Registered office of entrepreneur and the place of conducting business activity
The decision on indicating the registered office of the conducted business activity must be taken at the stage of establishing, because this is one of the data you should provide during registration.
Depending on the chosen legal form, your decision shall influence your future obligations:
- in case of registration in the National Court Register (KRS), on the territorial subjection to a particular Tax Office in the scope of tax settlements,
- the indicated address must be provided on all drawn up invoices and bills, as well as correspondence forwarded to your business partners,
- it shall be made public in the register (CEIDG or KRS).
The place of conducting business activity is the address (street name, street number, apartment) or a unique location (for example pavilion X in an underpass under street Y at the crossing of street Z, or pavilion X in a shopping mall Y at street Z).
An entrepreneur, next to the principle place of activity, may also have additional locations.
I want to have one place to conduct activity
In case of a sole tradership (CEIDG), very commonly the principle address for the registered office of the business is the same as the address of residence of the entrepreneur.
Important! By pursuing activities in the place of residence you may designate for this purpose the premises or a part of it. You can operate in part of the premises for example a room. Please note, however, that according the interpretation of the tax authorities, expenditure related to the maintenance and operation of accommodation can be included in tax-deductible costs only where premises, as a whole or in a room seperated in the premises is exclusively and solely for the purposes of economic activity and at the same time it is not used for personal purposes.
If a room is used for private purposes, and only additionally it is used in economic activities, expenditure associated with owning such spaces are personal and cannot be classified as tax-deductible costs.
If you do not indicate the principle address of conducting the activity in the application form (point 10), automatically the principle address of conducting business activity shall be your residence address.
If you do not wish for your residence address to automatically become the address where you operate your business activity, you must fill out point 10 of the CEIDG form and indicate the principle address of conducting your business activity.
I conduct business activity in multiple places
In case you provide services at many addresses, you must provide all locations of permanent operation of business activity. You should indicate them in point 11 of the CEIDG form, and if you have more of them, in the attachement CEIDG-MW. In case of companies registered in the National Court Register (KRS), the registered office of establishment and potentially its branches are provided.
Remember, that in case of CEIDG, the change of the place of conduct of business activity is very simple. It is enough to perform adequate updates in the entry in CEIDG. This update is free of charge.
If you are an entrepreneur entered in the KRS, the change of the registered office is a little more complicated. If you change the city in which you conduct business activity, most probably you will need to change the articles of association (that is where the registered office is indicated - usually it's the name of the city). Next, an application should be submitted to the KRS. In the event of a change of address, it is not necessary to amend the Articles of Association. A resolution of the Management Board is sufficient. You should inform the National Court Register (KRS) on the change of address.
Change of address/registered office of the company in the National Court Register shall be made by completing the relevant form (KRS-Z3 - a limited-liability company and a joint stock company, KRS-Z2 - limited joint-stock partnership, KRS-Z1 - registered partnership, limited partnership, partnership). As any change in the National Court Register, also this one is subject to payment of a fee.
What I need to remember when indicating the registered office (place of conduct of activity)
If you conduct business activity in someone's premises (e.g. a rented apartment), you must have consent of the owner to do so. This is because of the fact, that the premises intended for business activity is covered by a higher tax on property.
If you indicate your registered office in a premises to which you do not have a legal title, or the owner did not give his consent for the operation of business activity in it, this may be grounds to removal of the entry from the register. On the other hand, the tax office may question all expenses incurred in connection with the unlawful use of the premises for the needs of the operated business.
If you are an entrepreneur registered in CEIDG, indication of the registered office does not affect territorial jurisdiction of the tax office to which you pay monthly personal income tax advances and your annual income tax settlement. It is always the tax office competent for your residence address.
I do not know how many places of business activity I need to indicate
Because we know, that indication of the place of operating business activity is not always easy, we have prepared a few examples for you.
Peter is a hairdresser. From Monday to Thursday he services clients in a salon the owner of which is Anna (he has concluded an agreement with her, on the basis of which he draws her up invoices depending on the number of clients he has served - the clients pay Anna for the service). On Friday and Saturday, Peter serves clients at his home and settles payments individually with them.
Peter's registered office is his home. Anna's salon, although Peter conducts activities in it related with his business, it is not his place of business activity.
Kathy is a doctor. She has concluded three agreements with health care centers in which she serves patients. She doesn't run her own office and she doesn't serve patients at home.
The registered office of Kathy's business activity are not the health care centers where she serves patients on the basis of agreements with other entities. Kathy must indicate the principle place of conducting activity. This could just as well be her home.
Andrew runs a home appliance repair service. He serves clients at their homes (clients do not bring him the appliances for repair). Andrew, just like Kathy the doctor, must indicate one principle place of conducting business activity, but it cannot be the homes of his clients. This could be, for example, his home.
Indicating a registered office, you must remember about a few issues
The registered office is not always the place where you actually perform your activity.
If you provide services on the basis of an agreement with another entrepreneur in place A, then almost for sure place A is not the registered office of your activity (it is the registered office of activity of the entrepreneur you have concluded the agreement with).
Quite often the formal registered office of the entrepreneur (indicated in CEIDG) is the place, where he doesn't provide services at all, for example his home, his parent's home, a virtual office.
In such a case, the registered office is the place where you carry out, as an entrepreneur, organizational activities such as ordering necessary goods, accounting taxes, filling out tax settlements or keeping business documents such as agreements or invoices.
Free of charge provision of premises
If a member of your close family provides you with premises for the purpose of conducting business activity free of charge, this does not impose any additional obligations on you. Members of a close family are persons indicated in the 1st and 2nd tax group in the Act on Inheritance and Donation Tax. In practice, distant cousins and the family of a stepmother and stepfather are not members of the close family.
If you obtain the right to use a premises, free of charge, for the purposes of business activity, from a person who is not related to you, for example your friend - tax provisions treat your savings as revenue from business activity. You must evaluate a potential agreement - that is how much you would have to pay, if the premises were rented. This amount then constitutes your revenue and is subject to taxation.
This is a general tax rule, which stipulates, that if an entrepreneur receives something free of charge, then he must evaluate it according to market value and account it as revenue subject to taxation.
What address should be indicated on bills and invoices
The Minister of Finance in one of the individual interpretations stated that an invoice should consist of the address of the registered office of the taxpayer's business activity which complies with the submitted identification application form VAT-R. In case of natural persons this would be their residence address. However if a natural person does not operate business activity in the place of residence and has a different principle place of operating business activity (indicated in the identification application for tax purposes), then that address of the principle place of operating business activity should be provided on an invoice.
Place of storage of documents
Important issue connected with registration of activity in CEIDG is the indication of the place of storage of documents (box 22 of CEIDG-1 application). If you do not carry out the accounting records by yourself, you must indicate the name and NIP of the entity carrying out the accounting documentation (box 21) and indicate the place of storage of accounting records. The address may be different from the address of the place of business or the registered office of the accounting office. If the address is the same as the address indicated in one of the boxes: 04., 05., 10., 11 of the CEIDG-1 application - it is sufficient to indicate the box number. If the address is different, it should be provided.
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