Property law: Special Economic Zones

The SEZ can only be created by a regulation from the Council of Ministers and must be located on non-residential real-estate owned by the State Treasury or local authorities. Currently there are 14 SEZs, concentrated mainly in southern Poland near cities such as Katowice, Kraków and Wałbrzych.

What for?

SEZs are created for regional economic development purposes. Development is achieved by fostering specific business activities, increasing the competitiveness of goods and services, as well as jobs and export opportunities.

Where to start?

A business can only start operating within the SEZ once the Ministry of Economy (or the SEZ manager, if authorized) has issued a permit. The SEZ manager (zarzàdca) organizes tender proceedings used to award permits to entities.

The permit includes information on the scope of the business activity, employment matters and investments which are to be performed by the entity. The permit expires if the entity ceases its business activity, contravenes the conditions of the permit or the period for which the SEZ was established expires.

Any benefits?

Each entity which starts its activity in a SEZ area is entitled to regional public aid, the level of which depends on the SEZ's location (which varies from 30 percent in Warsaw to 50 percent in the Łódzkie or Małopolskie voivodships), the amount of investment outlay, the costs of employing new employees and the company's size. Regional public aid refers specifically to income tax exemption. An entity can also be exempt from real-estate tax, but this depends on the municipality in which the SEZ is located. 

Who manages the SEZ?

Only limited-liability companies or joint stock companies may manage a SEZ. The State Treasury or provincial local government has the majority of votes at the general meeting of shareholders or in the appointment/recalling of members of the management board in such companies. The way the SEZ is managed is defined in the by-laws of each SEZ.

Any transaction issues?

There are two issues related to the purchase of real property located in an SEZ. The first is the non-transfer of the rights conferred by a permit, which means that the acquisition of properties located within the SEZ does not entitle the purchaser to receive any regional public aid or a right of pre-emption. As regards the latter, the company managing the SEZ has the right of pre-emption over the property. The exercise of the right of pre-emption is quite similar to that of local authorities in the case of the sale of undeveloped real-estate. Accordingly, the manager may choose to exercise its right of pre-emption by obliging the entity to sell the real-estate property to the SEZ.

Bartłomiej Kordeczka is a Junior Associate with Linklaters law firm. e-mail:bartlomiej.kordeczka@linklaters.com