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Freedom of contract and its limitation in the business relationships
Majchrák, Michal ; Pelikánová, Irena (advisor) ; Marek, Karel (referee) ; Horáček, Vít (referee)
Freedom of contract is one of the fundamental principles of private law. Most pronounced is the principle of contractual freedom in business contractual relationships, in which is admitted the highest degree of contractual freedom. Contractual freedom is often generally associated with the rule that what is not forbidden is allowed, ie. if the legal regulation does not prohibit any contractual arrangement, is such an arrangement allowed. This understanding of freedom of contract is very simplistic and misleading and thus in many cases incorrect. Given that freedom of contract is seen as a rule or principle, approach to it is fairly spontaneously and in search of answers to the question of legality or illegality of certain contractual arrangements, the progress is often intuitively and based on ad hoc reasoning the contractual freedom is in individual cases either accepted or rejected. One reason for this approach is the fact that there have been no more precise rules for a differentiation of non- mandatory and mandatory legal rules. Their differentiation is for the recipients of legal rules crucial because it gives an answer to the question, how far reaches their liberal sphere, in particular, if the contractual freedom is in the particular legal issue enabled or not. A lack of structure and...
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Unjust enrichment in business law
Koláček, Michal ; Horáček, Vít (advisor) ; Čech, Petr (referee)
The thesis analyses the legal concept of unjust enrichment in business law. General legal regulation of unjust enrichment itself has never been included in Commercial Code though it had to be interpreted according to the general regulation contained in the Civil Code. This conception remained unchanged even after the re-codification of civil law, which abolished the Commercial Code, thus we no longer need to differentiate between legal relationships which are of a commercial nature and those which are not. The conclusions reached by the Supreme Court in correlation with the previous legislation cannot be completely abandoned - based on the transitional provisions of the Civil Code - the preceding legislation, and therefore the conclusions of the case law relating thereto, remain applicable. The thesis analyses unjust enrichment, mainly from the perspective of civil law. The commercial aspect is provided in comparison to the previous legislation which focuses on the specifics or application problems in relation to unjust enrichment that have arisen in commercial law. For this purpose, the thesis deals with related legal concepts such as limitation of claims resulting from unjust enrichment, the invalidity of legal acts, etc. The thesis consists of five chapters. The first chapter analyses the...
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Unjust enrichment in business law
Vydrová, Zuzana ; Horáček, Vít (advisor) ; Pelikán, Robert (referee)
This thesis analyses the concept of unjust enrichment under the business law. First of all the thesis explains the term of business law. Business law is a complex of legal rules concerning the contractual relationships between entrepreneurs arising from their business activities. Business law is a comprehensive field of law which extends into many other fields of law, both private and public law. Equally the regulation of unjust enrichment within the business law expands into many other laws with particular specialization, but these laws are not subject of this thesis. For these laws the subsidiary legislation is included in the civil code., therefore this thesis focuses on the general regulation of unjust enrichment included in the civil code. Further the thesis continues with a historical development of both business law and unjust enrichment. The historical view begins with roman law, continues with the regulation of unjust enrichment under the ABGB and ends with regulation under the so. socialist law. Further in the text is referred to the historical chapter to facilitate understanding of a present regulation. Next chapter of the thesis describes the current regulation of unjust enrichment, mainly under the civil code, and from the reason mentioned above it is not going into the particular...
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Banking contracts
Jindrová, Andrea ; Liška, Petr (advisor) ; Elek, Štefan (referee)
This diploma thesis deals with the topic of banking contracts. Banking contracts can be specified as contracts typically closed by the bank, along its business activity. The aim of this thesis is an analysis of an effective legal regulation of banking contracts. As from the point of common features of banking contracts, then also from the point of view of individual contract types. Although the diploma thesis is elaborated based on effective legal regulation of the Act No. 89/2012 Coll., the Civil code. The author tries, within the frame of each section, bring attention to the most important changes in comparison with the present legal regulation. The thesis is divided into two parts. The first one is dealing with common characteristic of banking contracts. The author defines the idea of bank contracts, summarizes relevant legal regulations and defines contracting parties. Intensified attention is given to a bank as to a typical subject, closing banking contracts on the side of the service provider on one side and to a consumer as a receiver of these services, based on his better protection on the other side. At the first section, the author also analyses contracts of adhesion. Because banking contracts very often obtain forms of the general and the blank contracts, the essay on these types of...
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Unjust enrichment under business law
Gejdoš, Jakub ; Horáček, Vít (advisor) ; Eichlerová, Kateřina (referee)
The thesis is focused on the legal concept of unjust enrichment specifically in relation to the area of business law. Although the basic legal regulation relevant also for the area of business law was, and even after the adoption of the new private law codes, still remains in the civil code, the thesis endeavors to focus on certain specifics related particularly to the business relations. For these purposes it deals, in less or more detailed manner, also with other legal concepts, which are significant for the topic and closely related (such as limitation of claims resulting from the unjust enrichment, good faith of legal entities, invalidity of legal acts etc.). The thesis analyses legal acts regulating the institution of unjust enrichment for the area of private law, eventually specifically for the business relations. Especially in the areas where the legal text itself is not exhaustive, it supplies also analysis of relatively extensive case law (available so far only in respect of the previous legislation), eventually also the analysis of expert opinions. It draws attention to certain conflicts in interpretation of individual legal provisions. Considering the recent essential change of the private law basis (new private law codes) the thesis provides to a considerable extent comparison of the...
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Unjust enrichment under business law
Jančařík, Ondřej ; Horáček, Vít (advisor) ; Čech, Petr (referee)
1 Abstract This thesis deals with the institute of unjust enrichment extending to commercial law. It is focused on specific aspects of existence of this institute in commercial law. Particularly it means an issue of the limitation of unjust enrichment claims in business relationships as well as other special elements of unjust enrichment in commercial law regulations such as the question of repayment of the performance caused by the withdrawal, the protection of the company name claims and protection against unfair competition, rights of industrial property and bill of exchange and cheques enrichment. Although the work is primarily based on existing legislation, it is not limited to the examination of the issue from the perspective of re-codification of private law. The thesis analyzes the various provisions of the relevant commercial law regulations whose interpretation is in theory and practice greatly divided, and with their detailed analysis using initially established theoretical basis, trying to make their own suggestions.
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Selected Business Aspects of Insolvency Proceedings
Mašek, Jan ; Černá, Stanislava (advisor) ; Zahradníčková, Marie (referee)
Thesis: Selected Business Aspects of Insolvency Proceedings The reason why I have decided for my thesis topic is that the connection between business law and insolvency law is a field which has not been studied comprehensively so far. However my opinion is that these law branches have a lot in common as we can see daily their intersection in many insolvency proceeding. Object of this thesis is to describe the main areas in which clashes insolvency law with business law and then define questions which issue from this clash and answer those on which the Insolvency Act and Business Code do not offer clear answers. As I mentioned the connection between insolvency and business law is not focused comprehensively by doctrine. Therefore I work particularly with decided cases and legal interpretation books as sources for my thesis. The text offers two points of views on this topic. The first is aimed to company (especially its statutory body) which becomes insolvent. The second is aimed to third parties who do business with an insolvent company. The first part of my thesis is engaged in short description of historical development of insolvency law in Czech. Then it is focused on explanation of basic insolvency terminology in context of business law. The second part of the thesis deals with duties of...
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Liability for defects of work
Doležal, Tomáš ; Plíva, Stanislav (advisor) ; Štenglová, Ivanka (referee)
1 Abstract The presented thesis deals with liability for defects in work in business obligations. It analyzes the effective legislation which is primarily contained in the Commercial Code and points out some problems arising from the interpretation of the law. It further summarizes the numerous and relatively constant judicature of the Supreme Court of the Czech Republic and legal opinions of several commercional lawyers. The author of the thesis tries to assess the conclusions of the judicature and legal doctrine. In some cases, he presents his own suggestions to solve the shortcomings of the current legislation. These proposals are based on his own legal reasoning. During the creation of the Commercial Code, the legislature had been inspired by the Economic Code and the International Trade Code, the immediate predecessors of the Commercial Code, and by United Nations Convention on Contracts for the International Sale of Goods. For this reason the legislation contained in these sources of law is mentioned particularly when the legislation departs from the current legislation of the Commercial Code. The future development of the legislation is also presumed. The thesis deals with the draft of the new Civil Code and focuses on the draft's solutions of several selected issues (issue of performance of...
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Czech and European law of corporate groups - background and prospects
Chaloupka, Jiří ; Černá, Stanislava (advisor) ; Patěk, Daniel (referee)
Law of corporate groups deals with legal issues arising from the economic unity of the corporate group as a whole and the separate legal personalities of its individual members. This leads to a conflict between the interests of a parent company and the interests of its subsidiary. By using a comparative method, I analyzed in this thesis the laws of Germany, France, Great Britain and the U.S. to see how these countries regulate corporate groups and how they deal with the problems associated with them. Generally, legal approaches to the regulation of corporate groups can be divided into two groups - the German model that creates a complex system of special rules regulating corporate groups, and a model that regulates only specific aspects of corporate groups and leaves the solution of all other problems to the general regulation of corporations and judicial decisions. In the German model, it is possible to prefer the interests of the whole group at the expenses of the interests of a subsidiary under certain conditions, whereas the majority of legal systems adhere to the duty of loyalty. Moreover, the majority of legal systems prefer to provide instruments for the direct protection of subjects endangered by the creation of a corporate group, while German law focuses mainly on protection of the subsidiary....
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