KPMG Weekly Tax Review. Summary of ‘NaszEauto’ program in new format

Last week, a clearance opinion dated 1 August 2025 (ref. no. DKP2.8082.1.2025) was published concerning the merger of two companies by way of acquisition, accompanied by a capital increase in the acquiring company. The acquired company was dissolved without liquidation. According to the Head of the National Revenue Administration, the transaction could have given rise to certain tax advantages, such as absence of CIT liability for the acquiring company and no tax liability for the shareholders of the company being acquired. However, it was determined that these were not the primary objectives of the merger. In fact, the transaction was principally justified by its business objectives: integrating business segments within the group, expanding the business offering, combining expertise, increasing operational flexibility, adapting the corporate structure to market conditions and reducing costs. The Head of the National Revenue Administration also noted that there were no reasons to assume that the tax benefits indicated in the application would be contrary to the subject or purpose of tax law or any of its provisions. Consequently, Article 119a(1) of the Tax Code was found to have no application to the tax benefits presented by the applicant. As a result, the Head of the National Revenue Administration issued a clearance opinion.

Opinia zabezpieczająca w zakresie połączenia spółek kapitałowych przez przejęcie z podwyższeniem kapitału zakładowego w spółce przejmującej

From 1 February 2026, entrepreneurs will face a higher minimum health insurance contribution. In 2025, a temporary relief measure was in place under which the contribution was calculated based on 75% of the minimum wage, amounting to PLN 314.96 per month. The relief expires at the end of January 2026, and the Ministry of Finance has confirmed that it is not considering keeping the reduced calculation basis in future years. A return to the previous rules means that contributions will once again be calculated based on the full minimum wage. At a rate of 9% and a minimum gross wage of PLN 4,806, the contribution will amount to PLN 432.54 per month from February. This represents an increase of PLN 117.58, or roughly 37.3%. The rise will be felt most acutely by entrepreneurs who pay tax under the progressive scale or the flat-rate scheme and who in a given month have low income or incur a loss.

According to the CJEU’s judgment of 13 November 2025 in case C-639/24, under Article 138(1) of Council Directive 2006/112/EC and Article 45a of Council Implementing Regulation (EU) No 282/2011, national tax authorities cannot refuse VAT exemption on the sole ground that evidence of the existence of an intra-Community supply has not been provided in exactly the form provided for in the provisions of the Regulation. This means that the lack of documents specified in Article 45a cannot be the sole reason for denying the right to exemption. The Court also noted that the tax authorities are required to assess any evidence provided by the vendor of the goods for the purpose of determining whether the vendor has succeeded in demonstrating that those goods were the subject of an intra-Community supply. Such an assessment should also be performed also in cases other than the cases of presumption provided for in Article 45a(1) of the Regulation.

CJEU’s judgment of 3 November 2025 in case C‑639/24

Last week, the Supreme Administrative Court issued a judgment (case file I FSK 2017/21) in which it held that where an establishment constituting an organized part of an enterprise is transferred to an acquiring company, and that company continues to use it in its own activities in the same manner as the company being divided, this shall be treated as continuity of business operations. A change in the ownership of shares in the acquiring company is irrelevant, as the company itself remains the same legal entity and VAT taxpayer. In such circumstances, the conditions for the exemption under Article 6(1) of the VAT Act are satisfied. The transfer of the establishment does not result in the liquidation of the taxpayer or the loss of the right to deduct VAT, and therefore there is no obligation to charge VAT on the transaction.

Last week, the pre-production (Demo) environment of the KSeF 2.0 Taxpayer Application was made available, allowing users to test the system’s new functionalities in conditions similar to the production version. Users can issue and receive invoices using real authentication data, while the invoice data itself must be fictitious and will have no tax consequences. The Demo version enables, among other things, issuing and downloading invoices in XML, HTML and PDF formats, handling QR codes, managing user permissions, generating tokens and accessing invoices offline. The environment will remain available until the production version goes live on 1 February 2026, with all activities carried out in it being of a test nature. The tool can be accessed here.

From 1 January 2026, the subjective VAT exemption threshold will increase from PLN 200,000 to PLN 240,000. In response to a parliamentary inquiry, the Ministry of Finance confirmed that entrepreneurs whose turnover in 2025 exceeded PLN 200,000 but did not exceed PLN 240,000 will be able to benefit from the exemption immediately from the start of 2026, without the one-year waiting period set out in Article 113(11) of the VAT Act. This solution has been made available by the transitional provision in the VAT Act, which mirrors the approach taken in previous amendments that raised the exemption threshold.

Odpowiedź na interpelację nr 12839

During a press conference held on 12 November 2025, the Ministry of Climate and Environment together with the National Fund for Environmental Protection and Water Management (NFOŚiGW) presented a summary of the ‘NaszEauto’ program, which has been operating in its new format since 20 October. More than 19,500 applicants have already benefited from the program, receiving over PLN 600 million in total. This means that more than 50% of the available funding has already been used. During the conference, it was also announced that the scrappage bonus would be maintained, the time needed to pay out subsidies would be reduced to approximately seven months, and the low-income bonus would be abolished.

Nowa odsłona programu „NaszEauto” - więcej beneficjentów, większe wsparcie, szybsza transformacja transportu