1,721,365 research outputs found
Prerequisites for performance of the function of an elected body member of a business corporation
No full textPrerequisites for performance of the function of an elected body member of a business corporation The aim of this thesis is to acquaint readers with the prerequisites required for serving as a member of an elected corporate body, to analyze those conditions, and to assess their legal regulation. Where significant reforms occurred on July 1, 2023, the author contrasts the rules in force before June 30, 2023, with those in effect thereafter. In the initial section, the author discusses the topic of members of elected bodies and addresses the question of whether the legal prerequisites also apply to members of the statutory bodies of personal companies. The author concludes that they do. The author then moves on to the issue of incompatibility of functions in a business corporation. The author concludes that these prohibitions are justified in view of the protection of the business corporation and its interests. If multiple mutually incompatible functions arise, the author concludes that the earlier established function should cease to exist in favor of the later established function. The author devotes the second chapter to the prohibition on performing the activities of a management, supervisory, or administrative body. Regarding the consequences of not properly defining the prohibition, the author..
Prerequisites for performance of the function of an elected body member of a business corporation
No full textPrerequisites for performance of the function of an elected body member of a business corporation The aim of this thesis is to acquaint readers with the prerequisites required for serving as a member of an elected corporate body, to analyze those conditions, and to assess their legal regulation. Where significant reforms occurred on July 1, 2023, the author contrasts the rules in force before June 30, 2023, with those in effect thereafter. In the initial section, the author discusses the topic of members of elected bodies and addresses the question of whether the legal prerequisites also apply to members of the statutory bodies of personal companies. The author concludes that they do. The author then moves on to the issue of incompatibility of functions in a business corporation. The author concludes that these prohibitions are justified in view of the protection of the business corporation and its interests. If multiple mutually incompatible functions arise, the author concludes that the earlier established function should cease to exist in favor of the later established function. The author devotes the second chapter to the prohibition on performing the activities of a management, supervisory, or administrative body. Regarding the consequences of not properly defining the prohibition, the author...1 Abstrakt Předpoklady výkonu funkce člena voleného orgánu obchodní korporace Cílem této práce je čtenáře seznámit s předpoklady pro výkon funkce člena voleného orgánu obchodní korporace, tyto předpoklady analyzovat a zhodnotit právní úpravu. V pasážích, kde je to patřičné s ohledem na změny v právní úpravě, autor porovnává stav právní úpravy do 30. června 2023 a od 1. července 2023. Na úvod autor pojednává o členovi voleného orgánu a řeší mj. otázku, zda se zákonné předpoklady vztahují také na člena statutárního orgánu osobní společnosti. Uzavírá, že ano. Dále autor navazuje otázkou neslučitelnosti funkcí v obchodní korporaci. Uzavírá, že dané zákazy jsou důvodné s ohledem na ochranu obchodní korporace a jejích zájmů. V případě, že dojde ke vzniku více vzájemně neslučitelných funkcí autor uzavírá, že by měla zaniknout dříve vzniklá funkce ve prospěch později vzniklé funkce. Zákazu vykonávat činnost řídicího, kontrolního nebo správního orgánu autor věnuje druhou kapitolu. S ohledem na následky správného nevymezení zákazu autor uzavírá, že je nezbytné zákaz řádně vymezit, aby nedošlo k nežádoucím následkům. Se zákazem činnosti řídicího, kontrolního nebo správního orgánu úzce souvisí zákaz činnosti vydaný tuzemským či zahraničním orgánem veřejné moci. Autor pojednává o různých pohledech na vymezení zákazu...Katedra obchodního právaDepartment of Business LawFaculty of LawPrávnická fakult
Contract to transfer share in limited liability company
No full textContract to transfer share in limited liability company Summary Purpose of this diploma thesis is to draw attention to selected aspects of a contract to transfer a share in a limited liability company and to outline possible solutions to several interpretation issues arising out of the Act on Business Corporations. In the first chapter the author describes a change introduced by the Act on Business Corporations that allows creation of different types of shares in a limited liability company. Different rights and obligations may be connected with such shares. The author focuses on the division and description of selected rights and obligations and their impact on the content of the contract to transfer a share in a limited liability company. In the second chapter the author describes the contract to transfer a share in a limited liability company from the parties' point of view and their motivation to enter into such contract. The author of this thesis also compares the contract to transfer a share in a limited liability company with the acquisition of the company's assets and focuses on their practical advantages and disadvatanges. Furthermore, the second chapter outlines possible contract types that may be used for transfers of a share in a limited liability company. The third chapters deals mainly with..
Going Beyond Counting First Authors in Author Co-citation Analysis
No full textThe present study examines one of the fundamental aspects of author co-citation analysis (ACA) - the way co-citation
counts are defined. Co-citation counting provides the data on which all subsequent statistical analyses and mappings
are based, and we compare ACA results based on two different types of co-citation counting - the traditional type that
only counts the first one among a cited work's authors on the one hand and a non-traditional type that takes into
account the first 5 authors of a cited work on the other hand. Results indicate that the picture produced through this non-traditional author co-citation counting contains more coherent author groups and is therefore considerably clearer. However, this picture represents fewer specialties in the research field being studied than that produced through the traditional first-author co-citation counting when the same number of top-ranked authors is selected and analyzed. Reasons for these effects are discussed
The specificity of agreements on financial collateral
No full textIn this thesis, the author aimed to describe the specifics of agreements on financial collateral in accordance with section 323a of the act no. 513/1991 Coll. the commercial code, as amended. The Author used a method consiting of describing the purpouses of traditional elements of those security instruments, which are broken and modified by the provisions enabling agreements on financial collateral in the first part of the thesis, and further applied the purposes to the provisions enabeling the agreements on financial collateral itself in the second part of this thesis. As to the additional method of approach, the author judged this security instrument from the point of values and principles, which are the most reflected in its provisions. Author implied that the specifics of an agreement on financial collateral consist in vast differences from the traditional security instruments. These differences lie in the area of formation of such security instrument, the area of rights and duties of the contracting parties during the existence of the financial collateral, as well as the possibilities of the satisfaction of the creditor from the collateral. Author's conclusions may be summarized by the following. Agreements on financial collateral are characteristic by high extent of application of the..
Due managerial care and diligence and liability for their breach in a limited company
No full textThe requirement to perform duties with reasonable care and loyalty under the threat of liability is a basic standard every corporate director must meet. The aim of this thesis is to analyse the content of this standard and liability within the context of new re-codification of Czech private law. In doing so, the author focuses on interpretative possibilities and problems that may occur. Chapter One is an attempt to connect the main topic with a broader context of law and economics knowledge in order to define leading requirements for company regulations. Chapter Two consists of three parts. Part One briefly describes content of fiduciary duties. Part Two refers to duty of loyalty. The author aims to answer a traditional task to whom the corporate directors serve. The author argues for so-called enlightened shareholder value model. This model requires director to promote the success of the company for the benefit of its shareholders as a whole. In doing so, they need to take into account the company's stakeholders' interests and the impact of the company's operations on the community and the environment. Part Three examines to what extend company directors have to exercise general knowledge, skills and experience that they are expected to have. Chapter Three investigates a task of director's..
Business decisions of members of elected bodies and the business judgment rule from the perspective of recent case law in the Czech Republic and Federal Republic of Germany
No full textBusiness decisions of members of elected bodies and the business judgment rule from the perspective of recent case law in the Czech Republic and Federal Republic of Germany Abstract The thesis focuses on business decisions of members of elected bodies with a focus on statutory bodies of limited liability companies and joint stock companies. It examines them in the perspective of the business judgment rule. The author asks the questions how members of elected bodies must make their business decisions in order to be protected against liability for damage caused by their consequences, and whether the current statutory regulation of the business judgment rule is sufficient or whether an amendment would be needed. In order to answer these questions, the author analyzed the statutory regulation of the business judgment rule and, in particular, the case law of the Czech and German supreme courts. Germany was chosen by the author because its statutory regulation and judicial decisions of the German Federal Court of Justice served as a source of inspiration for Czech legislators and Supreme Court judges. The thesis compares these two approaches comparatively. Members of elected bodies must base their judgement on sufficient sources of information and for the benefit of society in order to be protected in their..
Variations on the Author
No full text“Variations on the Author” discusses two of Eduardo Coutinho’s recent films (Um Dia na Vida, from 2010, and Últimas Conversas, posthumously released in 2015) and their contribution to the general question of documentary authorship. The director’s filmography is characterized by a consistent yet self-effacing form of authorial self-inscription: Coutinho often features as an interviewer that rather than express opinions propels discourses; an interviewer that is good at listening. This mode of self-inscription characterizes him as an author who is not expressive but who is nonetheless markedly present on the screen. In Um Dia na Vida, however, Coutinho is completely absent form the image, while Últimas Conversas, on the contrary, includes a confessional prologue that moves the director from the margins to the center of his films. This article examines the ways in which these works stand out in the filmography of a director who offers new insights into the notion of cinematic authorship
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