B2B Contracts in Light of the Draft Amendment Expanding Powers of the National Labour Inspectorate (PIP)

At the turn of August and September, a draft act (ID: UD283) was published, proposing an expansion of the powers of the National Labour Inspectorate. Under the proposed wording, the labour inspector would be able to unilaterally determine the existence of an employment relationship, without referring the matter to court. From the date of the decision, obligations concerning social security contributions and advance PIT payments would arise; if the decision is not appealed, they may also apply retrospectively.

B2B Contracts – key aspects of tax security

Importantly, the draft does not introduce changes to the requirements for recognising an individual's activity as non-agricultural business activity, nor the contract they are party to as a B2B arrangement. According to current tax authority practice, the following aspects require particular consideration:

Scope of contractor’s independence – avoid clauses indicating that services are performed at a place and time specified by the client; ensure freedom in how services are delivered.
Bearing economic risk – preferably, the contractor should use their own work tools or bear the cost of access to them.
Liability towards third parties – consider including provisions confirming liability for the result of services.
Scope of services – specific issue of managerial activities – activities such as “supervision”, “management” may result in the loss of the right to be taxed within business activity and taxation according to general rules (up to 32% + solidarity levy), even without challenging the contract as B2B. In some cases, a hybrid model may be beneficial (management via management contract/appointment; other services via B2B).
Additional benefits vs costs and VAT for the client – expenses for training, equipment or other benefits granted to contractors may be challenged for tax purposes.

What do we recommend?

Given the significant expansion of inspection powers, we recommend taking preventive action. Our team can support you by:

Selection of an appropriate form of cooperation – including a proper combination of forms (B2B / management contract / appointment / employment contract).
Preparation or update of B2B contract templates – taking into account tax, social security, and potential PIP assessment (we provide comprehensive support in cooperation with legal professionals).
Review of existing B2B contracts – in terms of tax risks (PIT, VAT, CIT), social security, potential reclassification to employment, and labour law aspects.
Support in assessing the scope of duties (risk of managerial qualification).
Advice on “additional benefits”, their impact on tax deductibility and VAT recovery.

If you would like to discuss how the proposed amendments may affect your organisation or wish to conduct a comprehensive review of your B2B arrangements, Forvis Mazars team is here to help. We will support you in selecting safe and effective solutions tailored to your company’s business model.