Franchise sales: who issues the receipt and invoice?

When turning an existing business into a franchise network, it is easy to copy the sales processes used at your own outlet. Yet an independent partner operates under the same brand but usually on their own account. Before opening your first franchised outlet, establish who sells to the customer, who receives payment and who issues the sales document. Mismatches between these elements can lead to accounting and tax errors and unclear responsibilities.

1. Identify the seller for each purchasing channel

Start by mapping the transaction, not by choosing a fiscal cash register. In your own outlets, a single business may be the seller. Once franchisees join, a shared brand does not mean that every purchase is still made from head office. The brand identifies the franchise network, but it does not replace the details of the business contracting with the customer.

Prepare a separate transaction sheet for each channel: purchases at the counter, telephone orders, purchases through a shared website and online orders collected in-store. On each sheet, answer these questions:

• Which business enters into the contract with the customer?
• Whose goods or services are being sold?
• Who takes payment, and on what basis?
• Who issues the sales documents and accounts for the relevant taxes?
• Who refunds the customer if the transaction is cancelled?

Collecting a product from a franchised outlet does not necessarily mean that the partner running it is the seller. Similarly, payment through head office’s website does not automatically mean that head office is making the sale. What matters is the actual operating model and the terms of the contracts, not simply where the goods are handed over.

Choose the simplest practical model to begin with. Every exception, such as a sale made by head office but fulfilled by a partner, requires additional arrangements covering documents, remuneration and the flow of funds.

2. Reflect the model in your documents and legal responsibilities

Poland has no separate act comprehensively regulating franchising, nor a dedicated register of franchise networks. A franchise agreement is an unnamed contract — one without a specifically defined statutory form — based primarily on the Polish Civil Code, including the principle of freedom of contract under Article 353¹. This does not, however, mean that sales and tax obligations can be allocated arbitrarily.

For the accounting and tax arrangements discussed here, the key legislation is Poland’s Value Added Tax Act and the implementing regulations on fiscal cash registers and exemptions from the requirement to record sales using them. Obligations depend, among other things, on the type of transaction, the customer and any available exemptions. Do not assume that every outlet must use an identical solution simply because it belongs to the same network.

Poland’s Consumer Rights Act also matters when selling to consumers. For online purchases in particular, the business contracting with the customer must be clearly identified. The shared website’s terms and conditions, the order confirmation and the sales document should all reflect the same model.

The franchise agreement should specify whether the partner sells in their own name and on their own account, or performs particular activities for head office. If head office collects payments on the partner’s behalf, there must be a clear contractual basis and a legal assessment of the payment arrangements. A clause referring merely to a ‘shared sales system’ is not enough.

Outsourcing the administrative handling of invoicing does not automatically transfer the taxpayer’s responsibility. Have a tax adviser review the model and a lawyer review the contractual provisions.

3. Configure payments, the cash register and invoicing separately

In an established business, the cash register, card terminal and sales software often operate as a single package. When launching a franchise, each component needs to be checked separately. Using a shared equipment supplier does not guarantee that sales will be correctly attributed to each business.

Before opening, compare the seller details in the ordering system, cash register settings, invoicing software and agreement with the payment service provider. Also establish who receives the funds and how transactions are identified. If another entity collects payment, the documentation must explain its role.

Do not copy your own outlet’s settings without checking them. Particular risks include leaving head office’s details in place, using the wrong Polish tax identification number (NIP) and automatically assigning all online orders to a single seller. Also check the invoicing obligations, including whether Poland’s National e-Invoicing System (KSeF) applies under the current rules and the circumstances of the particular taxpayer.

Prepare a short staff guide explaining how to identify the seller, when to issue the appropriate document and whom to notify of an error. Staff should not choose which business issues an invoice simply to meet a customer’s request or because a particular device is available.

4. Test the full accounting and payment process before opening

Run tests with your accounts team and system supplier that cover not only successful purchases but also less routine situations. Use a test environment if one is available; real transactions must be properly recorded.

Check an in-store purchase, an online order for collection, a cancellation before handover, a return after payment and the correction of an inaccurate document. For each case, trace the process from the order through to receipt of the funds in the bank account and entry in the accounting records. Confirm that refunds are made by the authorised entity and that documentation links each refund to the original sale.

Finish by drawing up a report listing the errors, the people responsible for resolving them and the deadlines for corrections. Repeat the tests after changing payment service providers or launching a new sales channel.

Practical takeaway: before opening your first franchised outlet, approve a single transaction map linking the seller, payment, sales document and accounting and tax treatment. If these four elements do not align, fix the process before taking money from customers.