We assess engagement arrangements, organise employment documentation and handle disputes and Labour Inspectorate inspections, including tax and social insurance implications.
Hiring, changing engagement terms and ending employment require consistent decisions and documentation. We help choose engagement arrangements, organise contracts and workplace rules, and prepare workforce reorganisations. We represent employers in disputes and Labour Inspectorate inspections.
Labour law for employers
The same person may work under an employment contract, a mandate contract, a management contract or through their own business. The duties may be similar, but the employer’s obligations and the consequences of the arrangement being challenged differ. It is therefore worth assessing the form of engagement before it becomes established.
We prepare contracts, workplace rules and resolutions with the actual working relationship in mind, along with the documents that would be examined during an inspection or dispute.
Let’s review your employment model
When a review is worthwhile
Ideally before the arrangement becomes established, as changing it after several years is most difficult and expensive.
- some team members are self-employed but their working conditions resemble employment
- the management team is growing and management contracts are being considered
- staff numbers have passed the thresholds at which the Labour Code requires workplace rules
- you plan to sell an organised part of an enterprise or reorganise within a group
- you need to part ways with a manager and want the process to be orderly
- an employee has challenged a dismissal in the labour court and procedural deadlines are running
- the National Labour Inspectorate has announced an inspection or issued orders and recommendations after one
A B2B relationship with the characteristics of employment requires particular attention, because consequences may arise simultaneously in employment law, social insurance and taxation. This is often where our review begins.
B2B, mandate contract or employment contract: what determines classification
Article 22 § 1 of the Labour Code defines employment as work of a specified kind, under the employer’s direction, at a place and time designated by the employer, for remuneration. Section 1¹ adds that work under those conditions is employment regardless of the contract’s name, while § 1² prohibits replacing an employment contract with a civil-law contract while retaining those conditions.
The contract’s title does not determine classification. The parties’ shared intention may matter in relationships with mixed features, but it cannot justify replacing an employment contract with a civil-law contract if the actual arrangement meets Article 22 § 1. We therefore look at practice: who determines time and place, who bears risk, whether there is subordination and whether someone else may substitute for the contractor.
The consequences of the arrangement being challenged arise on three levels at once.
| Area | Potential consequences |
|---|---|
| Employment law | a finding that an employment relationship exists, and claims for leave, overtime and severance pay |
| Social insurance and tax | social insurance and tax arrears with interest payable by the withholding or contribution agent |
| Offences | Concluding a civil-law contract under conditions of employment is an offence under Article 281 § 1(1) of the Labour Code. The fine is generally between PLN 2,000 and PLN 60,000. |
For B2B arrangements, we therefore work on two levels: the contract’s wording and how it is actually performed. Even a flawlessly drafted contract will not defend a model where daily practice resembles employment.
The amendment concerning the National Labour Inspectorate provides a specific opportunity to regularise contracts concluded before 8 July 2026: an entity that voluntarily brings the arrangement into compliance by concluding an employment contract within 12 months of the Act entering into force is not liable for the offence under Article 281 § 1(1) in that respect. This does not automatically exclude other consequences, including employment, social insurance or tax consequences.
Management contracts and senior staff
A management contract is not a specifically defined statutory contract, so its terms must be designed: the extent of independence, remuneration criteria, liability and exit arrangements. The basis for social insurance coverage and the manager’s tax treatment must also be considered.
Employee non-compete obligations are governed by Article 101¹ and subsequent provisions of the Labour Code. Compensation for a post-employment restriction may not be less than 25% of the remuneration received before employment ended, calculated over a period corresponding to the restriction. Similar obligations in management contracts require their own provisions, because employment rules do not apply directly.
Pay transparency: what already applies and what is still to come
Pay transparency obligations are being introduced in stages. We distinguish the provisions already in force from the bill implementing the directive in full.
| Stage | Current status |
|---|---|
| Recruitment obligations | Since 24 December 2025, employers must provide a candidate with remuneration information in the vacancy notice, before the interview or, if not provided earlier, before the employment relationship begins. They may not request information about remuneration from current or previous employment. |
| Further obligations under Directive 2023/970 | The transposition deadline expired on 7 June 2026. Bill UC127 remains in progress. The detailed scope and timing of national obligations, including reporting, require monitoring of the legislative process. |
Employers can already organise remuneration criteria, job categories and pay structures. Specific reporting deadlines and the scope of future national obligations must, however, be assessed against the final Act once adopted.
Employment documentation
Work regulations and remuneration regulations are mandatory for employers with at least 50 employees. For employers with 20–49 employees, the obligation arises at the request of the workplace trade union. Article 77² of the Labour Code provides the basis for remuneration regulations.
Businesses usually have these documents, but they were often prepared for a different scale of operations. A gap between the rules and practice can be a greater problem than having no rules, because the regulations bind the employer in a dispute.
Workforce reorganisation and transfers of undertakings
When part of a business is sold or a group reorganises, Article 23¹ of the Labour Code may apply if an undertaking or part of it transfers to a new employer. An asset sale or structural change alone is not enough: the transfer of an economic entity and preservation of its identity matter.
If the conditions are met, the new employer becomes a party to the existing employment relationships by operation of law, and the transfer itself cannot justify dismissal. The previous and new employers are jointly and severally liable for obligations arising before a transfer of part of an undertaking.
Two deadlines shape the transaction timetable. Where there are no trade unions, employers must notify employees of the planned transfer at least 30 days beforehand. Within two months after the transfer, an employee may end employment without notice on seven days’ advance warning, with the same effects as termination on notice by the employer.
Employment implications should therefore be established before structuring the transaction, because they affect valuation. Redundancies for reasons unrelated to employees are also governed by the Collective Redundancies Act, which applies to employers with at least 20 employees. Over a 30-day period, the collective redundancy thresholds are 10 employees where the workforce is below 100, 10% where it is 100–299, and 30 employees where it is 300 or more.
Employment disputes and Labour Inspectorate inspections
After termination, deadlines matter. An appeal against termination on notice and a claim for reinstatement or compensation must be filed with the labour court within 21 days of delivery of the notice or notification of termination without notice, respectively (Article 264 of the Labour Code).
The deadline runs for the employee. For the employer, the practical conclusion is that evidence for the defence should be prepared before parting ways. Once the claim has been served, records from the employment period cannot be recreated after the event.
A National Labour Inspectorate inspection may result in an order, recommendations, a fixed penalty or an application for punishment. Since 8 July 2026, where an inspector finds that work under a civil-law contract is performed under the conditions in Article 22 § 1 of the Labour Code, they may issue a written instruction to remedy the breach. If the instruction is not followed, the district labour inspector may establish an employment relationship by administrative decision; referral to the labour court is also possible. The decision may be appealed to the labour court. Fines for offences under Articles 281–283 of the Labour Code currently generally range from PLN 2,000 to PLN 60,000.
The Inspectorate’s findings may also affect social insurance and tax settlements. Explanations, documents and the way irregularities are remedied should therefore be prepared with all these consequences in mind.
What Tax Legal Partner’s support covers
We handle employment matters for Polish employers, from assessing the form of engagement to representation before the labour court.
- assessing team engagement arrangements and the risk of challenge, with recommended changes
- employment, civil-law and management contracts, including for senior executives
- non-compete obligations, confidentiality clauses and intellectual property arrangements
- work and remuneration regulations, internal policies and their review
- preparation for pay transparency obligations, including remuneration criteria and job categories
- termination of contracts, including those of managers
- employment consequences of transfers of undertakings in transactions and reorganisations
- workforce reductions for reasons unrelated to employees
- social insurance and tax assessment of bonuses, non-pay benefits and incentive schemes
- representing employers in disputes before the labour court
- support during National Labour Inspectorate inspections, including appeals against orders
Because a challenge to the form of employment triggers tax and social insurance consequences in parallel, we handle these aspects together. If the matter becomes tax proceedings, we continue through our tax audits and disputes practice.
How we work together
Reviewing the facts. We check the legal basis on which people work for the business and how the relationship operates day to day, not just on paper. The result is a list of areas where form differs from substance.
Putting arrangements in order. We prepare documents and, if necessary, a phased plan for moving to a different form of engagement.
Ongoing support. We answer employment questions as they arise, through ongoing advisory services or on an ad hoc basis.
Tell us about your situation
Tell us how many people work for the business, under which arrangements and what you want to change. If a procedural deadline is running or an Inspectorate inspection is under way, mention this at the start of your message. During the first discussion, we will identify where to begin.
Przemysław Szot is the editor of “Umowy B2B w praktyce. Aspekty prawne, podatki, ZUS”, published by C.H. Beck. He combines employment law, tax and social insurance perspectives when designing engagement arrangements.
Frequently asked questions
The parties’ agreement is not conclusive. It may be one factor in assessing mixed relationships, but Article 22 § 1² of the Labour Code prohibits replacing an employment contract with a civil-law contract while retaining the conditions of employment. How the arrangement operates is decisive.
From 50 employees, the obligation is unconditional. At 20–49 employees, it arises at the request of the workplace trade union.
Partly. Obligations to inform candidates about remuneration have applied since 24 December 2025. The deadline to implement Directive 2023/970 expired on 7 June 2026, but bill UC127 remains in progress. Further national obligations must be assessed after the legislation is adopted. For public-sector employers, the possibility of relying on a particular provision of the directive requires separate assessment.
Not automatically. The basis for insurance coverage and the consequences of concurrent grounds for coverage require assessment in the particular circumstances, including the role held in the company’s governing bodies.
If an undertaking or part of it transfers within Article 23¹ of the Labour Code, the purchaser enters the existing employment relationships by operation of law, and both parties are jointly and severally liable for obligations arising before the transfer of part of the undertaking. Within two months of the transfer, an employee may end the relationship on seven days’ advance warning, with the same effects as termination on notice by the employer.
Under Article 264 of the Labour Code, the employee has 21 days from delivery of the notice or notification of termination without notice. For the employer, this means preparing the documentation before parting ways.
Fines for offences under Articles 281–283 of the Labour Code generally range from PLN 2,000 to PLN 60,000. The 2026 Inspectorate amendment also provides a specific 12-month mechanism excluding liability for the offence under Article 281 § 1(1) for entities that voluntarily regularise earlier contracts on the statutory terms.
Have a question that is not covered here? Write to us. We will establish whether you need a review of the employment model or support with a single matter.
Partner | Attorney-at-law | Licensed tax advisor
tel: +48 502 775 425