Top-up tax in Poland: who pays the global minimum tax (and who does not)

The top-up tax (podatek wyrównawczy) is paid only by very large groups: those with consolidated revenue of at least 750 million EUR. A sole trader (JDG) never pays it, and neither does an ordinary small sp. z o.o. that is not part of such a group. It is Poland’s version of the global minimum tax agreed at the OECD and set in an EU directive, often called Pillar Two, and it has applied since 1 January 2025.

What the top-up tax is

The law is the Act of 6 November 2024 on top-up taxation of constituent entities of international and domestic groups (ustawa o opodatkowaniu wyrównawczym jednostek składowych grup międzynarodowych i krajowych), Dz.U. 2024 poz. 1685. It implements EU Directive 2022/2523 and came into force on 1 January 2025.

Its aim is simple: a large group should pay at least 15% effective tax on its profit in every country where it operates. Where the tax actually paid in a country is lower, a top-up tax makes up the difference. The calculation follows the OECD model rules (GloBE): adjusted profit per country, taxes actually paid, and a deduction for payroll and tangible assets (the “substance-based income exclusion”) before the top-up is worked out.

Who it applies to

The act covers the constituent entities of an international or a domestic group whose consolidated revenue was at least 750 million EUR in at least 2 of the 4 tax years before the year in question (art. 4). A group that has existed for less than four years is covered once it reached the threshold in 2 of its years so far.

The test is the whole group’s consolidated revenue, not your company’s. A small Polish sp. z o.o. owned by a large international group can be covered. A small company owned by people, or by a small holding, cannot.

Watch out: the “minimum tax” you may have heard about for Polish companies is usually a different one. The 10% minimum CIT (art. 24ca of the CIT Act) targets companies with a loss or a profitability of 2% or less. It does not apply in a company’s first year and the next 2, to small taxpayers, or to companies owned only by individuals that hold no more than 5% in other entities.

The three taxes

A purely domestic group (every entity in Poland) calculates only the domestic top-up tax (art. 6).

Transitional rules and safe harbours

• 2024 by choice. The act applies from tax years starting in 2025. A group could choose, by notarial statement filed between 1 March and 30 May 2026, to apply it to 2024 as well (art. 154).
• Initial period, domestic groups. A domestic group calculates no domestic top-up tax for its first 5 years in scope (art. 129).
• Initial period, international groups. A group with entities in no more than 6 countries and no more than 50 million EUR of tangible assets outside its main country calculates no domestic top-up tax and no UTPR in Poland for up to 5 years, unless a parent applies a qualified IIR to the Polish entities (art. 128–129). It notifies the tax office (form GLB-Z1).
• De minimis. No top-up tax is calculated for a country where the group’s entities average under 10 million EUR of revenue and under 1 million EUR of profit (or a loss) over three years, if the group elects it (art. 124).
• Temporary country-by-country safe harbour. For tax years starting in 2024, 2025 and 2026, a group can skip the calculation for a country that passes simplified tests based on its country-by-country report (art. 147–148).
• UTPR relief. For years ending by 31 December 2026, the UTPR may leave out the parent’s own country if its nominal CIT rate is at least 20% (art. 149).

Filing and deadlines

All of them are filed electronically. GIR-1 goes through the JPK interfaces as an XML file; the others are e-forms signed with a qualified certificate. Each constituent entity in Poland files GIR-1, unless one Polish entity files for all, or the group filed an equivalent return in a country Poland exchanges this information with (art. 133).

For a group whose first year under these rules is calendar 2025, that means GIR-1 by 30 June 2027 and the returns and payment by 30 September 2027. A group already covered by another EU country’s rules in 2024 gets no first-year extension for 2025 (art. 156): 31 March 2027 and 30 June 2027. For calendar 2026: GIR-1 by 31 March 2028, returns and payment by 30 June 2028. Deadlines that fell before mid-2026 were moved to 30 June 2026 (information) and 30 September 2026 (returns and payment) (art. 156).

The rules keep moving internationally. The Ministry’s Q&A, updated on 25 May 2026, refers to a draft change not yet in force, so a group in scope should check podatki.gov.pl and work with its tax advisers.

If you run a small business: what you pay instead

You do not pay the top-up tax. Your business pays one of these:

• A JDG (sole trader) pays PIT on the tax scale, the 19% flat tax or ryczałt (lump-sum tax on revenue), plus ZUS. See how to choose your tax form.
• A small sp. z o.o. pays CIT at 9% on income other than capital gains when its revenue in the year does not exceed the PLN equivalent of 2,000,000 EUR (8,431,000 PLN in 2026) and, after its first year, it is a small taxpayer; otherwise 19%. Profit paid out as dividends is taxed again at 19% PIT. See what a sp. z o.o. is.
• Estonian CIT: a company owned by individuals, with staff, can pay no CIT while it keeps its profit, and 10% or 20% when it pays it out. See Estonian CIT.

What a small company really costs each month (accounting, ZUS, filings) is in sp. z o.o. running costs.