Law update – new provision in the Consumer Rights Act
Law of May 30, 2014. on consumer rights already spoke about the possibility of returning goods purchased online. The problem, however, was that under the terms of the law, a person conducting business and buying goods on an invoice… was not a consumer.
Fortunately, this state of affairs has changed – first with the introduction of Article 38a into the Consumer Rights Law, and then with subsequent updates to the law. Art. 38a has since been repealed, but the today (September 2025) in force are the provisions of Art. 3855 Civil Code. It says that the provisions on consumers in Articles 3851-3853 also apply to individuals entering into a contract directly related to their sole proprietorship.
The rule, however, makes it clear that it must be clear from the content of the contract that it does not have a professional character derived from the subject matter of its business activity.
Also relevant in this context may be Article 5564 of the Civil Code, which indicates that all the provisions relating to the consumer contained in Section II “Warranty for defects” also apply to individuals who enter into contracts directly related to their business activities. The exceptions listed in the previously discussed article also apply here – so the contract must not be of a professional nature.
Moreover, this rule excludes Article 558 §1, second sentence.
Lessons learned from the amendments to the Civil Code
From the updated wording of the law, it is clear that persons engaged in business activities can withdraw from a contract within 14 days from the date of conclusion of the contract, which puts them on a par with consumers. However, there are several conditions that must be met.
First: the change applies only to sole proprietorships, which means that companies still cannot exercise their statutory right to return goods bought online for an invoice.
Second: the return of goods purchased on an invoice will be possible only if the purchase is related to business, but not of a professional nature. And it is this provision that raises questions, because what exactly is this professional character?
Which corporate purchase is professional in nature?
Neither in the Consumer Rights Act nor in the Civil Code will you find a clear explanation of what professional character really is, and how to distinguish between purchases that qualify for a possible return and those that the trader will not be able to return.
The problem really concerns online stores, because it is their representatives who will have to properly assess the situation and give a refund for goods bought online or refuse to accept them.
It turns out that – as suggested by the new Civil Code regulations – online stores should make decisions based on… the entrepreneur’s CEiDG entry:
Example – corporate purchase devoid of professional character
Mr. Theodore runs a small advertising agency, where he employs five people. He purchased a refrigerator for the company’s kitchen. When the store delivered the equipment, the room was not yet ready, and as a result it was only a few days before Mr. Theodore decided to install the equipment.
However, it turned out that the refrigerator was too high, as another piece of equipment was ordered by mistake. Mr. Theodore will be eligible for reimbursement because the purchase is not of a professional nature – it is not directly used to provide business-related services.
Example – corporate purchase of a professional nature
The same Mr. Theodore decided after a few years to change his worn-out camera for a newer model. He purchased a camera and received one a week later as a birthday gift.
Unfortunately, due to the fact that the purchased goods are of a professional nature (Mr. Theodore is engaged in taking photographs on behalf of clients), return without reason is not possible. It will also not be possible to cancel a contract concluded online. Mr. Theodore will have to sell one of the cameras himself.
How do you decide which purchased goods are professional in nature?
Sometimes a problematic situation cannot be resolved by a quick scan of the entrepreneur’s entry in CEiDG. Some of the PKD codes are very capacious (they even fit several occupations performed) and unspecific, making it difficult to make a clear and fair assessment.
Some stores have protected themselves from similar situations by preparing contracts accordingly – the trader will have to confirm that the contract he is about to conclude is not professional in nature. In reality, however, such safeguards may not be enough, as a dissatisfied trader-consumer will still be able to report the purchased goods for return.
Another way out of the situation is to agree to a turnaround in any ambiguous situation – this will certainly save time and possible trouble, but will only work if such situations occur occasionally.
The final solution is to take legal action if it is impossible to reach an agreement with the store or the buyer.
