One of the structures available under Polish law is the ‘spółka partnerska’ (professional partnership), modelled on the Anglo-Saxon Limited Liability Partnership. As defined in the Polish Commercial Companies Code, this is a vehicle for individuals practising liberal professions, such as doctors, architects and accountants. And yet, the provisions governing professional partnerships make no mention of their applicability to women. We therefore examine whether there is no room for female partners, feminine-gendered forms, or simply linguistic empathy.
The problem with feminine forms
The legislature has prescribed[1] a mandatory set of elements that must appear in the name of a professional partnership. In addition to the surname of at least one partner (notably referred to only in the masculine form), the name must include one of the following phrases: ‘i partner’ (and partner), ‘i partnerzy’ (and partners) or ‘spółka partnerska’ (professional partnership).
A closer look at the first two alternatives reveals that the provision contains no feminine equivalents: neither ‘i partnerka’ (and [female] partner) nor ‘i partnerki’ (and [female] partners).
The literal wording of the provision is therefore discriminatory. How did this come about?
A professional partnership for male partners only – what do the legal scholars say?
Legal scholars and commentators, focusing on the literal wording of the provision and the closed, precise list it sets out, unanimously hold that the feminine form of the word ‘partner’ may not be used in the name of a professional partnership. They point out that using feminine forms could cause practical problems. For example, it could prevent a male partner whose name does not appear in the partnership’s name from joining the partnership.
The argument referring to ‘practical problems’ is not only unconvincing, but also internally contradictory. In fact, it undermines the very point it is supposed to support.
According to this logic, if the partnership name were ‘Kowalska i partnerki’ (Kowalska and [female] partners), it would prevent a man from joining. Yet no one questions the form ‘Kowalski i partner’ (Kowalski and [male] partner) on the same ground.
Moreover, ‘partnerka’ is not some foreign coinage; it’s simply the feminine form of ‘partner’, just as ‘lekarka’ is the feminine form of ‘lekarz’ (doctor).
The statutory list specifies what must be included in a partnership’s name, not the grammatical gender in which it must be expressed, while the Constitution prohibits interpretations that discriminate on the grounds of sex.
For these reasons, the call for a legislative amendment expressly permitting the use of feminine forms in professional partnerships names should be supported.
Practice in the registry courts
All this takes on particular significance when we consider how things work in practice.
Any attempt to register a professional partnership whose name includes the phrase ‘i partnerki’ (and [female] partners) will result in the registry court refusing to enter the partnership in the register. As a consequence, the partnership will simply not come into existence.
It is also worth noting that, according to data from the Central Statistical Office, the gender breakdown among individuals practising liberal professions is approaching parity. In 2024, women accounted for 59% of practising doctors and 42% of practising architects.
Therefore, under the current legal framework, one could argue that this constitutes discrimination.
The legislature created the professional partnership with doctors, advocates and notaries in mind. And then, in the very same statute, failed to find room for their female counterparts, even in the partnership’s name.
Have questions? Contact us
[1] Article 90 § 1 of the Commercial Companies Code (k.s.h.)
