Legal Personality and Associational Autonomy in Polish and Ukrainian Private Law

An association originates in the exercise of individual autonomy, yet its institutionalization inevitably raises questions concerning collective legal identity, organizational independence, representation, patrimonial autonomy and participation in legal relations. Legal personality is traditionally regarded as the principal juridical mechanism through which such collective autonomy acquires an independent legal form. This article argues, however, that legal personality should not be equated with the entirety of an association’s legal existence. Rather, it represents one, albeit particularly developed, manifestation of a broader phenomenon which may be designated as associational autonomy. The article undertakes a comparative analysis of Polish and Ukrainian private law, focusing on the legal status of associations operating with and without legal personality and on the manner in which these organizational forms are accommodated within private international law. Particular attention is devoted to the Polish distinction between registered and ordinary associations and to the Ukrainian statutory possibility for public associations to operate either with or without legal-person status. The analysis further examines the respective conflict-of-laws rules concerning the personal law, capacity and representation of legal persons, with particular emphasis on the Ukrainian regulation of foreign organisations lacking legal personality. The article advances the proposition that contemporary private law should move beyond the rigid binary opposition between legal persons and legally irrelevant collectives. A functional conception of organizational subjectivity offers a more adequate analytical framework, particularly for cross-border relations in which the legal order of the forum is confronted with organisational forms originating in another jurisdiction. Such an approach reconciles organisational autonomy with third-party protection and territorial regulatory interests and may contribute to the further Europeanisation of Ukrainian private law.