“Civilization is an invisible web of contracts,” Bertrand de Jouvenel wrote. You buy an apartment—a contract. You hire a contractor—a contract. You inherit from your parents—the law of succession sets the rules. Your neighbor floods your flat—civil law points the way to compensation.
Civil law in Poland is the air we breathe without noticing it—until something is missing.
The Polish Civil Code: Foundation of Private Law
Civil law in Poland is governed primarily by the Civil Code (Kodeks cywilny) of 1964, extensively amended since but retaining its systematic structure. The Code regulates:
- General provisions (legal capacity, legal acts, limitation periods)
- Property law (ownership, limited property rights, possession)
- Obligations (contracts, torts, unjust enrichment)
- Inheritance law (succession, wills, reserved portion)
Alongside the Civil Code, Polish civil law includes numerous special statutes: the Real Estate Management Act, the Land Registry Act, consumer protection legislation, and sector-specific regulations.
Understanding how these sources interact—and how Polish courts interpret them—is essential for navigating private law matters in Poland.
Contract Law in Poland: The Architecture of Relationship
A good contract anticipates conflict. Not because the parties distrust each other, but because they understand human nature. Stewart Macaulay, the contracts scholar, demonstrated in his classic studies that businessmen rarely invoke contractual provisions in disputes—they prefer to negotiate. But you negotiate from an entirely different position when the contract stands behind you than when it leaves you unprotected.
Transaction Costs and Contract Design
Ronald Coase, the Nobel economist, argued that transaction costs—the time and energy required to negotiate, draft, and enforce an agreement—shape the entire structure of the economy. A well-constructed contract reduces those costs going forward. A poorly constructed one multiplies them without end.
Contract law in Poland provides significant freedom of contract (swoboda umów)—parties may shape their relationships as they see fit, within the limits of law, public policy, and good morals (Article 353¹ of the Civil Code). But this freedom is also responsibility: what you fail to include in the contract, you cannot later demand.
Key Principles of Polish Contract Law
Form requirements — Certain contracts require written form, notarial form, or certified signatures under Polish civil law. Failure to observe form can mean invalidity—not merely evidentiary problems.
Good faith obligations — Article 354 of the Civil Code imposes good faith duties in contract performance. This can expand or limit what the text literally says.
Interpretation principles — Polish courts interpret contracts according to the parties’ common intent (Article 65), not merely literal text. What seems clear to you may be read differently in Warsaw.
Pre-contractual liability — Under civil law in Poland, parties negotiating in bad faith may be liable for damages even without concluding a contract (culpa in contrahendo).
Property Law in Poland: Ownership and Its Shadows
John Locke derived the right of property from labor: that which you have mixed with your toil becomes yours. Two and a half centuries later, Oliver Wendell Holmes offered the rejoinder: “Property is only what the courts will let you keep.” Between these poles—the philosophical ideal and the procedural reality—the law of property in Poland unfolds.
Real Estate Under Polish Civil Law
Real estate is not merely a physical plot or building. It is a tangle of rights, encumbrances, history—mortgages, easements, third-party claims, ambiguities in the land registry.
Harold Demsetz, the economist of property rights, showed how uncertainty of title paralyzes transactions and destroys value. Clear title is not a formality; it is the foundation on which everything else is built.
Property law in Poland relies on the Land and Mortgage Register system (księgi wieczyste). The register enjoys public faith—what is recorded is presumed accurate, and good-faith acquirers are protected. But discrepancies between registry entries and actual status do occur, and resolving them requires knowledge of both substantive law and court procedure.
Property Rights Under Polish Law
Civil law in Poland recognizes several categories of property rights:
Ownership (własność) — The fullest right to a thing, allowing the owner to use, dispose of, and exclude others (Article 140 of the Civil Code).
Perpetual usufruct (użytkowanie wieczyste) — A long-term right to use state or municipal land, historically common for commercial properties. Being phased out through conversion to ownership under 2018-2019 legislation.
Limited property rights (ograniczone prawa rzeczowe) — Including usufruct, servitudes (easements), pledge, mortgage, and cooperative apartment rights.
Possession (posiadanie) — Factual control over a thing, protected by law regardless of underlying title. Possession held for specified periods can mature into ownership through adverse possession (zasiedzenie).
William Blackstone, the eighteenth-century commentator on English law, called property “that sole and despotic dominion which one man claims and exercises over the external things of the world.” But anyone who has tried to enforce rights to real estate against a stubborn possessor under Polish civil law knows that this dominion is absolute only on paper. In reality, it requires tools—legal, sometimes judicial.
Inheritance Law in Poland: Family Under Test
Leo Tolstoy opened “Anna Karenina” with the observation that all happy families are alike, while every unhappy family is unhappy in its own way. Inheritance disputes are the laboratory of this truth. The death of a loved one reveals tensions that have lain beneath the surface for years. The estate that was meant to be proof of love becomes an arena of conflict.
The Economics of Inheritance
Adam Smith observed that it is not from the benevolence of the butcher, the brewer, or the baker that we expect our dinner, but from their regard to their own interest. In matters of inheritance, self-interest intertwines with emotion, with a sense of justice, with old grievances. Rational calculation gives way to a battle over symbols.
Inheritance Under Polish Civil Law
Inheritance law in Poland is governed by Book Four of the Civil Code. Key concepts include:
Statutory succession (dziedziczenie ustawowe) — When there is no valid will, the estate passes to heirs according to statutory rules: first spouse and children, then parents and siblings, and so forth.
Testamentary succession (dziedziczenie testamentowe) — The testator may dispose of the estate by will, subject to reserved portion (zachowek) claims by close relatives.
Reserved portion (zachowek) — Under Polish civil law, certain heirs (descendants, spouse, parents) who would have inherited under statutory succession are entitled to claim half (or two-thirds if incapacitated or minor) of their statutory share, even if excluded by will.
Acceptance and rejection — Heirs may accept the inheritance outright, accept with benefit of inventory (z dobrodziejstwem inwentarza), or reject it entirely. Since 2015, passive acceptance defaults to benefit of inventory, protecting heirs from unlimited liability for estate debts.
Succession Planning
Planning succession during one’s lifetime—a will, a family foundation, gifts with retained control—is not pessimism. It is realism.
Gary Becker, the Nobel laureate who studied the economics of the family, demonstrated that families function best when the rules are clear and expectations are made explicit. The testator who leaves no clear instructions leaves his heirs not only an estate but a conflict.
Civil law in Poland provides tools for lifetime planning:
- Wills (ordinary, notarial, or special forms)
- Donations with conditions or reservations
- Family foundations (available since 2023)
- Agreements on succession to enterprises
- Life insurance and beneficiary designations
Tort Law in Poland: Injury and Its Repair
Guido Calabresi, the theorist of tort law, posed the fundamental question: “Who could have avoided the harm most cheaply?” The law of damages is a system for allocating risk—a mechanism that determines who bears the cost of misfortune when misfortune occurs.
Principles of Liability Under Polish Civil Law
Civil law in Poland recognizes several bases for tortious liability:
Fault-based liability (odpowiedzialność na zasadzie winy) — The general rule under Article 415 of the Civil Code: whoever through fault causes damage to another is obliged to repair it.
Strict liability (odpowiedzialność na zasadzie ryzyka) — For certain categories (operators of vehicles, enterprises using natural forces, owners of buildings), liability arises regardless of fault.
Vicarious liability — Employers are liable for damage caused by employees acting within the scope of employment; parents and guardians for damage caused by minors.
Contractual liability — Damages for breach of contract, governed by Articles 471 and following of the Civil Code.
Measuring Damages
Damage to property has its market valuation. Damage to a person does not. How do you price pain, loss of capacity, wasted years?
Richard Posner, the judge and theorist of the economic analysis of law, argued that damages serve a deterrent function: they compel potential wrongdoers to take care. But for the injured party, something else matters—the sense that the system acknowledges his harm.
Tort law in Poland provides for:
- Actual damages (szkoda) — Restoration of the prior state or monetary compensation
- Lost profits (utracone korzyści) — Income or gains that would have been earned but for the injury
- Non-pecuniary damages (zadośćuczynienie) — Compensation for pain, suffering, and diminished quality of life
- Periodic payments (renta) — For ongoing loss of earning capacity or increased needs
Lon Fuller, the legal philosopher, distinguished the expectation interest—what you were to receive had the contract been performed—from the reliance interest—what you lost by trusting the other side. Polish civil law on damages navigates between these categories, seeking a balance between making the victim whole and not punishing excessively.
Civil Procedure in Poland: Enforcing Rights
Substantive rights under civil law in Poland are only as strong as the procedures available to enforce them.
Court Proceedings
Civil cases are heard by common courts (sądy powszechne): district courts (sądy rejonowe) for smaller claims, regional courts (sądy okręgowe) for larger ones and as appellate courts for district court judgments.
Civil procedure in Poland is governed by the Code of Civil Procedure (Kodeks postępowania cywilnego), with significant amendments in 2019 introducing stricter preclusion rules and encouraging early evidence submission.
Alternative Dispute Resolution
Polish civil law encourages alternative methods:
- Mediation (mediacja) — Court-referred or private, with settlements carrying enforcement effect
- Arbitration (sąd polubowny) — Where parties have agreed to arbitration, binding awards enforceable as court judgments
- Conciliation (postępowanie pojednawcze) — Formal settlement attempts that toll limitation periods
Limitation Periods
Civil law in Poland imposes limitation periods (terminy przedawnienia) after which claims cannot be enforced:
- General period: 6 years (reduced from 10 years in 2018)
- Claims related to business activity: 3 years
- Claims for periodic performance: 3 years
- Tort claims: 3 years from knowledge of damage and wrongdoer, maximum 10 years from event
Missing a limitation deadline extinguishes the claim. Under current Polish civil law, courts must consider limitation ex officio, even without the defendant raising it.
Civil Law in Poland for Foreign Parties
International parties involved in civil matters in Poland encounter specific considerations:
Governing Law
Under EU regulations (Rome I for contracts, Rome II for torts), parties may choose the governing law for most civil relationships. Absent choice, connecting factors determine applicable law—often the law of the country where characteristic performance occurs.
Jurisdiction
The Brussels I Recast Regulation governs jurisdiction in civil and commercial matters within the EU. Defendants domiciled in Poland may generally be sued in Polish courts; alternative bases (place of performance, place of harmful event) may also apply.
Recognition and Enforcement
Judgments from EU member states are recognized and enforceable in Poland under Brussels I Recast without special proceedings. Non-EU judgments require recognition proceedings under Polish private international law or applicable treaties.
Language and Representation
Court proceedings in Poland are conducted in Polish. Foreign parties may act through Polish advocates (adwokat) or legal counsel (radca prawny).
Civil Law in Poland: Our Services
Contract Law
- Contract drafting, review, and negotiation
- Due diligence for transactions
- Contract dispute resolution
- Pre-contractual and contractual liability matters
Property Law
- Real estate transactions and due diligence
- Land registry matters and title verification
- Property disputes (ownership, possession, boundaries)
- Easements, mortgages, and limited property rights
Inheritance Law
- Estate planning and succession strategy
- Will drafting and interpretation
- Inheritance proceedings and estate administration
- Reserved portion (zachowek) claims and defense
- Disputes among heirs
Tort Law and Damages
- Personal injury claims
- Property damage claims
- Professional liability matters
- Damages calculation and negotiation
- Court representation in tort litigation
Complexity as Fact
In 2014 alone, Poland added more than twenty-five thousand pages of new law. This is not an aberration; it is a trend. Civil law accretes in layers: codes, amendments, case law, interpretations. Friedrich Hayek warned of the “pretense of knowledge”—the illusion that complex systems can be fully understood and controlled.
For the lawyer, this complexity is the workshop. For the client, it is a labyrinth. The value of professional counsel lies not in knowing the rules—those are available to anyone. It lies in understanding how the rules operate in practice, how courts interpret them, where the gaps are, and where the traps.
Summary
“The law is too important to be left to lawyers,” Charles de Gaulle once quipped. But legal matters are too important to be handled without them.
Civil law in Poland governs the most fundamental aspects of private life: how we make promises, how we own things, how we pass wealth to the next generation, how we seek repair when harmed. Each of these cases is unique to the client, even if to the legal system it is one among thousands.
We do not sell the illusion of simple solutions. Polish civil law is complex, and its application requires experience built over years. We offer that experience—and the determination to handle every case as though everything depended on it.
Facing a civil law matter in Poland? Contact us to discuss your situation—whether contract, property, inheritance, or damages.
