As of 1 January 2022, revisions to the rules for signing financial documents of commercial companies (financial statements and the report on the company’s activities) became effective.

According to the previous regulations, such documents required an electronic signature (qualified electronic signature or trusted signature) by all members of the management board; furthermore, the financial statements required an additional signature by the officer in charge of accounting for the company.

From 1 January 2022, it has become sufficient for the financial statements to be digitally signed by at least one member of the management board and by the person charged with bookkeeping. In order for this simplified procedure to be applied, all other members of the management board must declare that the financial documents meet the requirements provided for in the Act.

Such a declaration should:

  • be made either in electronic form and carry a qualified electronic signature, a trusted signature or a personal signature, or in hard copy and carry a handwritten signature. If the declaration is made in hard copy, the member of the management board signing the financial statements shall be obliged to ensure that electronic copies of those documents are made.
  • include an indication of the financial statements to which it relates, in particular by specifying the date and time of signature thereof by the officer charged with bookkeeping.
  • be attached to the financial statements and submitted to the National Court Register with it. It should also be kept in the manner prescribed by law (according to the date of drafting).

The foregoing rules will also apply accordingly, inter alia, to the management report (in that case, it shall not be signed by the officer charged with bookkeeping) or the consolidated financial statements.

Clearly, it remains permissible for financial documents to be signed “pursuant to the old rules”, i.e. by all members of the management board.

We are available to assist you should you have any questions or encounter any challenges in signing the company’s financial documents or approving them.