A tax deferral until sale may be available if issuer is based in a country which has a tax treaty with Poland and awards made based on shareholder resolution.

Otherwise, tax may be at exercise or at sale, depending on various factors.

If tax deferral does not apply, tax due at exercise on the spread, and later tax due at sale on additional gain.

Likely allowed if subsidiary reimburses parent pursuant to a written agreement, but this may cause income to be considered as arising from employment relationship triggering tax withholding, reporting and social insurance obligations if tax deferral does not apply.

Income Tax:

No, unless tax deferral does not apply and the income realized is considered to arise from the employment relationship.

Social Insurance Contributions:

Social insurance contributions likely are not due at purchase, unless tax deferral does not apply and the income realized is considered to arise from the employment relationship.

The EU Prospectus Regulation is in effect in all European Economic Area countries, which includes all EU member states, Iceland, Liechtenstein and Norway ("EEA"). ESPP purchase rights are considered a public offering of securities for purposes of the EU Prospectus Regulation.

An EU-compliant prospectus will be required for the offer of an ESPP in any EEA member state, unless an exemption or exclusion applies. A "small offering exemption" is available if the offer is made to less than 150 persons in a member state. An "employee share scheme exemption" is available if the offer is made to existing or former employees (or directors), provided the offerees are provided with a short disclosure document that contains certain prescribed information about the offer. An exclusion for offers under a certain value threshold across the EEA may also be available.

Post-offer report has to be filed after each purchase even if relying on exemption from the prospectus requirement. 

Additional filing or other requirements may apply if relying on certain exemptions/ exclusions or if a prospectus must be filed.

Please contact Baker McKenzie for details.

Minor employee reporting requirements apply.

No, provided right to terminate plan is reserved in writing.

Employees participating in an ESPP via payroll deductions must provide a payroll deduction authorization form (translated into local language) to the local employer, authorizing it to take payroll deductions from the employee's salary.

Discrimination against part-time employees is generally prohibited.

The EU Council Directive 2000/78/EC prohibits age discrimination. Most, if not all, countries have adopted local rules implementing this Directive, which may have an impact on design of equity and other incentive plans in the EU, particularly provisions with age or age and service provisions which give different treatment for those meeting the criteria.

A valid basis is required to collect, process and transfer personal data.

The EU Data Protection Regulation ("GDPR") became effective in all EU/EEA countries on 25 May 2018. It introduces new requirements and increases the powers of data protection authorities, rights of data subjects and potential penalties for non-compliance.

Accordingly, companies should review their approach to data privacy compliance in the context of equity plan administration and consider on which basis they may be able to rely to collect, process and transfer data.

Registration and notification requirements with local data privacy authorities may also apply.