Terms are defined by Sager as lexical items representing discrete concepts that form the knowledge system of a given subject field; hence, terms are 'depositories of knowledge' (2001:259). It is especially visible in the legal field where terms are grounded in country-specific legal systems whose knowledge basis is defined in national legislation. A legal term is a depository of national legal knowledge and this knowledge is part of its meaning. As a result, legal terms show a certain degree of asymmetry between national systems, which inevitably poses a major translation problem. There are several degrees of terminological incongruity, ranging from identical concepts (very rare) or near equivalence to conceptual voids without any equivalents in the TL. The degree of incongruity may be measured as differences between essential and accidental features; it is also explained with reference to intersection and inclusion (Љarčević 1997: 237-8).

The simplest type of business activity in Poland is osoba fizyczna prowadząca działalność gospodarczą (lit. a natural person running a business activity). It is an individual who owns all the assets and has unlimited liability. The corresponding functional equivalents are: a sole trader (EN) and sole proprietorship (US). Despite slight regulatory differences, such as no registration requirement in the US (cf. Mallor et al. 2004: 819), the terms show a relatively high degree of conceptual similarity; hence, a function equivalent is highly acceptable.

In general, if a business entity is formed by two or more persons, it is referred to as spółka. Polish spółki may be divided into spółki prawa handlowego, referred to as spółki handlowe, formed under the Polish Code of Commercial Partnerships and Companies 2000 (Kodeks Spółek Handlowych, which replaced Kodeks Handlowy 1934 modeled on the German code, cf. Tynel et al. 2002: 9), and spółki prawa cywilnego, referred to as spółki cywilne, formed under the Polish Civil Code 1964 (Kodeks Cywilny). Spółki handlowe are further divided into unincorporated bodies called spółki osobowe (i.e. partnerships) and incorporated bodies called spółki kapitałowe (i.e. companies (En)/corporations (US)). The classification of major Polish entities is shown in Chart 1:

Chart 1. Classification of Polish business entities spółki.

spółka cywilna is a good example of high terminological incongruity. In the common law system no distinction is made between entities formed under civil law and commercial law as business entities are regulated mainly under company law (EN) or corporate law (US). Nevertheless, it is possible to approximate the concept, but first one should eliminate incorrect equivalents. spółka cywilna is an unincorporated association; hence, it should not be referred to as a company. The term private company, proposed by Myrczek and Pieńkos, exists in English law and refers to a company with legal personality whose shares are not available to the general public. Therefore, it may be regarded as a functional equivalent of Polish spółka z ograniczoną odpowiedzialnością. The most literal equivalent, i.e. a civil partnership, listed in all the entries except for Kozierkiewicz, could not have been more misleading. In England under the Civil Partnership Act 2004 it is "a relationship between two people of the same sex". Owing to significant publicity, this term may be wrongly interpreted in other English-speaking countries even though they use other terms to refer to homosexual marriages (e.g. civil union, domestic partnership). This example serves as a good warning against literal/formal equivalents which may evoke different concepts in the TL. The terms nontrading partnership and noncommercial partnership, intended to function as a contrast to a commercial partnership, seem to be too restrictive in meaning. They are defined by the Black's Law Dictionary (BLD) as "a partnership that does not buy and sell but instead is a partnership of employment or occupation", which is not the case with the Polish spółka cywilna.

Kozierkiewicz proposes a hyperonym partnership; a recourse to a generic word is one of the techniques to deal with nonequivalence. An English partnership does not require any formal registration, but may be formed by way of a written or oral agreement. However, this term may be too general in some contexts, especially when it is necessary to make a distinction between partnerships formed under the Civil Code and the Commercial Code. On the other hand, Brodecki claims that referring to spółka cywilna as a partnership is misleading, "despite its name, is not a partnership at all but rather a cooperation relationship uniting its members without entailing the formation of a separate commercial entity" (2003: 148). It is worth noting that a similar German-law concept (Gesellschaft bürgerlichen Rechts—GbR) is referred to as a civil law association or partnership. The most transparent equivalent is civil law partnership proposed by Myrczek. It is an accurate SL-oriented equivalent, informing recipients that it is a kind of partnership formed under civil law. Some researchers also argue for another SL-oriented equivalent private partnership (cf. Kierzkowska). Owing to the high system-specific nature of the Polish term, it is difficult to find an adequate TL-oriented equivalent.

The most popular type of entity, i.e. spółka handlowa, is a general term for partnerships and companies formed under commercial law. It does not necessarily mean that an entity is involved in trade. As already noted, spółki handlowe comprise both unincorporated entities referred to as spółki osobowe and incorporated entities known as spółki kapitałowe. spółka osobowa [lit. association of persons] is an unincorporated body without legal personality. However, it has certain qualities of a legal person: it may, inter alia, acquire rights and incur liabilities in its own name; it may sue and be sued. At least one partner has unlimited liability for partnership debts. In general, partners are involved in the day-to-day management of partnership affairs. spółka kapitałowa [lit. association of capital] is an incorporated body with legal personality it acquires upon registration in the National Court Register [Krajowy Rejestr Sądowy]. It allows shareholders to pool their capital and to have their liability limited by shares. Shareholders are usually not personally involved in the management of company affairs, which is vested in a separate body called Zarząd (Management Board) that is supervised by Rada Nadzorcza (Supervisory Board). Table 2 presents equivalents found in the dictionaries and the translations of the Code.

spółka osobowa is unproblematic and has a nearly uniform equivalent as this concept is very similar to the English partnership. There are two exceptions involving calques: Małkiewicz, who proposes a misleading literal equivalent of personal partnership, and Ożga, who does not distinguish between a partnership and a company and evokes a false friend private company.

Surprisingly, more variation may be found with regard to spółka kapitałowa, the rendering of which is not symmetrical to that of spółka osobowa. It has as many as five equivalents and two dictionaries, i.e. Ożga and Kienzler, do not have this entry at all despite its being an important concept in Polish commercial law.² Its direct functional equivalent is a company (EN) or corporation (US). The literal equivalent, i.e. a capital company, is a tautology (cf. Żebrowski 2003: 59); the same applies to incorporated company since in English law a company is an incorporated body. Another literal equivalent, association of capital, which is provided by three dictionaries, may however be misleading in some cases as according to the BLD, an association is "an unincorporated organization that is not a legal entity separate from the persons who compose it". For this reason the functional equivalents (company, corporation) should be a preferred choice.

The next section discusses four types of Polish partnerships (spółki osobowe). All of them require registration in the National Court Register (KRS). spółka jawna [sp.j.] is the most typical and traditional type of partnership. It may be formed by natural and legal persons. Its most important distinguishing feature is that all partners have unlimited liability and are jointly and severally liable for its liabilities. It is best suited for small-scale service provision or production (cf. Koch & Napierała 2005: 36). The remaining three types of partnerships are of a hybrid nature (ibid.), where liability of some partners is limited. spółka partnerska [sp.p.], which is a new type of partnership introduced by the amended Code 2000, may be founded only by natural persons qualified to practice certain freelance professions (e.g. lawyers, accountants, physicians, sworn translators). Partners are not liable for liabilities related to the practice of profession by other partners or acts and omissions of employees supervised by other partners although unlimited liability may be imposed on partners in the governing document. spółka komandytowa [sp.k.] is similar to spółka jawna; however, at least one of partners (komplementariusz/general partner) has unlimited liability while others (komandytariusz/limited partner) are liable to the amount of their contribution. General partners represent a partnership and manage its affairs. spółka komandytowo-akcyjna [S.K.A.] combines features of spółka komandytowa and spółka akcyjna, i.e. a limited partnership and a limited company. At least one partner has unlimited liability and at least one partner is a shareholder whose liability is limited by shares. These are usually larger enterprises, the minimum capital requirement being PLN 50,000. There are also stricter corporate governance requirements, e.g. when a number of shareholders is higher than 25 persons, it is necessary to establish a supervisory board which does not include any general partner. Table 3 shows English equivalents of the partnerships.

spółka is nearly uniformly rendered as a partnership. The closest functional equivalent of spółka jawna is an unlimited/general/ordinary partnership in England (or simply a partnership) and a general partnership in the US. Kierzkowska argues against the TL-oriented general partnership in favor of the SL-oriented registered partnership. She claims that the former may be misleading by suggesting that it is an entity formed under English law.³ The latter, as she argues, approximates general legal mechanisms and signals the difference: in contrast to English law, Polish law requires a partnership to be registered; hence, a registered partnership (2005: 87-88). However, since the essential properties of the SL and TL concepts are the same, the functional equivalent seems to be acceptable. As for other equivalents proposed by the dictionaries, an unlimited company, which refers to an incongruous concept unique to English law, is a misunderstanding. Likewise, a general mercantile partnership seems to be a calque of spółka handlowa jawna.⁴

The Polish Code defines only two types of companies which most of all differ in the amount of minimum capital and corporate governance requirements. Both companies pay corporate income tax and have a legal personality they acquire upon registration in the National Court Register (KRS). In spółka z ograniczoną odpowiedzialnością (Sp. z o.o.) the minimum capital requirement is PLN 50,000. The company may be formed by natural and legal persons whose liability is limited by shares. It may only be privately held and as noted by Brodecki "it cannot issue stock in the form of a document (only 'rights' are issued to its shareholders) and it cannot be listed on a stock exchange" (2003: 95). As a result, it is best suited for small- and medium-scale ventures that do not require to pool capital from a large group of investors. spółka z ograniczoną odpowiedzialnością is referred to as a 'historically younger sister of spółka akcyjna' (Koch & Napierała 2005: 41). In spółka akcyjna (S.A.), which is mainly intended for large-scale ventures, the minimum capital requirement is PLN 500,000. The company may be formed by natural and legal persons whose liability is limited by shares. Shareholders are more separated from the day-to-day management of operations than in Sp. z o.o. Furthermore, there are more stringent disclosure and corporate governance requirements; for example, it is obligatory to establish a Supervisory Board (Rada Nadzorcza). Now let us have a look at English equivalents (Table 4).

Table 4. English equivalents of spółka z ograniczoną odpowiedzialnością and spółka akcyjna.⁶

spółka akcyjna, which has as many as 16 equivalents, is more problematic. The widespread equivalent joint-stock company is however not neutral. According to the BLD, a joint-stock company is "1. an unincorporated association of individuals possessing common capital, the capital being contributed by the members and divided into shares, of which each member possesses a number of shares proportionate to the member's investment. 2. A partnership in which the capital is divided into shares that are transferable without the express consent of the partners". It means that this term refers to unincorporated entities in the US context. As noted by Griffin, joint stock companies appeared in England in the 17^th century. They were a complex form of partnership created by royal charter; associations of members who contributed capital for trade ventures. Joint stock companies had a separate legal identity; however, their members did not have limited liability unless otherwise stipulated in the charter (2000: 3). The Joint Stock Companies Act 1844 introduced registered companies (in contrast to incorporation by royal charter or by an Act of Parliament); which could be formed by more than 25 members and had to register in the Registrar of Companies (ibid: 4-5). However, members' liability remained unlimited until the Joint Stock Companies Act 1856, and it was obligatory to add 'limited' to the company's name (Lowry 2006: 17).

It is claimed that Sp. z o.o. resembles an English public limited company (Brodecki 2003: 95). In fact, spółka akcyjna most frequently resembles public company limited by shares (EN) or publicly-held corporation/ public corporation (US); however, it may also be a private company limited by shares/a close corporation when, as the case may be, its shares are not available to the general public (e.g. quoted on the stock exchange or alternative markets). For this reason the following equivalents may be too specific in some contexts: public limited company, public limited liability company (?), publicly-held corporation, public limited company with share capital, as they refer only to a public S.A., and a private limited company as it refers only to a private S.A. In specific reference these may be good functional equivalents after the translator establishes whether a given S.A. is private or public. The dictionaries also propose more general equivalents which however do not allow one to distinguish between Sp. z o.o. and S.A.: registered company (both S.A. and Sp. z o.o. require registration), incorporated company/enterprise (both S.A. and Sp. z o.o. are incorporated and are legal persons), company limited by shares (in both S.A. and Sp. z o.o. shareholders' liability is limited by shares).

To sum up, the choice of the right equivalent in a given context may be a difficult task as it requires a good knowledge of SL and TL legal concepts. Owing to the terminological incongruity between the common law and civil law systems, it is impossible to find the one and only 'proper' equivalent. The three translations of the Code as well as other professional literature on Polish company law use the same equivalents for major types of business entities: spółka jawna (registered partnership), spółka partnerska (professional partnership), spółka komandytowa (limited partnership), spółka komandytowo-akcyjna (limited joint-stock partnership), spółka z ograniczoną odpowiedzialnością (limited liability company) and spółka akcyjna (joint stock company). These are safe SL-oriented equivalents that are in most cases well suited for international recipients from civil law countries. On the other hand, recipients from common law countries, who are accustomed to the different conceptual organization of these semantic fields, may require more natural equivalents, even at the expense of sometimes elusive accuracy. After all, the legal translator's task is to produce a functional text in the TL. As noted by Alcaraz and Hughes, "Even if one denies translators any truly creative role in text production, they must be regarded as (saving mishaps) expert wielders of words, cunning artisans who devise, exploit and perfect techniques of adaptation and adjustment in their quest for elusive, and no doubt occasionally illusory equivalents" (2002:23).

² Kienzler's and Ożga's dictionaries miss some important Polish-specific concepts and at the same time include phrases that are obscure in Polish, e.g. the former lists spółka kapitalizacyjna rather than spółka kapitałowa while the Polish>English volume of the latter lists a translation of the English concept spółka posiadająca osobowość prawną z mocy przywileju lub rejestracji in the absence of spółka cywilna, spółka partnerska or spółka komandytowo-akcyjna.

³ Similar reservations are however not raised against a limited partnership as an equivalent of spółka komandytowa.