Slovakia's new Civil Code shifts contract law philosophy from mandatory to default rules. What this means for businesses and their contracts.
With greater contractual freedom comes greater responsibility. The new Civil Code, which is set to take effect in mid-2027, changes not only the text of the law but also the philosophy on which Slovak contract law has been based until now. Until now, the law has functioned as a safety net—even an imperfectly drafted contract had a chance that a disputed point would be resolved by mandatory provisions. This certainty is now disappearing.
In the new legal environment, a lawyer will not merely be a litigation strategist, but rather an architect of the contract.
According to the proposed Article 2(2) of the new Civil Code, the discretionary nature of statutory provisions becomes the rule, while their mandatory nature remains only an exception—it now applies only to rights that the parties cannot freely dispose of, or to cases where a deviation would contradict the intent of the law.
In practice, this means that a contract will be valid exactly as written—nothing more, nothing less. Vague wording, clauses copied from online templates, or those generated by artificial intelligence—which until now were “saved” by mandatory provisions—may now become a hidden threat.
The notion that greater contractual freedom means less need for legal services is therefore mistaken—it may be exactly the opposite. The value of an attorney who drafts a contract thoughtfully and anticipates the risks of a specific relationship will grow in the coming years.
Business owners should begin their review where the risk is highest and the frequency of use is greatest—in framework and supplier agreements, general terms and conditions, and internal guidelines and management contracts, where the liability of corporate officers may be assessed more strictly than before.
