Entrepreneur's data in the contract - sole proprietorship
The data of the parties are entered at the beginning of the contract. Thanks to this, it is known who does it with whom and who represents the pages. Observing these formalities when the content of the contract is prepared, will save many problems in the future. What data of the entrepreneur should be entered in the contract when it is concluded with a natural person conducting business activity?
Why is it important?
For the contract to be valid, it must be signed on behalf of the entrepreneur by an authorized person. That is why it is so important to correctly determine who may represent our contractor and enter the data of this person or persons into the contract.
The consequences of signing an invalid contract are serious. The necessity to make quite complicated settlements, for example, when some work has already been done, problems with enforcing the payment, removing defects - these are only some of them.
Entrepreneur running a sole proprietorship
A natural person running a business can of course sign the contract himself. It can also be done by its employee or representative - we write about it later in the article. What data should be entered into the contract?
The data of sole proprietorships are publicly available. It is enough to use the CEIDG search engine to gain access, among others, to such data as name, surname, entrepreneur's company, NIP, REGON, address of the place of business, subject of business, information whether the business has been suspended.
For the contract to be valid, it is enough that there is no doubt who is party to it - there is no obligation to duplicate all data from a public register in it.
However, it is worth entering the entrepreneur's data in the contract, such as:
entrepreneur's name and surname;
the entrepreneur's company - the company of a natural person running a business is his name and surname, to which other words can be added (eg Jan Kowalski can run a business using the company "Hurtownia Jan Kowalski");
NIP and PESEL.
Jan Kowalski, running a business under the name Hurtownia Jan Kowalski, NIP 1112223344, ul. Biała 1, 01-234 Wrocław, residing at ul. Zielona 2, 01-234 Wrocław, PESEL 70123112345. Such data provided by the entrepreneur in the contract will suffice.
Why PESEL and address of residence?
Signing a contract is also the best time to obtain data from the other party that is not publicly available. It is about the address of residence and PESEL number. We will not find them in the CEIDG database of entrepreneurs.
These data are also not mandatory - the contract is also valid without them. For the validity of the contract, it is sufficient to identify who is a party to the contract. So what can more detailed entrepreneur data in the contract be useful for and why is it worth having them?
Most entrepreneurs, when signing a new contract, do not take into account the fact that they may meet in court in some time, because, for example, they will not pay for goods, services or work performed.
The address of residence will be important for the correct service of the claim, and in many cases also for the case to be brought to the competent court (when the defendant's domicile so decides).
For the purposes of a court case, it is also necessary for the court to determine the defendant's PESEL number. If we provide the court with too little data and it will not be able to assign a PESEL number to them (because, for example, more people with the same name and surname live in the same town), we will lose a lot of time. This may result in the proceedings being suspended until this number is established.
Be careful with the details of the trader in the contract!
What are the data of the entrepreneur in the contract to the Act on the Protection of Personal Data? The provisions of the Personal Data Protection Act do not apply to public data and information provided by CEIDG. But beware - some of the provisions of the Act should apply even to such data, it is about:
provisions on the obligation to protect personal data (e.g. the need to protect data against disclosure to unauthorized persons, removal by an unauthorized person, processing in violation of the Act, as well as alteration, loss, damage or destruction);
provisions on the control of personal data processing by GIODO.
What about entering such data that is not public in CEIDG? Is it possible to require from a contractor e.g. a PESEL number and address of residence? And how is entering them into contracts to the Personal Data Protection Act?
It is permissible - without the need to obtain a separate consent - to process personal data necessary to perform the contract when the data subject is a party to it or when it is necessary to take action before concluding the contract at the request of the data subject. This is due to Art. 21 sec. 1 point 3 of the Personal Data Protection Act. PESEL number or address of residence can be included in such data.
Having such additional data of the entrepreneur in the contract (going beyond the open data from CEIDG), more provisions of the Act on the protection of personal data must be applied to them than in the case of non-confidential data from CEIDG (e.g. the other party should be informed about who their administrator is, about the purpose of their collection, the right to access and correct them).
Start a free 30-day trial period with no strings attached!
Contractor's representatives and employees
Can the contract be signed by the contractor's employee? Should a power of attorney be required from him?
The matter is simple when the contract is concluded at the contractor's place of business. If, for example, an employee of a window fitting company signs a contract with a client at the company's premises, it is considered that the employee is empowered to do so. This is due to Art. 97 of the Civil Code. According to it, an active person in the premises of an enterprise intended to serve the public is considered, in case of doubts, to be empowered to perform legal transactions, which are usually performed with persons using the services of that enterprise.
This provision applies whenever an enterprise has not clearly informed its customers that specific persons active in its premises are not empowered to conclude contracts (Court of Appeal in Białystok in the judgment of 26 August 2016, file reference number I ACa 263/16).
What if the contract is not concluded at the contractor's premises and is represented by his attorney? Although there is no such obligation, for your own safety you should request a power of attorney.
The contracts then include the fact that the contractor is represented by an attorney at the conclusion of the contract. The data identifying the attorney is also provided.
Jan Kowalski, running a business under the name Hurtownia Jan Kowalski, NIP 1112223344, ul. Biała 1, 01-234 Wrocław, residing at ul. Zielona 2, 01-234 Wrocław, PESEL 70 123 112 345
represented by an attorney at the conclusion of the contract:
Piotr Nowak, residing in ul. Blue 3, 01-234 Wrocław, PESEL 80111116789, on the basis of the power of attorney of March 1, 2018, constituting an appendix to the contract.