From January 1, 2022, there is a new option for signing financial statements in Poland and reports on company activities. The signature of only one board member is sufficient.
In accordance with the new rules, the other members of the Board of Directors only make a statement that the financial statements meet the requirements of the Accounting Act of September 29, 1994 (consolidated text of the Journal of Laws of 2021, item 217, as amended, hereinafter the “Act”). This solution can only be applied by limited liability companies, whose board of directors is represented by a minimum of two persons.
Under the new principles for signing financial statements, the order of signatures is important. The financial statements should be signed first by the person responsible for keeping the ledgers (the chief accountant), followed by a statement signed by the members of the board of directors. Finally, an selected one member of the board of directors signs the financial statements (the date of this signature must be later than the date of signing the statement).
The statement submitted by members of the board, should meet certain requirements:
An electronic copy of the statement made on paper with handwritten signatures is also required. The electronic version should be signed by a minimum of one other board member whose PESEL number appears in the Register of Entrepreneurs of the National Court Register.
The signature on the statement can be made with:
In the last case, the statement should additionally be signed by a legal advisor, who submits this statement, along with other documents, to the National Court Register on behalf of the company.
The new regulations also apply to the signing of the board of directors’ report on the company’s activities, but here it has not been regulated in what order the signatures should be affixed.
The new principles for signing financial statements seem to help companies where foreigners are part of the board. It often happens that they do not have a qualified electronic signature. Current options make it possible to fulfill the obligation to sign the financial statements, even when it is not possible for all board members to do so.
Author: Katarzyna Kulik, Specialist in the reporting department at MDDP Outsourcing.
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