“Succession of Enterprise upon Death of Entrepreneur”. The book by Kacper Górniak

The member of our research team has published a book, which analyses Polish law of succession from the perspective of a sole entrepreneur who plan a succession of his enterprise.

Succession of Enterprise upon Death of EntrepreneurThere has been published the monograph entitled “Succession of Enterprise upon Death of Entrepreneur” written by Dr Kacper Górniak, a member of our research team. The book is published in the publishing company C.H. Beck. It is accessible also in the legal database LEGALIS.

The monograph is a part of our research project. It detailly analyses the following issues:

  •  a legal concept of enterprise, as a complex of assets which serve to conduct business activity, and also a problem of its succession, with particular regard to family business succession
  • two basic functions, which accompany the legal norms on business succession upon death, i.e. the optimisation (facilitation) of the succession (planned by the entrepreneur) and the protection of the (unplanned by the entrepreneur) succession
  • the historical, economic, political, and constitutional connotations of the problem of post-mortem succession of the enterprise along with arguments which favour or contradict the fulfilment of the functions of optimisation and protection of succession by the legislator
  • the rights and obligations of the entrepreneur which expire or may expire as a result of his death, such as some contractual relationships, rights and obligations arising from administrative decisions, and the right to a business name
  • inheritance of an estate comprising the enterprise (statutory or testamentary succession), including problems of probate and liability for debts related to the enterprise
  • a division of the estate where more than one heir has been appointed as an heir; the book includes directives which point out how the estate should be divided if it was comprised of the enterprise, illustrating them with devices from different legal systems;
  • legatum per damnationem of the enterprise, including problems of its institution in a will, its performance and liability for non-performance, and liability of a legatee for debts related to the enterprise
  • legatum per vindicationem of the enterprise, including its institution in a notarial will, a problem of probate, performance of the bequest, and liability for its non-performance, as well as liability for debts related to the enterprise
  • donatio mortis causa of the enterprise, including question of its validity, conclusion in a proper form, performance of the donation after death of the donor, and liability for its non-performance, as well as liability for debts related to the enterprise
  • claims followed from compulsory shares in an estate (legitim portions) against a successor who has acquired the enterprise, including problems of excessive burden of those claims and legal devices which help to mitigate them (i.a., the new Art. 997(1) of Polish Civil Code)
  • the titles of succession that are absent in the Polish legal system; the book considers to what extent the succession of the enterprise upon death could be favoured by the introduction of contracts of succession and contracts post mortem relating to the enterprise, joint wills, dispositions of the enterprise upon death and claims for the purchase of the enterprise by persons who are not belong to the heir circle, trusts, and possibilities followed from family foundations.

The book bases on the state of legislation preset in December 2022. Therefore, it includes new provisions of succession law, which have been introduced through law on family foundations, i.a., provisions on renunciation and reduction of compulsory share (the Art. 997(1) and 1048 § 2 of Polish Civil code).