Will upcoming legal changes see a decline in self-employment?

For years, self-employment has been a widely accepted model of collaboration in many sectors in Poland. In many cases, service agreements have replaced employment contracts, generally to the benefit of both companies and contractors. To date, it has not been of particular interest to the tax authorities, but this may soon change. New legal developments are on the horizon that could significantly impact the legal and tax safety of the self-employment model (B2B). In addition, the tax authorities are becoming increasingly sceptical of B2B contracts and are stepping up audits – both of companies using service contracts and of the contractors themselves.

Given that the reclassification of a B2B scheme into an employment relationship can have far-reaching consequences for both the contractor and the company, steps should be taken to ensure the B2B scheme complies with all legal regulations.

If such a reclassification takes place, the consequences could indeed be severe:

  • the individual would lose access to tax preferences (such as the 19% flat rate or lump-sum taxation), and would no longer be able to deduct VAT or enjoy reduced social contributions;
  • the company would be obliged to take on the obligations of a tax and social security remitter, losing the ability to deduct input VAT from the contractor’s invoices.

What legal changes are coming?

According to recent announcements, the powers of the National Labour Inspectorate (PIP) will be significantly expanded, potentially affecting B2B contracts. Inspectors may soon be authorised to unilaterally reclassify B2B arrangements as employment relationships through administrative decisions – without the need for a court ruling, which is currently required. While such decisions will be appealable in court, this change would undoubtedly give labour inspectors sweeping powers.

In addition, by 2 December 2026, Poland is expected to implement the Platform Work Directive. While this legislation is formally aimed at self-employed individuals working via digital platforms (e.g. couriers, delivery drivers and online marketplaces), there are growing concerns that it may affect broader sectors through how B2B relationships are interpreted under labour law.

In the tax authorities’ crosshairs

Companies need to verify that they have implemented and are operating the B2B-based model correctly, especially those companies that:

    • allowed their employees to switch to B2B contracts;
    • engage individuals in management roles under B2B contracts (especially board members);
    • fail to clearly differentiate between employees and contractors in their day-to-day operations.

In one recent case, the Head of the National Revenue Information Service refused to issue a tax ruling on a B2B switch, arguing it was artificial and aimed solely at achieving tax benefits. While this does not mean that every B2B restructuring is invalid or high-risk, each case must be evaluated individually. As long as the change is driven by genuine business needs and properly implemented, companies should have solid arguments to defend their position.

Those delivering managerial services under B2B arrangements are particularly at risk. Under Polish tax law, such services should generally be treated as personal services (e.g. under a management contract), subject to higher taxation and social security contributions. If reclassified during an audit, income under a B2B contract could be taxed progressively (up to 32%) and subject to full social and health insurance contributions. The company would also assume the role of a tax remitter, along with all related obligations.

This risk is even higher for board members. This is due to the fact that tax authorities are increasingly arguing that board members’ responsibilities are inherently incompatible with B2B contracts. As a result, they reject the use of preferential tax regimes applicable to sole-traders in such cases.

Companies must also ensure clear operational separation between employees and B2B contractors. Employees work under the employer’s direction, at specified times and locations. Contractors, on the other hand, must be granted significant autonomy over how, when and where they deliver services, and for whom.

Key questions around B2B cooperation

While the written terms of the contract matter, they are not enough to ensure that the B2B structure is used legally. What matters most is how the contract is performed in practice. Ahead of potential audits by tax authorities, labour inspectors or the Social Insurance Institution (ZUS), companies should ask themselves:

    • Do contractors truly manage their own working time and location?
    • Do they carry out their work independently, or are they subject to oversight and supervision?
    • Do they bear economic risk (e.g. variable compensation)?
    • Do they perform repetitive tasks similar to those of employees?
    • Do they work exclusively for one client or for several?
    • Do they use their own tools and infrastructure, or rely on those provided by the company?

These questions provide a useful starting point to assess whether a B2B model is properly structured and relatively safe.

How to secure a B2B model

To reduce the risk of challenges from the tax or labour authorities, companies should thoroughly review their B2B contracts, audit how they are implemented in practice and introduce necessary improvements. Key steps include:

    1. Identifying managerial roles:
    • review the responsibilities of all B2B contractors to identify those performing managerial duties in order to adjust their compensation structure – potentially using a hybrid model combining a management contract with a service agreement;
    • discontinue B2B contracts for board members (partial retention may only be viable in rare cases);
    1. Verifying and modifying contract terms and ensuring independence
    • both the scope of the tasks entrusted and the manner of their execution, the use of technical infrastructure and the construction of a compensation model deserves a closer look;
    • contractors must be free to choose when and where they work;
    • they must not be under ongoing supervision or management control;
    1. Reviewing internal practices and providing raining:
    • distinguish clearly between employees and B2B contractors (e.g. working hours, job titles, promotions and leave policies should not apply to contractors);
    • provide training to contractors and HR teams on how B2B services should be performed in compliance with regulations.

Summary

While the B2B model offers flexibility and tax efficiency, it also nowadays carries increasing legal and tax risks. Understanding the current and upcoming regulations and taking steps to properly structure and document B2B collaborations is essential to avoid costly disputes with regulatory authorities.