Companies whose financial year is the same as the calendar year have less and less time to approve their financial statement and submit it to the Repository of Financial Documents. The deadline for adopting resolutions on the approval of the financial statement and the distribution of profit or coverage of loss expires in their case at the end of September.
Summary:
- As a rule, the obligation to close the financial year, that is to the to prepare, approve and submit financial statement, applies to all companies and branches of foreign entrepreneurs entered in the register of entrepreneurs of the National Court Register.
- Companies whose financial year is the same as the calendar year are required this year to adopt resolutions on approving the financial statements by the end of September.
- The financial statements should be submitted to the Repository of Financial Documents within 15 days from the date of adopting the resolution on approving the financial statement. However, it is not necessary to send the document directly to the tax office, because these documents are going to be transferred to the office automatically, in the ICT system.
Which companies are required to comply with the annual reporting obligations?
As a rule, each company and branch of a foreign entrepreneur registered in the register of entrepreneurs of the National Court Register is obliged to close the financial year, which means to draw up a financial statement, approve it and submit it to the Repository of Financial Documents.
The exception to this rule are registered partnerships (spółka jawna) and professional partnerships (spółka partnerska) whose net revenues from the sale of goods, products and financial operations for the previous financial year amounted to less than the equivalent of EUR 2.000.000 in the Polish currency (PLN). These companies are not required to prepare financial statements, however, they should submit a declaration of no obligation to prepare and submit an annual financial statement within 6 months from the end of the financial year.
What actions must an entity take at the moment of closure of the financial year?
As part of the annual reporting obligations, a company or a branch of a foreign entrepreneur should take the following steps:
- preparation of financial statement and activity report in electronic form (if mandatory for a given entity),
- signing of financial statements and activity report with electronic signature,
- adopting resolutions on the approval of the financial statement and the activity report, as well as the distribution of profit or coverage of loss (in the case of branches, it is sufficient to sign a declaration that the financial statement of the foreign entrepreneur has been approved and that it contains the financial data of the branch),
- submitting the financial statement and other related documents to the Repository of Financial Documents or, in situations specified by law, via the S24 system.
When is the deadline for submitting financial statement to the Repository of Financial Documents?
Resolutions on the approval of the financial statements and the distribution of profit or coverage of loss should be adopted within 6 months from the end of the company’s financial year.
The financial statements should be submitted to the Repository of Financial Documents (or, in situations provided for by law, via the S24 system) within 15 days from the date of adopting the resolution on approving the financial statements.
In addition, in accordance with the Ordinance of the Minister of Finance of March 31st 2020 on the determination of other dates for the fulfillment of obligations in the field of records and in the scope of drawing up, approving, making available and submitting reports or information to the relevant register, unit or authority, deadlines for preparation and approval financial statement were extended by an additional 3 months. However, this exception applies only to reporting obligations for the financial year ending after September 29th 2019, but no later than April 30th 2020, the due date of which did not expire before March 31st 2020.
Important
In practice, this means that companies and branches of foreign entrepreneurs whose financial year is the same as the calendar year are required this year to adopt resolutions approving the financial statements by the end of September. Then, they are required to submit their financial statements by October 15th 2020 at the latest.
Companies and branches of foreign enterprises entered in the register of entrepreneurs of the National Court Register, which submit their financial statement and related documents to the Repository of Financial Documents, are no longer required to submit these documents additionally to the tax office. Pursuant to the applicable regulations, these documents will be forwarded in the electronic system directly to the appropriate tax office, without the need for any additional action.
Who is authorized to submit documents on behalf of the company or branch of a foreign entrepreneur?
In the case of companies, the application to the Repository of Financial Documents may be made by a person authorized to represent the company (a partner authorized to represent the company, a member of the management board or a commercial proxy), provided that their PESEL number has been disclosed in the register of entrepreneurs of the National Court Register.
In the case of branches of foreign entrepreneurs, documents may be submitted by a person authorized to represent the foreign entrepreneur at the branch, as well as by a commercial proxy. As in the case of companies, the condition is the disclosure of the PESEL number of the said person in the register of entrepreneurs of the National Court Register.
In addition, the application may also be made by an attorney-at-law acting on the basis of a power of attorney granted by the company or branch.
You can find more information about the closure of the financial year in our publication: Q&A – closing of financial year 2019
AUTHOR: Łukasz Wojdanowicz, Senior Consultant
