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Polish citizenship guide


Civil law partnership

A civil law partnership is a special form of doing business in Poland. This is a contract under which at least two entrepreneurs undertake to jointly run the business, i.e. to achieve a common economic purpose. The name “partnership” may be misleading in this case, because the business form described here does not constitute an autonomous economic entity and it is merely a contract between partners, each of whom is an independent entrepreneur. A civil law partnership is a peculiar modification of a one-man business which was described in the previous section.
As a principle, the partners in a civil law partnership must make a contribution of assets to the partnership and these assets become their joint property. This means that in the course of the partnership’s duration no partner can independently manage these assets or his share in the assets, e.g. he cannot sell it. All partners bear full as well as joint and several liability for the obligations arising from the operation of a civil law partnership. The concept of a joint and several liability requires an explanation. It means that a creditor of the partnership may demand the payment of the debt from all the partners, a few of them or only one of them (according to his free choice). Each of these partners is responsible for the full amount of the debt, even if he did not incur it himself but another partner did. If one of the partners repays the debt, the remaining partners are exempt from the liability. It is therefore clear that any form of activity in which the entrepreneurs (partners) are jointly and severally liable, requires considerable trust between the partners.