Companies & corporate law

The new regulations allow attorneys-at-law and legal advisors to submit financial statements of entities entered into the National Court Register

On December 6, 2018, the Polish parliament passed the Act on the National Register of Entities in Debt, which, inter alia, contains provisions amending the Act on the National Court Register. The new regulations eliminate a legal loophole which did not allow professional proxies (attorneys-at-law, legal counsels and foreign lawyers) to submit financial statements of their principals to the Financial Document Repository.

Current provisions from art. 19e paragraph 2 of the Act on the National Court Register require that filling of financial statements submitted via the electronic system must bear an electronic signature of at least:

– one person entered to NCR as the member of the body authorized to representation,whose PESEL number is disclosed in the NCR,

– partner of a partnership,

– liquidator or

– trustee.

If such a notification is made by an attorney-at-law or a legal advisor, it must be additionally signed by one of the above-mentioned persons, which in practice has caused quite a stir, especially if the company’s board members are foreigners living outside Poland and have no PESEL number.

According to the new wording of art. 19e of the Act on the National Court Register, the application for a financial report may also be made by an attorney-at-law, legal advisor or foreign lawyer if he has an authorization and provided that the Supreme Bar Council and the National Council of Legal Advisors made their PESEL number available to the courts and the Minister of Justice. In this case, the attorney-at-law, legal advisor or foreign lawyer refers to the power of attorney granted to him and signs the application by qualified electronic signature, trusted signature or personal signature.

At present, the Act is awaiting the President’s signature. If it is signed, the new regulations regarding the submission of financial statements enter into force on April 1, 2019.

In matters regarding the submission of financial statements, please contact our lawyers at [email protected]

Author team leader DKP Legal Michał Dudkowiak
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