land.

Poland ranked 55 in the World Bank’s “Doing Business 2013” report, a remarkable improvement from 74th place a year earlier. Poland was the global top improver in the past year. It enhanced the ease of doing business by making it easier to register property, pay taxes, enforce contracts, and resolve insolvency. The report noted, however, that Poland's complex tax system and business regulations remain burdensome, particularly in relation to new business formation. UNCTAD’s survey of trans-national corporations, the 2012 World Investment Report, ranked Poland as the fourteenth most mentioned country as an FDI destination.

Poland has introduced a series of reforms in recent years to improve the climate for foreign and domestic investment. In 2012, the government submitted to the parliament draft laws liberalizing access to some professions and improving the accounting of the value-added tax. In July 2011, the Act Limiting Administrative Barriers for Citizens and Businesses went into effect, introducing a series of measures designed to diminish the burden of Poland's state bureaucracy. In 2007-2010, telecommunication regulations were relaxed, the foreign exchange law was simplified, tax regulations were improved, new acts shaping public-private partnerships came into force, starting and closing a business and registering property became easier, and positive changes appeared on the labor market. In 2012, Poland simplified and strengthened its administrative and legal framework for handling both insolvency and bankruptcy, including amending its bankruptcy law to simplify court procedures and extend more rights to secured creditors. Work to improve the administration of real estate registers and the public procurement law continued, and national and local governments made substantial progress in implementing a “zero-stop shop” process of enabling online new business registration. Despite these reforms, many foreign investors complained of an overly burdensome regulatory environment. To address this issue, Prime Minister Donald Tusk appointed a plenipotentiary for deregulation in November 2011. In late 2012, PM Tusk announced his support for the creation of a permanent parliamentary commission to accelerate the deregulation process in Poland.

EU Integration

Adoption of EU legislation induced the government to restrict its intervention in the private sector. Changes in regulations affecting areas such as financial markets, company and competition law, accounting, and intellectual property rights have created a better environment for business.

When it acceded to the EU in 2004, Poland committed to adopt the Euro at an unspecified future date. The global economic crisis postponed Prime Minister Tusk’s initial plan to bring Poland into the Euro zone in 2012. Though no new date has been set, government officials continue to confirm their willingness to adopt the common currency at some point. Changes in the Euro zone’s financial architecture in 2012 stimulated increased discussion of Poland's timetable for Euro adoption. Polish officials indicate the government will encourage public debate and will formally consider clarifying Poland's Euro adoption plans in 2013.

EU membership resulted in an influx of billions of Euros in new financial resources such as structural funds and cohesion funds, which are used to support investments in transport infrastructure, environmental protection, and new production technologies. Access to EU funds helped Poland avoid recession during the recent financial crisis. Poland has been among the fastest-growing economies in the EU in recent years, with 3.9% growth in 2010 and 4.3% in 2011. In 2012, economic growth slowed to just over 2%, signaling that Poland is not immune to the Euro zone crisis, even though it is still growing faster than the EU average.

Major Laws and Regulations

The basic legal framework for establishing and operating companies in Poland, including companies with foreign investors, is found in the Commercial Companies Code which entered into force in January 2001, and the Law on Freedom of Economic Activity, which entered into force in July 2004.

With few exceptions, foreign investors are guaranteed national treatment. Companies that did not have any subsidiary established in an EU country before May 1, 2004, but that conduct, or plan to commence business operations in Poland must observe all EU regulations, and may not be able to benefit from all privileges to which EU companies are entitled.

Under the amended 2000 Commercial Companies Code, companies can be established as joint-stock companies, limited liability companies, or partnerships (e.g., limited joint-stock partnerships, professional partnerships). These corporate forms are available to foreign investors who come from an EU or European Free Trade Area (EFTA) member state. They are also available to investors who are based in a country, such as the United States, that offers reciprocity to Polish enterprises. Foreign investors without permanent residence and the right to work in Poland may be restricted from participating in day-to-day Polish operations of a company.

Starting in 2014, the government is expected to introduce amendments to the corporate income tax (CIT), which will treat limited joint-stock partnerships the same as corporations (subjecting their income to CIT on a current basis). This may make limited joint-stock partnerships less advantageous as vehicles for investment than other limited or general partnership structures.

According to the Law on the National Court Register of October 1997, all companies, commercial partnerships, and sole proprietorships must be registered in the Register of Entrepreneurs, a part of the district court-managed National Court Register. The Register of Entrepreneurs is a public document. Post is unaware of any laws or regulations specifically authorizing private firms to adopt articles of incorporation or association which limit or prohibit foreign investment, participation, or control.

Foreign businesses can open branches in Poland under the provisions of the Law on Freedom of Economic Activity. Many of the requirements and procedures for opening a secondary establishment are the same as for starting up a business. The law specifies certain situations in which registration may be refused (e.g., if required documents are not submitted on time or on national security grounds).

Under the Law on Freedom of Economic Activity, branch offices are registered in the National Court Register under the name of the foreign investor, with the notation "branch in Poland." A branch office can perform any activity within the scope of business of the parent foreign investor that established the branch. In contrast, representative offices must limit their activities to promotion and advertising for the parent foreign investor. The Ministry of Economy keeps a special log of registered representative offices.

Since 2012, applicants have the ability to register a limited liability company in 24 hours. This requires filling out an e-form (a simplified deed of the company), signing it with an electronic signature, and sending it to the registry court via internet. An e-platform with records of all economic activity entities (Central Registration and Information for Economic Activity) was launched in July 2011. It is available at: www.ceidg.gov.pl

Screening and Licensing

Poland does not have any general screening mechanism for foreign firms’ entry and establishment of businesses. Authorization requirements and foreign equity limits do exist for a limited number of sectors, such as broadcasting and air transport. According to the June 2004 Law on Freedom of Economic Activity a permit from the Treasury Ministry is required for certain major capital transactions (i.e., to establish a company when a wholly or partially domestically owned enterprise is contributed in-kind to a company with foreign ownership). A permit from the Treasury Ministry is also required to lease assets to or from a state-owned enterprise. Licenses and concessions for defense production and management of seaports are granted on the basis of national treatment for investors from OECD countries. Polish law limits non-EU citizens to 49% ownership of a company’s capital shares in the air transport and the radio and television broadcasting sectors. Waivers of this restriction are not available. In the insurance sector, at least two members of management boards, including the chairman, must speak Polish. In the broadcasting sector, the number of Polish citizens on supervisory and management boards must be greater than the number of foreigners.

According to the June 2004 Law on Freedom of Economic Activity, businesses may be required to obtain governmental concessions, licenses, or permits to engage in certain activities. Sectors in which concessions are required include broadcasting, aviation, energy, weapons/military equipment, mining, and private security services. Amendments to the law in 2008 and 2010 replaced the requirement in some sectors to obtain a permit or concession with a requirement for a business to be entered into the “regulated activity register.” Such regulated activities include telecom, postal, and courier services; manufacturing of tobacco products; and manufacturing and bottling of alcohol and wine. On January 1, 2013, the market of postal services in Poland was considerably liberalized as the new Postal Law, implementing the European Parliament’s Postal Directive 2008/6/WE, entered into force.

Poland’s anti-trust authority, the Office of Competition and Consumer Protection (UOKiK), reviews investment and merger transactions for competition-related concerns. Its mandate covers transactions of a magnitude which influences, or may influence, the Polish market. Pursuant to the 2007 Act on Competition and Consumer Protection, the participants of the planned transaction must obtain UOKiK’s prior clearance when their turnover in the year preceding the application exceeded either EUR 1 billion globally or EUR 50 million in Poland. The law provides for situations in which this obligation to notify UOKiK is waived (e.g., where the turnover in Poland of the target enterprise did not exceed the equivalent of EUR 10 million in Poland in any of the two financial years preceding the notification, or if the merger involves entities belonging to one capital group). A merger or acquisition may be cleared subject to certain terms and conditions, for example the divestment of some of the assets. UOKiK may impose a fine of up to 10% of previous year’s revenue, if an enterprise, even unintentionally, carries out a merger or acquisition without obtaining prior consent. Furthermore, if this merger proved to have been anti-competitive, additional sanctions may be applied.

Limits on Foreign Ownership of Agricultural Land and Real Estate

According to Polish law, land is available to non-Polish citizens for ownership with some restrictions. Since EU accession in 2004, foreign citizens from EU member states, Iceland, Liechtenstein, Norway, and Switzerland do not need permission to purchase non-agricultural real estate, or to acquire or receive shares in a company owning non-agricultural real estate in Poland. These foreign citizens are still subject to restrictions on the acquisition of Polish agricultural land, however. Under the terms of its accession to the EU, Poland will remove nearly all of these restrictions for this category of foreign citizen by the end of a transition period lasting until May 2016.

Citizens from countries other than the EU, Iceland, Liechtenstein, Norway, and Switzerland are allowed to purchase an apartment, 0.4 hectares (4,000 square meters) of urban land without restriction, or up to one-half hectare of agricultural land with restriction. For large commercial real estate purchases, this category of foreign citizen must obtain a permit from the Ministry of Interior (with the consent of the Defense and Agriculture Ministries), pursuant to the Act on Acquisition of Real Estate by Foreigners. A foreign business intending to buy real estate in Poland may apply for a provisional permit from the Ministry of Interior, which is valid for two years from the date of issue, during which time the company is expected to assemble documents demonstrating it is a viable business. Permits may be refused for reasons of social policy or public security.

A second form of land title is the perpetual lease, under which the lease holder generally controls the property for up to 99 years, and which can be extended for up to 99 additional years. Such a perpetual tenant has the right to dispose of its interest in the land by sale, gift, or bequest. Companies report that procedures to acquire real estate are transparent and that the process is not burdensome. Foreigners can (and do) lease agricultural land, but restrictions apply to both perpetual lease agreements and outright purchases.

In December 2011, Poland amended the Land Law to spur disposition rather than lease of state-owned agricultural property. Current tenants of property exceeding 300 hectares have been given the option to purchase up to 70 percent of one contiguous property under lease, upon lease expiry. The remaining 30 percent and any additional leased state-owned agricultural land would revert back to the government upon lease expiry. No lease will be renewed for that tenant. The purchase option was opened to foreign lease holders subject to restriction during the transition period through May 1, 2016, and provided they obtain a permit to purchase agricultural land from the Ministry of Interior. As of January 2013, approximately one million hectares of state-owned agricultural property remained under the Agricultural Land Agency’s direct management, with an additional 1.6 million hectares under lease to private entities.

Privatization Program

With relatively few exceptions, the Polish government has invited foreign investors to participate in major privatization projects. In general, bidding criteria have been clear and the process has been transparent. The government intends to complete its twenty-year program of privatization of state enterprises in 2013. Some commentators have expressed concern about the level of foreign ownership of the Polish economy, especially in the banking sector, where foreign-controlled banks hold over 60% of assets. In 2011, the National Bank Supervisory board (KNF) began a program to provide loans to Polish institutions, including some that are partially state-owned, to buy foreign-owned banks. This program, which had not yet resulted in any transactions aims to increase domestic ownership of banks operating in Poland.

Discrimination against Foreign Investors

Generally, the law treats foreign and domestic investors equally, both at the time of initial investment and after an investment has been made. In the past, there have been complaints about discrimination in public procurement contracts resulting from provisions in legislation favoring domestic firms. Since May 2004, all public authorities must apply the Public Procurement Law of January 2004, as amended by the November 2007 consolidated Act on Public Procurement, when selecting suppliers and service providers in public contracts. Under this law, a joint venture between foreign and domestic firms qualifies as "domestic" for procurement considerations. On joining the EU, Poland acceded to the WTO Government Procurement Agreement.

Poland ranks as the 41st least corrupt country in the Transparency International Corruption Perception Index (CPI) out of 176 countries worldwide.

Measure

Year

Index/Ranking

TI Corruption Index

2012

Rank 41 of 176

Heritage Economic Freedom

2012

Freedom Score 64.2 (+0.1 from 2011) Rank 64 of 179

World Bank Doing Business

2012

Rank 55of 185

Note: Poland is not on the MCC (Millennium Challenge Corporation) list.

Source: http://www.transparency.org

http://www.doingbusiness.org/economyrankings/

http://www.heritage.org/Index/Country/Poland

Conversion and Transfer Policies

Foreign exchange is widely available through commercial banks as well as exchange offices. Payments and remittances in convertible currency may be made and received through a bank authorized to engage in foreign exchange transactions, and most banks have such authorization. Foreign investors have not complained of any significant difficulties or delays in remitting investment returns such as dividends, return of capital, interest and principal on private foreign debt, lease payments, royalties, or management fees.

Foreign currencies can freely be used for settling accounts.

Poland provides full IMF Article VIII convertibility for current transactions. The October 1, 2002, Polish Foreign Exchange Law, as amended, fully conforms to the OECD Codes of Liberalization of Capital Movements and Current Invisible Operations.

The Foreign Exchange Law distinguishes between residents and non-residents. It defines residents as natural persons whose center of vital (economic or personal) interests is in Poland or individuals who spend more than 183 days in a tax (calendar) year in the country; companies having their registered office in Poland; and non-resident-created branches, representative offices, and enterprises within the territory of Poland. However, provisions of an applicable tax treaty may limit Poland’s ability to tax this income. Under the Law, non-residents include: natural persons with foreign residence; companies seated outside Poland; and branches, representative offices, and enterprises created by residents outside the territory of Poland.

Countries that are members of the European Economic Area (EEA) or OECD are accorded the same treatment as countries that are members of the EU. In general, foreign exchange transactions with the EU, OECD, and EEA countries are not restricted.

Except in limited cases which require a permit, a foreigner may convert or transfer currency to make payments abroad for goods or services and also may transfer abroad his share of after-tax profit from operations in Poland. Foreign investor capital within Poland may be freely withdrawn from Poland in instances of liquidation, expropriation, or decrease in capital share. Full repatriation of profits and dividend payments is allowed without obtaining a permit. However, a Polish company (including a Polish subsidiary of a foreign company) must file and pay withholding taxes with the Polish tax authorities on any distributable dividends unless a double taxation treaty is in effect. A double taxation treaty is in place between Poland and the United States, but an updated bilateral tax treaty is expected to be signed at the beginning of 2013. The new treaty is meant to replace the existing agreement and conform to the OECD Model Tax Convention on Income and on Capital.

Foreign exchange regulations require non-bank entities dealing in foreign exchange or acting as a currency exchange bureau to submit reports electronically to the National Bank of Poland (NBP) at http://sprawozdawczosc.nbp.pl. An exporter may open foreign exchange accounts in the currency it chooses.

Poland does not prohibit remittance through legal parallel markets utilizing convertible negotiable instruments (such as dollar-denominated Polish bonds in lieu of immediate payment in dollars). As a practical matter, however, such payment methods are rarely, if ever, used.

Expropriation and Compensation

Article 21 of the Polish Constitution states: "expropriation is admissible only for public purposes and upon equitable compensation." The Law on Land Management and Expropriation of Real Estate provides that property may be expropriated only in accordance with statutory provisions such as those concerning construction of public works, national security considerations, or other specified cases of public interest. The government must pay full compensation at market value for the expropriated property.

Dispute Settlement

Until recently, investment disputes were common, often involving state-owned enterprises, difficulties obtaining permits, or heavy-handed government regulatory actions. In the last several years, however, the sale of state-owned enterprises, the government's move toward full adoption of EU regulations, and the passage of legislation more clearly defining the role of the state in economic activity have led to a reduction in the number of investment disputes.

Legal System

The Polish legal system is code-based and prosecutorial. The judiciary acts independently. The Polish judicial system generally upholds the sanctity of contracts. Monetary judgments are usually made in local currency. Generally, foreign firms are wary of the slow and over-burdened Polish court system, preferring to rely on other means to defend their rights. Contracts involving foreign parties frequently include a clause specifying that disputes will be resolved in a third-country court or through offshore arbitration. The Ministry of Justice continues work to simplify court procedures and ensure timely court proceedings.

Poland's Bankruptcy Law provides a company’s creditors or its governing bodies (i.e., its Board of Directors or another body, depending on the corporate form of the debtor) may file declarations of bankruptcy. Creditors of an insolvent company must file a claim in writing. The Creditors Preliminary Assembly has the right to decide, at the initial stage of the bankruptcy process, whether a workout agreement is possible or whether assets of a bankrupt company should be liquidated. Liabilities are repaid in the following order: cost of legal proceedings; employee remuneration; liabilities to the State and Social Security Fund (ZUS) secured by a mortgage or pledge; other liabilities secured by mortgages or pledges; other taxes and other public liabilities; other liabilities. The Mortgage Banking Act of 1997 and the Law on Registered Pledges and Pledge Registry of 1997 (with later amendments) protect qualified mortgagors and secured creditors against subsequent tax liens and other secured and unsecured claims. Amendments to the Act on Land and Mortgage Registers and Mortgages came into effect in February 2011, broadening the opportunities to use mortgages as a means of security and simplifying mortgage proceedings. In 2012, Poland strengthened its insolvency process by updating guidelines on the information and documents that need to be included in the bankruptcy petition and by granting secured creditors the right to take over claims encumbered with financial pledges in case of liquidation.

Arbitration

A permanent arbitration tribunal to settle disputes arising from international commercial activities operates through the Polish Chamber of Commerce. There is a number of arbitration bodies associated with chambers representing various sectors of the economy, employers’ confederations, or local chambers of commerce. It is also possible to appoint ad-hoc conciliatory tribunals to settle a particular dispute.

Arbitration body decisions are not automatically enforceable in Poland; they must be confirmed in a Polish court. Under the Polish Civil Code, local courts accept and enforce judgments of foreign courts. Poland is party to four international agreements on dispute resolution, with the Ministry of Finance acting as the government's representative:

1. The 1923 Geneva Protocol on Arbitration Clauses

2. The 1958 New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards

3. The 1961 Geneva European Convention on International Trade Arbitration

4. The 1972 Moscow Convention on Arbitration Resolution of Civil Law Disputes in Economic and Scientific Cooperation

Poland is not a party to the Convention on the Settlement of Investment Disputes between States and Nationals of Other States (Washington Convention).

Performance Requirements/Incentives

Poland has not notified the WTO of any measures it maintains that are inconsistent with its obligations under the TRIMS Agreement.

Poland generally does not impose performance requirements for establishing or maintaining an investment.

In April 2002, the Polish Parliament passed a law addressing financial support for investments, which stipulates that a company investing in Poland, either foreign or domestic, may receive assistance from the Polish government. A number of incentives are potentially available to foreign investors in Poland:

- Income tax and real estate tax exemption in Special Economic Zones (SEZ);

- Investment grants of up to 50% (70% for small- or medium-sized enterprises) of investment costs;

- Grants for research and development;

- Grants for other activities, such as environmental protection, training, logistics, or creating renewable energy sources;

- Potential partial forgiveness of commercial debt owed to a state-owned bank incurred for the acquisition of technology; and

- Varying incentives related to acquiring or developing new technology.

Regulations on special economic zones and on public assistance to entrepreneurs provide the basis for exemptions from income tax or other incentives. The amount of assistance (e.g., tax exemptions, grants, etc.) available to investments outside of SEZs varies from region to region. The government produces a "regional aid map" which specifies an assistance ceiling for each region, expressed as a percentage of a project's new investment or employment costs. In case of investment projects not exceeding EUR 50 million, the ceiling may be increased by 20% for small companies and 10% for medium-sized companies. The regional ceilings on aid for 2007-2013 are:

Region

Regional Aid Ceiling (% of Investment Cost)

Warsaw

30%

Mazovia region

30%

Pomerania, West Pomerania, Upper and Lower Silesia, and Wielkopolska

40%

Other regions of Poland

50%

Large investments that the government considers crucial for the Polish economy may qualify for the “Program to support investments of high importance to the Polish economy for 2011-2020,” which the government adopted on July 5, 2011. Unlike the previous multi-annual support program, this program does not permit combining different types of aid--such as employment grants, tax exemptions, and preferential land prices--unless the government gives explicit consent. The new program for granting support to strategic sectors/branches (e.g., the auto industry, electronics, civil aviation, bio-technology, modern business services, and R&D) in the years 2011-2020 has a budget of PLN 727 million ($214 million). This program is also open to businesses planning new investments in production other than within the above mentioned sectors, provided the project's value is at least PLN 1.0 billion ($300 million) and it creates at least 500 new jobs. At the end of 2012, Poland’s Economy Ministry presented an outline of a plan to attract foreign investors from key sectors to regions with high unemployment rates with “strategic investments” grants. The plan proposes giving larger, but fewer, grants to investors in these regions.

The level of tax or other investment incentives is based on the relative prosperity of the region where the investment is made, the size of the investment, the number of jobs created, and the sector of the economy involved. Strategic investors may obtain an exemption from or reduction in real estate tax, as well as additional local incentives. All such exemptions must be negotiated with local authorities.

Offset Requirements

The Polish government imposes offset requirements on some defense-related contracts in order to ensure that foreign suppliers help the restructuring and development of the Polish economy, and in particular the defense industry. Offsets are also meant to promote Polish exports, facilitate technology transfer, and develop Polish universities and R&D centers.

Legislation adopted in 1999 and the Regulation of the Council of Ministers of May 18, 2007, governs the imposition of “compensation agreements” concluded in connection with contracts for deliveries of armaments or military equipment from a foreign supplier. Such offset agreements are obligatory for contracts exceeding EUR 5 million from a single foreign supplier within three consecutive years.

Foreign Participation in Government-Financed Research

The government allows foreign firms’ participation in government-funded research and development projects of the National Center for Research and Development (NCRD) and the National Science Center (NSC). Foreign companies have not participated in any such projects to date; however, NCRD initiated in November 2012, a $150 million program called “BRIdge VC: Research, Development, Innovation with the participation of venture capital funds,” which permits commercial partners to participate in the early stages of public research projects. Thanks to this program national and foreign companies will be able to cooperate on commercializing scientific knowledge and know-how. At present, foreign capital (including American) backs over 100 R&D institutions. Of these institutions, 56 are fully foreign-owned and are carrying out research across various sectors of the economy.

Foreign Participation in Privately-Financed Research

Outside the government’s effort to facilitate entry of venture capital through government-financed projects led by the NCRD and NSC, foreign firms can invest in research and development projects involving non-strategic fields, subject to applicable requirements related to permitting, licensing, and registering as a Polish legal entity.

Visa and Work Permit Requirements

Foreign investors can and do bring personnel to Poland. With some exceptions, foreign workers must have a work visa. All EU citizens are free to work in Poland without first obtaining a work permit. In addition, Poland has opened its labor market to workers from member countries of the European Free Trade Area (EFTA).

On February 1, 2009, amended regulations on employment of foreigners entered into force, simplifying procedures and reducing the paperwork needed to employ foreigners.

Citizens from Ukraine, Belarus, Georgia, Moldova, and Russia, and certain other countries may work temporarily (up to six months per year) in Poland without a permit. However, Polish employers must submit written statements of their intention to employ foreigners.

U.S. citizens continue to be subject to Poland's work and residency permit regulations, unless they have otherwise established permanent residency in Poland or elsewhere in the EU. Poland's visa and work permit regulations offer the possibility for non-EU/EFTA citizens to live and work in Poland under certain conditions. In practice, however, foreign firms and individuals have experienced difficulty in obtaining both visas and work permits. Poland requires an applicant to apply for a visa in his or her home country, rather than in Poland or in neighboring countries. This procedure is often burdensome. Provincial authorities, who vary greatly in speed and willingness, issue work permits.

Discriminatory or Preferential Export/Import Policies

The government supports exporters through export credit guarantees from a state-owned insurance entity (KUKE). KUKE provides credit guarantees for all firms registered in Poland (including foreign firms and firms with foreign capital). The state-owned Bank Gospodarstwa Krajowego (BGK), operates a system of supplementary payments from the state budget to fund medium- and long-term fixed interest credits for exports’ financing (DOKE). It also offers loan repayment sureties/guarantees, granted in cooperation with banks providing credit facilities under the government program “Supporting Entrepreneurship through BGK Sureties and Guarantees.”

Right to Private Ownership and Establishment

Domestic and foreign private entities generally may freely establish, acquire, or dispose of a business, and may engage in almost all forms of lawful economic activity. Participation of foreigners is restricted in the broadcasting and air transportation sectors, while foreign ownership of other than a small amount of real estate property requires a government permit.

The Civil Code, as amended, regulates property rights among individuals or legal entities. Civil Code regulations are based on the principles of equality of all parties regardless of their ownership status, equivalency of obligations, discretion, protection of private ownership, and freedom of contracts.

Protection of Property Rights

Poland has a non-discriminatory legal system accessible to foreign investors that protects and facilitates acquisition and disposition of all property rights, including land, buildings, and mortgages. Many investors, foreign and domestic, complain that the judicial system is extremely slow. Foreign investors often voice concern about frequent or unexpected changes in laws and regulations.

The 1997 Mortgage Banking Act provided that a licensed bank-recorded mortgage takes priority over subsequent tax liens and other secured and unsecured claims. Outstanding residential mortgage debt grew rapidly from 2005 to 2008. In comparison to most Western countries, the mortgage market in Poland is still relatively small at around 20% of GDP.

Intellectual Property

The Polish Government views protecting intellectual property (IP) rights as a core element of Poland's economic development. Its efforts have led to a significant reduction in the availability of pirated goods at border and open-air markets. Industry groups tell Post they no longer consider physical piracy a serious problem in Poland, although the prevalence of internet piracy is a growing issue. Due to the improving protection of IP, Poland was removed from the USTR Special 301 Watch List in April 2010.

Poland acceded to the WTO in 1995 and TRIPS in 1996 and has implemented and enforced all related WTO and TRIPS agreements. After Poland’s accession to the EU in 2004, all trade policy issues have been managed by the EU General Directorate for Trade. Poland joined WIPO in 1975. Poland has ratified the WIPO internet treaties; the WIPO Copyright Treaty and WIPO Performance and Phonograms Treaty were ratified in 2003.

Transparency of the Regulatory System

Regulatory unpredictability and high levels of administrative red tape are recurring complaints of investors. Foreign and domestic investors must comply with a variety of laws concerning taxation, labor practices, health and safety, and the environment. Complaints about these laws, especially the tax system, center on the lack of clarity and often-draconian penalties for minor errors. Under the 2004 Law on Freedom of Economic Activity, inspections are fewer and shorter than in the past. The establishment of the Central Anti-Corruption Office (CBA) in 2006 increased the number of institutions authorized to perform inspections in companies. However, the CBA is entitled to perform inspections of companies only in cases where the State's interest is linked with a business interest (e.g., cases in which a government official carries out economic activity, or government officials make decisions in such areas as privatization, public tenders, licensing, exemptions, quotas, or guarantees favoring certain firms or persons).

The government continues to implement a reform package aimed at streamlining bureaucratic hurdles, such as procuring the licenses and permits required to open a business. The government has passed amendments to a number of business related regulations in such areas as foreign exchange, taxes, public procurement, enforcing contracts (amendments to the civil procedure code and appointment of more judges to commercial courts), and resolving insolvency (amendments to bankruptcy and reorganization law to simplify court procedures and extend more rights to secured creditors), thus creating a friendlier environment for entrepreneurs.

Revisions to the corporate tax code, which started in 1999, improved transparency and lowered tax rates. Since 2004, the corporate income tax (CIT) rate has been 19%. The July 2011 Act Limiting Administrative Barriers for Citizens and Businesses amended many different laws in order to cut administrative red tape for businesses. Major amendments include, for example: replacing certificates from official registers with declarations from the businesses themselves, the ability to convert from one business form to another, and a reduction of National Court Register fees. The business community has enthusiastically greeted the act because it eases administrative procedures, streamlines issuance of certain licenses and permits, and reduces the related costs for businesses. In 2012, the Justice Minister announced an initiative to liberalize access to a large number of professions. Poland currently leads the EU in the number of professions (380) that require government licensing, ranging from lawyers and stockbrokers to physical therapists, taxi drivers, and real estate agents.

Proposed laws and regulations are published in draft form for public comment, but in practice the period allotted for public consultations is often limited. Starting in February 2011, Polish citizens can track the legislative process of proposed legislation within the Prime Minister’s Office on the government’s webpage.

Pharmaceuticals

Global innovative pharmaceuticals companies consistently report that the process the Ministry of Health uses to add new products to the government’s drug reimbursement list remains non-transparent and slow. Meaningful access to the Polish pharmaceuticals market often hinges on whether a drug appears on the reimbursement list, since doctors most often prescribe drugs from the list. The Polish National Health Fund subsidizes purchases from the list, making them more affordable for patients.

In 2008, the Ministry of Health adopted a practice of requesting recommendations on reimbursement applications from the Health Technology Assessment Agency. Pharmaceuticals companies contend that this has decreased transparency further and increased the delay in acting on reimbursement applications. Inability to add new products to the reimbursement list has undermined U.S. and international innovative drug producers’ market position in favor of the Polish generics industry.

Broad healthcare reform legislation took effect on January 1, 2012. Among other measures, the reform mandates that the Polish government pay the lowest reimbursement prices in the EU for prescription medicine. Representatives of the pharmaceutical industry have complained that the methods the Ministry of Health employs to meet this mandate are inconsistent and opaque. In December 2012, the Minister of Health announced that the Ministry had been analyzing the impact of the Reimbursement Law, and suggested it might amend it.

Standards-setting Organizations

Government agencies set industry standards. These agencies are not required to consult with domestic or foreign firms when establishing standards, but usually do so. Domestic firms tend to have more influence than foreign firms in the consultation process.

Efficient Capital Markets and Portfolio Investment

Capital Markets

Poland has healthy equity markets that facilitate the free flow of financial resources. Banks can and do lend to foreign and domestic companies. Companies can and do borrow abroad and issue commercial paper.

Equity markets include the Warsaw Stock Exchange (WSE), the "New Connect" trading platform, the Bond Spot S.A. (formerly called the Central Table of Offers "CeTO," an over-the-counter derivatives market), the Electronic Treasury Securities Market (which operates on a basis similar to the NASDAQ), and CATALYST (the first market in debt securities in Central and Eastern Europe). The WSE Energy Market is a transaction platform for energy deals and energy-related futures for traders and investors. On December 20, 2012, Poland established a Gas Exchange, which enables trading in forward contracts, spot transactions, and serves as a transparent source of information regarding natural gas transactions. The Gas Exchange, part of the Warsaw Stock Exchange Group, also represents an important step in liberalizing the gas market in Poland.

In July 2010, the WSE signed a contract to use the NYSE Euronext trading platform. The agreement to switch over to the Universal Trading Platform (UTP), now scheduled for April 2013, is part of the WSE’s strategy to make Warsaw the dominant exchange for Central Europe. The WSE believes the UTP will improve liquidity, reduce the cost of trading, make it easier for American and other international investors to trade shares in WSE-listed companies, and facilitate trading in instruments in new market segments dedicated to specific product groups (e.g., warrants and structured products).

In 2011, WSE extended its daily trading sessions (0800GMT-1730GMT) and changed the calculation of trading statistical data (calculation is based on the value of transactions, not on the sum of sales and purchases as it was previously) in an effort to attract more foreign investors. Similar to other exchanges, the WSE is considering shortening its trading sessions as costs seem to outweigh the benefits from longer sessions.

Poland’s capital market is regulated by the following legal acts:
- Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and on Public Companies;
- Act on Trading in Financial Instruments;
- Act on Capital Market Supervision.

Each of these acts addresses one of the three main aspects of capital market operations: the primary market, secondary trading, and market supervision. Statutory regulations meet the standards of the Single European Financial Market, as defined in directives of the European Parliament and Council, and regulations of the European Commission.

The Warsaw Stock Exchange operates under the Act on Trading in Financial Instruments (July 2005, as amended) under the supervision of the Polish Financial Supervision Authority (PFSA) (Act on Capital Market Supervision of July, 2005, as amended). The rules concerning the organization of trading, order placement, and execution of transactions are defined in the WSE Rules and in Detailed Exchange Trading Rules.

Since September 2006, the Financial Supervision Commission has performed the regulatory tasks the Securities and Exchange Commission performed previously. In 2009, Polish regulations were adjusted to the provisions of the EU’s 2004 Transparency Directive, which deals with reporting requirements for companies listed in a member state of the EU or the European Economic Area, thereby making the Polish capital markets more accessible to foreign investors and foreign public companies. Polish regulatory authorities have paid increasingly greater attention to market communication, the protection of minority investors, and combating fraud and insider trading.

The May 2004 Act on Investment Funds allows for open-end, closed-end, and mixed investment funds, as well as the development of securitization instruments in Poland. In general, no special restrictions apply to foreign investors purchasing Polish securities.

Investment funds, consulting companies, investment banks, special funds belonging to financial corporations, companies in the IT sector, and individuals conduct venture capital activity. Many participants in this area are foreign companies or companies with a foreign shareholder that have funds and experience in this type of activity on the domestic market. Many venture capital-established companies operate in the IT and media sectors. In recent years, the biggest increase in such investment was in the consumer goods sector, services, and healthcare. The financial crisis has created some fundraising difficulties, in particular for venture capital funds focusing on high-risk start ups and technology-intensive companies.

Credit Allocation

Credit allocation is on market terms. The government, however, maintains some programs offering below-market rate loans to certain domestic groups, such as farmers and homeowners. Foreign investors and domestic investors have equal access to the Polish financial markets. Private Polish investment is financed from retained earnings and credits, while foreign investors utilize funds obtained outside of Poland as well as retained earnings. Polish firms raise capital both in Poland and in other countries.

Legal, Regulatory, and Accounting Systems

Polish accounting standards do not differ significantly from international standards. In cases where there is no national accounting standard, the appropriate International Accounting Standards may be applied. As of January 1, 2008, all banks are obliged to follow the principles of the Basel II capital accord. These regulations increase sensitivity to risk and should lead to improved performance in the banking sector. Poland is in the process of harmonizing legal, regulatory, and accounting systems with those in the EU. Poland’s Financial Supervision Authority (KNF) has been introducing stricter requirements on sales of foreign currency loans. Major international accounting firms provide services in Poland and are familiar with U.S., EU, and Polish accounting standards.

Portfolio Investment

The Polish regulatory system fosters and supervises the portfolio investment market. Both foreign and domestic investors may place funds in demand and time deposits, stocks, bonds, futures, and derivatives. The markets for blue-chip stocks and Treasury bills are liquid, but some other investments are not. In 2011, the WSE launched the first official Treasury bond index: the Treasury Bond Spot Poland (TBSP) Index.

Banking System

The banking sector remains sound with major banks well capitalized. Supervision and risk management have proven efficient in containing excessive risk-taking. At the end of October 2012, the banking sector was made up of 643 entities, the majority of which were small cooperative banks (573). Commercial banks dominate the sector with over 90% of total banking sector assets at the end of October 2012. Among commercial banks, four, including the largest bank by assets, PKO BP, were directly or indirectly state-owned. Foreign-owned banks accounted for over 60% of the Polish banking system’s assets in 2012. Market concentration is increasing slowly, with the top five banks’ portion of assets rising to 45.2% October 2012, from 44.9% in 2011.

After decreasing in 2011, the proportion of bad loans slightly increased in 2012, as a result of a slowdown in the economy and deteriorating situation of some debtors, a decrease in nominal total lending to the corporate sector, and a smaller-scale sale of bad consumer and corporate debts by banks to debt collecting companies. At the end of June 2012, 11.1% of commercial bank claims on corporations (7.6% of household loans) were classed as non-performing, up from 10.3% (7.3% of household loans) at the end of June 2011.

Unregulated quasi-banks make up an estimated 0.4% of the Polish financial system. The sector is growing as conditions for accessing credit become stricter. The 2012 collapse of the firm Amber Gold put Poland’s quasi-banks at the center of public attention and revealed that the Polish government has not taken sufficient steps to adequately regulate this part of the financial market. The Amber Gold fraud, while highly publicized was relatively small in terms of the actual amounts of money involved­, and had no impact on the broader health of the Polish financial system.

Cross-shareholding

Cross-shareholding arrangements are rare and play a minor role in the Polish economy.

Hostile Takeovers

Neither the government nor private firms have taken measures to prevent hostile takeovers by foreign or domestic firms. Hostile takeover attempts are rare.

Competition from State Owned Enterprises

State-owned entities (SOEs) still dominate some sectors, most notably heavy industry (coal, chemicals) and utilities. The same standards are generally applied to both private and public companies with respect to access to markets, credit, and other business operations such as licenses and supplies. Officials at various levels of government occasionally exercise their discretionary authority to assist state-owned enterprises. For example, tax authorities have not pressed some large, troubled state-owned enterprises to pay taxes to avoid forcing those enterprises into bankruptcy. Nevertheless, in line with EU standards governing competition, the commercial code that took effect in 2001 established a more level playing field.

In general, SOEs aspire to pay their own way, financing their operations and funding further expansion through profits generated from their own operations. SOEs are governed by a board of directors and most pay an annual dividend to the government. SOEs prepare and disclose annual reports.

Since EU accession, government activity favoring state-owned firms has received careful scrutiny from Brussels.

Corporate Social Responsibility (CSR)

CSR is a relatively new concept in Poland, but there is an increasing interest in it. Well-planned and deliberate corporate community investment (CCI) programs are one of the strengths of Polish companies. Polish firms have become more aware of their responsibilities for the environment, and some have developed innovative strategies to minimize their carbon footprint. More and more companies are starting to report on their CSR activities and compile CSR reports based on international reporting standards. Polish business and management students are active in this area, as well taking part in organizing events, conferences, and seminars on CSR issues, filling a gap in the education system (which does not cover this topic). Nevertheless, CSR initiatives involving top managers and CEOs are lacking, showing that CSR is not uniformly treated as an integral element of business strategy. There are few professionals dealing with CSR, and most companies do not have dedicated CSR departments or programs, instead relying on public relations specialists to implement their CSR activities. Many Polish companies, particularly small and medium enterprises, lack the knowledge and experience to implement generally accepted CSR practices effectively, such as the OECD Guidelines for Multinational Enterprises. There is no specific legislation to promote CSR good practices among Polish companies; however, the Ministry of Economy is tasked with supporting the implementation of CSR programs in Poland. (www.csr.gov.pl)

Multinational firms are leading the development of CSR in Poland. Most foreign companies have a CSR program in line with international standards. Additionally, the American Chamber of Commerce in Poland has a CSR committee to encourage implementation of responsible business practices and to support the development of quality CSR programs among member firms.

Political Violence

Poland is a politically stable country. Constitutional transfers of power are orderly. The last parliamentary elections took place in October 2011; the new government formed in November 2011. The next elections will be in 2014 for Poland's members of the European Parliament and local elections.

There have been no confirmed incidents of politically motivated violence toward foreign investment projects in recent years. Poland has neither belligerent neighbors nor insurgent groups. The Overseas Private Investment Corporation (OPIC) provides political risk insurance for Poland but is not frequently used, as competitive private sector financing and insurance are readily available.

Corruption

Poland has laws, regulations, and penalties aimed at combating corruption. Although corruption remains a recognized and continuing problem, its scale and impact on economic growth and development has considerably diminished since the beginning of the 1989 transformation from Communism. In 2012, Transparency International (TI) ranked Poland 41st among 176 countries (with first place being least corrupt). In 2011, Poland also ranked 41st.

In June 2012, TI issued a report on corruption in twenty-five European countries. According to the report, Poland is one of the Eastern and Central European countries which has made considerable progress in combating corruption but still has many gaps in its legal regulations, and Polish watchdog organizations lack capacity. The report praises Poland for its code of conduct for parliamentarians, including regulations which prohibit conflict of interest and oblige parliamentarians to report on their income and financial interests. TI also praises the effective supervision over party finances by the non-partisan State Electoral Committee.

Poland established the Central Corruption Office (CBA) in 2006. It answers directly to the office of the Prime Minister and is the primary law enforcement agency responsible for investigating public corruption. It coordinates anti-corruption activities with other public institutions, such as the police and the internal security services, particularly the Polish Internal Security Agency (ABW). The Justice Ministry and the police are responsible for enforcing Poland’s anti-corruption criminal laws. The Finance Ministry administers tax collection and is responsible for denying the tax deductibility of bribes.

Reports of alleged corruption most frequently appear in connection with government contracting and the issuance of a regulation or permit that benefits a particular company. Allegations of corruption by customs and border guard officials, tax authorities, and local government officials show a decreasing trend. If such corruption is proven, it is usually punished. Overall, U.S. firms have found that maintaining policies of full compliance with the U.S. Foreign Corrupt Practices Act is effective in building a reputation for good corporate governance and that doing so is not an impediment to profitable operations in Poland.

One of the chief tools in preventing corruption is a transparent system of government procurement by open tender at all levels of government. A 1997 law restricts economic activity for those holding public positions. This law prevents a public official from engaging in business activities where he or she would have a conflict of interest while he or she is an official and for one year thereafter. The law applies to parliamentarians, government officials, and local officials. On July 1, 2003, new penal code regulations combating corruption came into force. These amendments include: no punishment for those from whom bribes are extracted when they inform police about this fact, a broader definition of a public official, and seizure of assets if an accused person does not prove they derive from a legal source.

Bribery and abuse of public office are crimes under the Polish Criminal Code. Penalties include imprisonment from six months to 12 years, and forfeiture of items derived from an offense.

Poland ratified the OECD Convention on Combating Bribery in 2000. Implementing legislation, which came into effect on February 3, 2001, classifies the payment of a bribe to a foreign official as a criminal offense, the same as if it were a bribe to a Polish official.

Due to the overall decrease in corruption, Transparency International closed its Polish chapter in 2011.

Bilateral Investment Agreements

As of March 2008, Poland had ratified 60 bilateral investment agreements: Albania (1993); Argentina (1992); Australia (1992); Austria (1989); Azerbaijan (1999); Bangladesh (1999); Belgium and Luxembourg (1991); Belarus (1993); Bulgaria (1995); Canada (1990); Chile (2000); China (1989); Croatia (1995); Cyprus (1993); the Czech Republic (1994); Denmark (1990); Egypt (1998); Estonia (1993); Finland (1998); France (1990); Germany (1990); Greece (1995); Hungary (1995); India (1997); Indonesia (1993); Iran (2001; although they support international sanctions regimes); Israel (1992); Italy (1993); Jordan; Kazakhstan (1995); Kuwait (1993); Latvia (1993); Lithuania (1993); Macedonia (1997); Malaysia (1994); Moldova (1995); Mongolia (1996); Morocco (1995); the Netherlands (1994); Norway (1990); Portugal (1993); Romania (1995); Serbia and Montenegro (1997); Singapore (1993); Slovenia (2000); Slovakia (1996); South Korea (1990); Spain (1993); Sweden (1990); Switzerland (1990); Thailand (1993); Tunisia (1993); Turkey (1994); Ukraine (1993); United Arab Emirates (1994); the United Kingdom (1988); the United States (1994); Uruguay (1994); Uzbekistan (1995); Vietnam (1994).

The United States and Poland signed a Treaty Concerning Business and Economic Relations in 1990; it entered into force in 1994 for an initial period of ten years. The Treaty grants U.S. investors domestic privileges and provides for international arbitration in the case of investment disputes. Ratification of the amended bilateral treaty on business and economic relations took place in October 2004. In 1974, the United States and Poland signed a double taxation treaty. This treaty will be replaced with a new one to be signed in 2013. Prior to its accession to the EU, Poland reviewed its agreements with third countries for their compatibility with EU law. In June 2004, Poland completed the necessary amendments to bring the U.S.-Poland 1990 Business and Economic Relations Treaty (referenced above) into compliance with EU regulations. The U.S. - Poland “Totalization Agreement,” signed on April 2, 2008, became effective in April 2009. The Agreement stops dual taxation, opens the door for payments to suspended beneficiaries, and allows transfer of benefit eligibility.

OPIC and Other Investment Insurance Programs

The Overseas Private Investment Corporation (OPIC) provides political risk insurance for U.S. companies investing in Poland against political violence, expropriation, and inconvertibility of local currency. OPIC offers medium and long-term financing in Poland through its direct loan and guarantee programs. Direct loans are reserved for U.S. businesses or cooperatives. Loan guarantees are issued to U.S. lending institutions.

The World Bank's Multilateral Investment Guarantee Agency also provides investment insurance similar to OPIC's for investments in Poland.

Poland maintains full convertibility of the zloty, apart from a few restrictions on short-term capital movements. Foreign currency is freely available from the banking system. At the height of the global financial crisis, short-term foreign currency lending, particularly interbank-lending, slowed following parent institution tightening (subsidiaries of large European banks dominate Poland’s banking sector). However, the government and Central Bank took some measures (similar to other major economy responses) to provide short-term liquidity, and the problem has since eased.

Labor

Poland has a well-educated, skilled labor force. Productivity remains below Western standards but is rising rapidly, and unit costs are competitive. At the end of 2012, the average gross wage in Poland was around $1220 per month. From January to November 2012, wages in the corporate sector increased by 3.6%, after rising 5.1 % during 2011.

Poland's economy employed around 16 million people at the end of 2012, with unemployment at 10.4% in October 2012 (as measured according to standard EU and International Labor Organization (ILO) methodology). Unemployment varied substantially from one region to another. At the end of 2012, the lowest levels of unemployment were in major urban areas.

Polish workers are usually eager to work for foreign companies and have taken advantage of opportunities for employment in Great Britain, Ireland, Belgium, and the Netherlands. Since Poland joined the EU, over one million Poles have sought work in Western Europe and an estimated two million live abroad.

Polish companies suffer from shortages of qualified workers. Among the most sought-after specialists are engineers, IT specialists, salespersons, project managers, and technical advisors. Manufacturing companies are looking for welders, bricklayers, machinery and forklift operators.

Overall, employment in the public sector continues to shrink as the private sector grows. Employment has expanded in service industries such as information technology, manufacturing, and administrative and support service activities. The state-owned sector still employs about a quarter of the work force, although employment in fields such as coal mining, steel, and energy is declining.

In 2012, Poland revised its pension system and implemented legislation that will gradually raise the retirement age for both men and women to 67 . The age had been 65 for men and 60 for women. The retirement age has also been raised for people in the uniformed services, such as the police and army, who are covered by a separate pension system.

The influence of trade unions is declining, though they remain powerful in the coal-mining industry and shipyards. The trade unions were vocal in their opposition to the 2012 changes in the pension system.

The 1996 Labor Code governs most aspects of employee-employer. This outlines employee and employer rights in all sectors, both public and private, and has been gradually revised in order to adapt to EU standards. The Polish government also adheres to the ILO Convention protecting worker rights.

From January 1 to July 2, 2012, illegal immigrants residing in Poland continually since December 20, 2007, were able to submit applications to legalize their stay under a new amnesty program. The highest number of applicants were from Vietnam (2,182), followed by Ukrainians (2,013) and Pakistanis (1,420). According to various sources, there are between 30,000 to 500,000 illegal immigrants in Poland. Many come from Ukraine, Vietnam, and Russia.

Foreign Trade Zones / Free Ports

Foreign-owned firms have the same investment opportunities as Polish firms to benefit from foreign trade zones (FTZs), free ports, and special economic zones. The 2004 Customs Law regulates operation of FTZs in Poland. The Minister of Finance, in cooperation with the Minister of Economy, establishes duty-free zones. The Ministers designate the zone’s managing authorities, usually the provincial governors who issue the operating permits to interested companies for a given zone.

Most activity in FTZs involves storage, packaging, and repackaging. As of October 2012, there were seven FTZs: Gliwice, near Poland’s southern border; Terespol, near Poland’s eastern border; Mszczonow, near Warsaw; Warsaw’s Frederic Chopin International Airport (duty-free retail trade within the airport); Szczecin; Swinoujscie; and Gdansk. Duty-free shops are available only for travelers departing to non-EU countries.

There were also eleven bonded warehouses: Gdynia (sea port); Krakow-Balice (airport); Wroclaw-Strachowice (airport); Katowice-Pyrzowice (airport); Gdansk-Trojmiasto (airport); Lodz (airport); Braniewo (near Olsztyn); Poznan-Lawica (airport); Rzeszow-Jasionka (airport), Warszawa Modlin (airport), and Lublin (airport).

Commercial companies can operate bonded warehouses, and customs and storage facilities are operated pursuant to custom authorities’ permission. Bonded warehouses can be open to the general public, while a private warehouse is reserved for the warehouse keeper’s goods. The authorization to operate such a customs warehouse can be issued only to persons established in the EU.

Foreign Direct Investment (FDI) Statistics

Poland is a net capital importer. According to the National Bank of Poland’s (NBP) preliminary data, inbound FDI in 2011 amounted to $18.9 billion (over 3.7% of GDP), a sharp rise compared to the revised $14.1 billion in 2010 (around 3% of GDP) and well above the government’s 2011 projection (between $12 and $13 billion).

According to NBP data, the decisive majority of FDI comes to Poland from other European Union countries. A significant share of EU investment is attributable to European subsidiaries of U.S. firms.

Other capital (mainly credits) accounted for over 50% of the FDI inflows in 2011, while around 30% consisted of reinvested profits (funds foreign companies use for further development) and only 13% of FDI consisted of equity capital (usually new funds related to the establishment of businesses in Poland). Among the leading investor-countries in 2011 were: Luxembourg, Spain, Germany, and Sweden. Luxembourg is a “transit” country for foreign investors due to its opportune legal and tax system.

At the end of 2011, Poland's cumulative inbound FDI totaled around $200 billion, according to NBP data. Despite considerable inflow of FDI, the value of net FDI liabilities decreased by over $11 billion mainly due to the depreciation of the Polish currency against the Euro and USD. Inbound FDI has been the most stable in the manufacturing sector. However, its share has diminished in favor of highly specialized services and R&D sectors.

According to the NBP data, U.S. firms accounted for almost $10 billion of the cumulative total of estimated at $200 billion FDI, as of the end of 2011. However, many U.S. firms’ investments are attributed to third countries in the NBP's reporting (e.g., Belgium, Luxembourg, and the Netherlands), when funds are transferred from a U.S. company's subsidiary based in that third country. According to those imperfect official statistics, the United States is one of the top ten largest investors in Poland in terms of the volume of capital invested, but in practice U.S. investment in Poland is higher. Compared to the quantity of foreign capital invested in Poland, Poland’s investments abroad are small, but increasing. According to data from the NBP, in 2011, Polish firms invested $7.1 billion (PLN 21.2 billion) abroad versus $7.2 billion (PLN 21.8 billion) in 2010. Cumulative outbound Polish FDI, through 2011, amounted to almost $49.7 billion (PLN 169.7 billion) or around 9.7% of GDP (9.4% in 2010).

In March 2012, Poland’s partially state-owned copper giant KGHM purchased Quadra FNX mining company for $2.8 billion. With the purchase, KGHM became the owner of copper deposits and mines in Canada, the United States, and Chile. This is the most significant Polish foreign investment to date. PKN Orlen’s December 2006 acquisition of the Mazeikiu refinery in Lithuania for $2 billion (PLN 5.7 billion) is the second biggest Polish FDI deal. Other leading destinations (including transit countries) for Polish investment are Luxembourg, the United Kingdom, Cyprus, Netherlands, Belgium, Baltic countries, Switzerland, Czech Republic, and the United States. The majority of Poland’s foreign investments are connected with the services sector.

FDI by Country of Origin (2011)

Country

USD million

PLN million

Luxembourg (1st)

6,314.3

18,711.7

Spain(2nd)

6,002.3

17,787.2

Germany (3rd)

4,993.4

14,797.3

Sweden

3,638.4

10,781.9

France

2,481.9

7,355.0

Belgium

1,176.3

3,485.7

Greece

984.8

 

Curacao (from 2011 onwards)

584.8

1,733.0

United Kingdom

566.3

1,678.2

USA

– 963.7

– 2,855.9

Total FDI

(not cumulative)

18,860.9

55,892.4**

Source: National Bank of Poland (report at the end of 2011*Excluding investments attributed to third country subsidiaries

In 2011, net U.S. FDI to Poland was negative, meaning U.S. companies operating in Poland in aggregate either repatriated profits, reduced their equity capital, or Polish subsidiaries gave intra-company loans to their U.S. headquarters.

FDI by Sector (2011)

Sector

USD million

PLN million

Total Services

11,230.1

33,278.8

Financial and Insurance Activities

4,808.4

14,249.1

Professional, Scientific and Technical Activities

3,515.5

10,417.7

Construction

3,041.2

9,012.1

Electricity, Gas, Steam and Air Conditioning Supply

2,832.2

8,392.9

Manufacturing

1,805.8

5,351.2

Administrative and Support Services Activities

931.8

2,761.3

Real Estate Activities

908.2

2,691.3

Mining and Quarrying

425.1

1,259.6

Agriculture, Forestry and Fishing

92.7

274.8

Accommodation and Food Service Activities

82.2

243.6

Human Health and Social Work Activities

18.2

54.0

Total FDI

(not cumulative)

18,861.1

55,892.4

Source: National Bank of Poland (report at the end of 2011)



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