Signing financial statements – facilitations and regulations in 2022

On January 1st, 2022, new regulations on signing financial statements have entered into force. The amendment to the Accounting Law of October 14th, 2021, introduces provisions that have been demanded by business organizations in Poland for a long time.

According to the amendment, the financial statements may now be signed by the person entrusted with bookkeeping and by the head of the governing body (i.e. only one person from the management board). In other words, the Law allows for the signing of financial statements by only one member of a multi-person body managing the entity.

Under the new regulations, other members of the governing body, previously required to sign, may only submit a special statement informing that the financial statements in question meet the requirements provided for in the Act. Such a new declaration can be made on paper (scan) or electronically and must be attached to the approved financial statements.

Form of signature

Let us recall that under the previously applicable regulations, the financial statement had to be signed by all members of the governing body and it had to be an electronic signature – thus all members had to have such signatures (qualified or trusted ePUAP). With the entry into force of the said changes, since the beginning of 2022, it will no longer be necessary.

The new rules are substantial facilitation, especially for companies managed by a multi-national governing body. Not every member of the board may be a Polish citizen or have a PESEL number. Therefore, one of the most common problems in situations related to financial statements was difficulties in obtaining a qualified signature or a trusted profile.

Signing financial statements – refusing option

Members of the governing body may also choose not to sign the financial statements. Namely, it concerns the right to refuse to sign a report with the relevant court register, to which Art. 52 sec. 2, and a declaration or a refusal to submit a declaration to which art. 52 sec. 2B, if they were drawn up.

Such a refusal may only be attached by the head of the entity entrusted with keeping the books of accounts. Applies to:

• financial statements,
• activity reports,
• consolidated financial statements,
• reports on the activities of the capital group,
• reports on payments to public administration,
• consolidated reports on payments to the public administration.

Please note that the regulations apply to reports approved after December 31st, 2021.

Annual financial statements are required to be stored for at least 5 years, counting from the beginning of the year following the financial year appropriate for a given report.