Classification of Law
Poland's legal system is a mixture of Roman civil law and Anglo-American common law systems. Civil law operates in areas such as family relations, property, succession, contract, and criminal law, while statutes and principles of common law origin are evident in such areas as constitutional law, procedure, corporations law, taxation, insurance, labour relations, banking and currency.
Civil law systems are based on concepts derived from old Roman law, distinguishable by their reliance on having a comprehensive set of rules and principles codified and easily accessible to both citizens and legal professionals. Codified laws are regularly revised to reflect the current environment, and have stronger emphasis in civil law countries than any precedent set by earlier court cases. Civil law countries cover more than 65% of world’s legal system, including the majority of continental Europe, Central and South America, the Middle East, Asia and Africa.
eSignature Legality Summary
Under Polish law, a written signature is not necessarily required for a valid contract - contracts are generally valid if legally competent parties reach an agreement, whether they agree verbally, electronically or in a physical paper document (Art. 60 and Art. 66 of the Polish Civil Code). To prove a contract is valid, the parties sometimes have to present evidence in court. Leading digital transaction management solutions can provide electronic records that are admissible in evidence under Art. 309 of the Polish Code of Civil Procedure, to support the existence, authenticity and valid acceptance of a contract.
In addition, Regulation (EU) No 910/2014 on electronic identification and trust services for electronic transactions in the internal market (the “eIDAS Regulation”) came into force on 1 July 2016. The eIDAS Regulation repealed and replaced the e-Signatures Directive (1999/93/EC) and is directly applicable in the 28 member countries of the European Union.
The eIDAS Regulation is technology neutral and defines three types of electronic signature (SES, AES, QES). Article 25(1) provides that an electronic signature shall not be denied legal effect and admissibility as evidence in legal proceedings solely on the grounds that it is in an electronic form or does not meet the requirements of a QES. Articles 25(2) and (3) give a QES the same legal effect as a handwritten signature and ensure that a QES recognized in one Member State of the EU is also recognized in other Member States. Finally, Recital 49 allows national law to set requirements regarding which type of electronic signature may be required in which circumstances.
Use Cases for Standard Electronic Signature (SES)
Use cases where an SES is typically appropriate include:
- commercial agreements between corporate entities, including non-disclosure agreements, purchase orders, order acknowledgements, invoices, other procurement documents, sales agreements, distribution agreements, and service agreements
- consumer agreements, including new retail account opening documents, sales terms, service terms, software licenses, purchase orders, order confirmations, invoices, shipment documentation, user manuals, policies (except consumer loan agreements)
- residential and commercial lease agreements
- software license agreements
- licenses of intellectual property, including patent, copyright and trademark
Use Cases for Other Types of Electronic Signature (e.g. Digital Signature, AES, QES)
Use cases where an electronic signature other than SES may be required include:
- QES – declaration of will (Art. 78, Civil Code)
- QES - certain HR documents, such as employment contracts, non-disclosure agreements, employee invention agreements, benefits paperwork, privacy notices and termination notices (art. 29 § 2 of the Labor Code)
- QES – license to industrial property rights or exclusive license or copyright (art. 12 § 2 of the Industrial Property Law) (art. 53 of the Copyright Act)
Use Cases That Are Not Typically Appropriate for Electronic Signatures or Digital Transaction Management
Use cases that are specifically barred from digital or electronic processes or that include explicit requirements, such as handwritten (e.g. wet ink) signatures or formal notarial process that are not usually compatible with electronic signatures or digital transaction management.
- Handwritten – intellectual property transfers, including industry property laws such as the right to obtain a patent for an invention, protection for a utility model, and a right in registration of an industrial design (art. 12 § 2 of the Industrial Property Law) and copyrights (art. 53 of the Copyright Act)
- Notarization - real property transactions (art. 158 of the Civil Code)
- Handwritten or notarization - depending on the subject of the security
- Handwritten or notarization - family law documents, such as wills, marriage contracts (art. 1 Polish Family and Guardianship Code), inheritance contracts (art. 950, art. 981 (1)) and (art. 1037 para. 2 Civil Code), contracts waiving inheritance (art. 1048/1049/1050 Civil Code), and inheritance sales (art. 1052 para 3 Civil Code)
- Notarization - articles of incorporation for certain entities, including limited partnership (art. 106), partnership limited by shares (art. 131), limited liability company (art. 157 § 2) and joint-stock company (art. 301 § 2 of the Commercial Companies Code)
- Notarization - assignment of shares or transfer or lease of an enterprise or the establishment of usufruct on it (art. 75 (1) Civil Code).
- Handwritten - corporate shareholder resolutions
- Handwritten - appointment and removal of corporate officers and directors
- Handwritten - all decisions issued by the (government) administration (art. 14 of the Administrative Procedure Code)
 An AES is an “advanced electronic signature”, a type of electronic signature that meets the following requirements: (a) it is uniquely linked to the signatory; (b) it is capable of identifying the signatory; (c) it is created using means that are under the signatory’s sole control; and (d) it is linked to other electronic data in such a way that any alteration to the said data can be detected.
 A QES is a specific digital signature implementation that has met the particular specifications of a government, including using a secure signature creation device, and been certified as ‘qualified’ by either that government or a party contracted by that government.
Local Technology Standards
As a Tiered eSignature Legal Model country, Poland supports the concept of a QES (Qualified Electronic Signature), requiring independent accreditation for those signatures by an approved certification body. While QES is only legally required for limited types of transactions, as previously discussed, Poland, as a member of the European Union, follows ETSI (European Telecommunications Standards Institute) standards to define the technical requirements for a QES. In compliance with the EU Directive 1999/93/EC on Electronic Signatures, Poland maintains a publicly accessible list of supervisory bodies for qualified certificated providers together with other countries in the European Union.
DISCLAIMER: The information on this site is for general information purposes only. You use this information at your own risk. For legal advice or representation, contact a licensed attorney in your area. Laws may change quickly, so DocuSign, Inc. cannot guarantee that all the information on this form is current or correct. DOCUSIGN DOES NOT GIVE ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY, OR COMPLETENESS OF THIS INFORMATION. TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER DOCUSIGN, NOR ITS AGENTS, OFFICERS, EMPLOYEES, OR AFFILIATES, ARE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE OR PROFITS, OR BUSINESS INTERRUPTION), EVEN IF DOCUSIGN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT, ARISING IN ANY WAY OUT OF THE USE OF OR INABILITY TO USE THIS INFORMATION
Last updated: October 31, 2018
- Act on Trust Services and Electronic Identification (2016)
- The Polish Civil Code (Kodeks cywilny)
- Polish Code of Civil Procedure (Kodeks postepowania cywilnego)
- Public Renders Law (Ustawa Prawo zamowien publicznych)
- The Polish Commercial Companies Code (Kodeks spółek handlowych)
- EU Regulation No. 910/2014 (2014)
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