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Compensation for damage caused by breach of competition rules
Holásek, Martin ; Patěk, Daniel (advisor) ; Pelikán, Robert (referee)
66 Compensation for damage caused by breach of competition rules Abstract This thesis analyses actions for damages for infringements of the competition law, an area newly regulated by Directive 2014/104/EU of the European Parliament and of the council of 26 November 2014 on certain rules governing actions for damages under national law for infringements of the competition law provisions of the Member States and of the European Union. A main purpose of this thesis is to describe specific aspects of actions for damages for infringements of the competition law, introduce alternatives to provisions of the Directive, identify the impact of the Directive on successful private enforcement of damages and evaluate a new proposal for a statute transposing the Directive into Czech law. The thesis is divided into eight chapters. Chapter One contains a brief introduction which is followed in Chapter Two by an evaluation of the necessity of this Directive and of its scope. Chapter Three deals with indirect purchaser's standing and passing-on defense, where it is noted that this change brings more complexity into the proceedings and the lack of indirect purchasers' motivation to sue is still persistent. Chapter Four describes certain possibilities of collective redress. Chapter Five is the main chapter of this thesis and...
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Due managerial care and diligence and liability for their breach in a limited company
Sosna, Jakub ; Čech, Petr (advisor) ; Pelikán, Robert (referee)
The 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...
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Disqualification of governing body members (and other persons) from their positions in a business corporation
Vítek, Dominik ; Čech, Petr (advisor) ; Pelikán, Robert (referee)
1 Abstract: Disqualification of governing body members (and other persons) from their positions in a business corporation As of 1 January 2014 a new act no. 90/2012 Coll., Business Corporations Act, has been effective in the Czech Republic. Among the other new legal instruments, the Act has incorporated a regulation of disqualification of governing body members (and other persons) from their positions in a business corporation. This master thesis aims at determination of particular grounds for the disqualification and impacts of its application. Further, persons who may be disqualified under the pursuant to the particular grounds are defined in the thesis. The aim of the thesis is to find a general rules governing the disqualification and to determine limits of its application. The thesis also defines other persons (positions) which the disqualified person will not be allowed to hold and perform due to the court's decision. The author uses descriptive and analytical methods to interpret the legal regulation, which is joined with comparison of Czech and British legislation as the British legislation was one of the main sources. The Act is interpreted based on grammatical, logical, teleological, systematic, and partially historical interpretation methods. Within the comparison the author focuses on the...
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Protection of Economic Competition - Agreements Violating Competition
Samek, Jiří ; Horáček, Vít (advisor) ; Pelikán, Robert (referee)
1 Abstract - Protection of Economic Competition - Agreements Violating Competition Agreements distorting competition are quite dangerous for the goals of competition law and it is necessary to search for them, find them and punish them. Therefore, the goal of this thesis was to provide a complex explanation of the issue of prohibited agreements from the point of view of Czech and European competition law. Relatively brusque diction of primary sources of law is typical for competition law and for the regulation of prohibited agreements. For this reason a large area of law is left to the case law of the Court of Justice of the European Union and also for national courts in administrative judiciary. The thesis has in mind also the importance of the soft law which serve as a manual of the approach of the European Commission and the Office for the protection of competition which leads to a higher level of legal certainty. First chapter is dedicated to the explanation of basic terms of economic competition and of competition law. The largest space is given to the definition of the Czech term "competitor" and its European equivalent "undertaking". This chapter also explains relevant market and the matter of relationship between Czech and European competition law. The whole second chapter is dedicated to the...
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Action for liability due to lack of assets in French law and its integration into Czech law
Vybíhal, Ondřej ; Pelikán, Robert (advisor) ; Čech, Petr (referee)
My thesis relates to the action for liability due to lack of assets in French law and further deals with this institute in the Czech Republic as it can be found in § 68 of Business Corporations Act. Along with the common legislation of liability, I present the institute of faute, which is unknown to Czech law and I describe the French national legislation of the action for liability due to lack of assets. The Czech legislation, which addressed the form of the institute when creating the Business Corporations Act yields an interesting comparison given French law has long incorporated the tradition of the institute. To finish, my thesis deals with the amendment of Business Corporations Act as proposed by the Ministry of Justice in the end of 2016 and which is only at the beginning of the legislative process. In France the institute represents a special type of liability that can be established to statutory bodies when there is lack of assets. In the Czech Republic it is a special type of guarantee that can be established for a member or a former member of the business corporation's statutory body. The differences between the French and Czech legislation are mainly based upon the manner in which the fulfillment of the obligation by the statutory body is made. In France the statutory body's fulfillment goes...
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A comparison of national trade mark with Community trade mark
Kovářová, Alice ; Horáček, Vít (advisor) ; Pelikán, Robert (referee)
Resumé A comparison of national Trade mark with Community Trade mark. The purpose of thesis is to provide fundamental information about trademarks and their legal regulation. The reason why I decided to write a research about trademarks is that they are one of the most popular and widely used method of labeling products and services. Indisputable advantage of European union Trade mark is that the registration is not need for national Trade mark. Another advantage of European legislation of Trademarks is automatic and free dissemination of the accession of the new member states. Despite the fact that national trademark law is fully in compliance with European legislation, not all questions are completely identical. In thesis I would like to show influence on the czech national Trade marks after European union accession. I focus on the practice of the The Court of Justice of the European Union which has of capital importance on decision making practice of the Czech Courts. In the thesis I focus on the amendment of European union trade mark through regulation European Parliament and Council (EU) 2015/2424. There are some changes in three areas: institutional, produceral and changes in the level of charges. This regulation is step forward in the development of trade marks. This regulation provides for...
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The position of a guarantor (avalist) in relations regarding the bill of exchange
Charvátová, Hana ; Horáček, Vít (advisor) ; Pelikán, Robert (referee)
The position of a guarantor (avalist) in relations regarding the bill of exchange Aval is connected with a security called a bill of exchange. Besides the possibility to use the bill of exchange to secure debts, it is possible to ensure the debt embodied in the bill of exchange charter and increase its value. It is meant aval as the main theme of the thesis. The main aim of the thesis is to introduce aval from a legal point of view and assess the status of the guarantor in bills of exchange relations from the point of view of his rights and duties, especially against s and debtors (in the case of regression) in different situations and phases. The special source of legislation is the law of bills of exchange and checks that permeates the entire structure of the work. Structurally this work consists of two main parts. The first part is focused on legal formalities on bills of exchange charter and consequences in case of the absence of one of these essential formalities for the position of guarantor. The second part is devoted to aval In addition to development, formal and material conditions necessary for the origin of the bill of exchange is considerable space devoted to characteristics of aval . Another important part of this work represents creditors negotiations towards guarantor and vice versa, which...
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Pledging a share in a business corporation
Pivoda, Tomáš ; Čech, Petr (advisor) ; Pelikán, Robert (referee)
Pledging a share in a business corporation In my master thesis I focus on pledging a share of shareholder a limited liability company, which is a relatively common legal disposition with the share. Master thesis is based on valid and effective legal regulation that brought a number of innovations. In some chapters there is also mentioned the historical development of the institute for better orientation of the readers. The thesis examines legal literature, legal periodicals as well as attempts to capture also the applicability of existing case law on the new legislation. The main contribution of this work is to provide an interpretation of the provisions of which so far there is little consensus in the legal community, as well as pointing on problems and risks that regulation brings, especially from the perspective of the pledgee. The thesis is divided into four chapters, each chapter focuses on a different area of pledging a share of shareholder a limited liability company. The first chapter defines general issues of pledge and define the subject of a lien and includes a brief introduction of the legal nature of the share. In the second chapter, the reader is introduced into the mode of the establishment and creation of a pledge to a share, assumptions of its pledgebility and the process of...
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Liquidation of a company having insufficient assets
Steinbachová, Eva ; Josková, Lucie (advisor) ; Pelikán, Robert (referee)
Liquidation of a company having insufficient assets Abstract The diploma thesis primarily deals with situations in which a liquidated company with insufficient assets may find itself. It deals, among other subjects, with cases where the liquidator finds out during the liquidation process that the liquidated company is in bankruptcy or when any undistributed assets of the liquidated company appear after the end of the insolvency proceedings. The aim of the thesis was mainly to describe and critically analyze the legal regulation of the above-mentioned situations, focusing on the interconnectedness and the most significant differences between the process of liquidation and insolvency proceedings. The thesis also deals in more detail with the figures of liquidator and insolvency trustee, their rights and obligations and mutual cooperation within both proceedings or the simplified liquidation of a company with insufficient assets to cover the costs of insolvency proceedings. The author of the thesis tried to achieve the set intention mainly by a detailed analysis of legal regulations, academic writing and relevant case law. At the same time, the thesis deals with controversial and unclear provisions of effective legal regulation concerning the subject matter. The diploma thesis is divided into five structured...
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Commercial terms and clauses in business transactions
Hošna, Vojtěch ; Horáček, Tomáš (advisor) ; Pelikán, Robert (referee)
Commercial terms and clauses in business transactions Abstract The master thesis is focused on the topic of commercial (standard) terms and clauses in business transactions. With respect to increased demands on the entrepreneur, the relevant provisions will be interpreted differently in the business relationship than in the case of a consumer relationship. Standard terms standardize the contracting process and reduce costs. Legislation of commercial terms remains concise but it contains some news. Significant change is the express regulation of the knock-out rule, which is used to determine the final content of a contract in the case of conflict between standard terms. Section 1752 newly contains express regulation for unilateral change of standard terms. A major novelty is specific content/formal control of standard terms which is regulated section 1753. Party is protected against the terms with which that party would scarcely have accepted had it been aware of them. Surprising terms are ineffective. The thesis is dedicated to problematic aspects, which arise in the case of contracting under standard terms. The thesis uses descriptive and comparative methods for accomplishment that goals. Firstly I will try to define the notion of commercial terms. In the second chapter are presented requirements for valid...
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