Specjalna zdolność prawna w okresie PRL
Special Legal Capacity during the Polish People's Republic

Summary/Abstract: Legal capacity of legal persons is a normative feature in the Polish legal system, dependent on the will of the legislator. However, during the People’s Republic of Poland, legal capacity was used in relation to legal persons (with a parallel restriction in the granting of personality) largely as a tool to adapt the law to the needs and interests of the authoritarian state. This served to perpetuate the primacy of the public interest over the interest of the individual, to exercise control over the economy, and to protect state property with priority over private property. In this context, values such as the protection of certainty of trade or the protection of the rights of persons who were the other party to a legal transaction, and who acquired rights on the basis of the transactions, were of secondary importance in practice. What occurred, therefore, was an instrumental use of the institution of legal capacity. Referring to the requirements of today’s economic trading, there seems to be no room for the institution of special legal capacity as a rule. In view of the repetitive nature of the transactions carried out and their automation, as well as their often cross-border nature, the principles of certainty of trading and equality of parties should be of paramount importance, which the repeal of Article 36 of the Civil Code promotes. The objective of protecting the assets and members of a legal person, on the other hand, can be achieved by laying down binding rules for the representation of the legal person in question, with the proviso that also not all breaches of these rules can have effect on third parties.

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