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The General Meeting of a Joint-Stock Company
Kovaříková, Kateřina ; Čech, Petr (advisor) ; Štenglová, Ivana (referee)
General Meeting of the joint-stock copany The aim and purpose of this thesis is a comprehensive summary and description dealing with the problem of the General Meeting of the joint stock company. At the same time, this work attempts to draw attention to the basic practical problems that are related to the General Meeting of the company. This paper therefore attempts to characterise the fundamental issues with the assistance of the court findings and legal sciences. At the same time this work is trying to highlight the latest changes that have occurred in connection with transposition of the Directive Nr. 2007/36/EC of 11 July 2007 "on the exercise of certain rights of shareholders in listed companies" in our legal system. The structure of this work is conceived from the perspective of the course of the General Meeting, where individual chapters are arranged chronologically. The only exceptions are the last two chapters dealing with the rights of shareholders in General Meeting and the decision of the sole shareholder in the scope of the General Meeting. Although the first of these chapters relates to the previous, I consider it necessary, to summarize the rights of shareholders at a General Meeting within a single chapter, and to provide a comprehensive picture of the rights that are given to the...
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Business share in a limited liability company as a subject-matter of legal relations
Komárková, Dita ; Čech, Petr (advisor) ; Štenglová, Ivana (referee)
The limited liability company is the most using form of company in the Czech Republic. The share of the limited liability company is the most important instrument of the company. The member of the limited liability company participates on a business of the company through the share. If the company is successful in business, the member can obtain not little amount of money from the share of a profit. That's why the shares are object of the business interests of natural persons and legal entities. This work is devoted to a contract for the transfer of the share in the limited liability company and a transfer of the share in the limited liability company. The legal regulation is in the part two of the Commercial Code and it's very concise. Because of the conciseness there is a lot of questions that stay without answers. Judicial decisions give many answers about a contract for the transfer of the share in the limited liability company and the transfer of the share in the limited liability company in recent years. At the beginning of the work the author focuses on defining the object of a contract for the transfer of the share in the limited liability company. She determines the qualitative and quantitative aspects of the share. The share includes rights and duties which result from the participation in a...
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Liability of governing bodies of capital companies in Czech and English law
Stoklasová, Žaneta ; Štenglová, Ivana (advisor) ; Černá, Stanislava (referee)
103 Summary A company as an artificial person cannot perform its own acts and it needs therefore real people to represent it and act on its behalf. Therefore, there are no doubts about the great importance and significance the authorized representatives have for the company and its members or creditors throughout its existence. Everyone connected with the company, whether as member, employee, supplier, customer or director, wants it to be well managed for their own benefit. Of these, the only group actually is in a position to ensure that the company is managed for their own benefit are its statutory organs and the only group who have the opportunity to control these organs are the members. This work deals with the topic of responsibility and liability of statutory bodies (authorized representatives) in capital companies in the Czech Republic and in the United Kingdom of Great Britain and Northern Ireland. It aims at comparative delineation of the standard of representatives' duties, their responsibilities for breach of legal duties and particular remedies in each given case of breach of duty. The publication work is divided into six main chapters in which the author tried to deal with the main issues of the aforementioned problematic. The publication also contains a list of used literature. In the...
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Legal regulation of the Commercial Register
Diepoldová, Denisa ; Zahradníčková, Marie (advisor) ; Štenglová, Ivana (referee)
99 Legal Regulation of the Commercial Register Summary In my master diploma thesis, I describe legal regulation of the Commercial Register. This legal institution serves for the registration of entrepreneurs (both legal entities and natural persons - entrepreneurs) and is very important for free market economy. For these reasons, it is supposed to be one of the substantial topics in the field of contemporary Commercial Law. I chose this particular theme because I am interested in the Commercial Register and even have little experience with it from my practice of law. The aim of the Commercial Register is to provide information about entrepreneurs registered in the Commercial Register. Every commercial partners maintaining business relations with an entrepreneur, also third persons entering the legal relations with him, the state or anyone else may acquire verified information from the reliable source. In the majority of European countries this function is provided by the Commercial Register or a similar legal institution. However, the Czech Commercial Register was problematic and therefore was very often discussed by legal professionals and also by non-professional public. It was caused by complicated legal regulation and amount of amendments to an act. The entire procedure of registering new entrepreneurs...
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The Trade Name and Trade Secret
Smlsalová, Jana ; Plíva, Stanislav (advisor) ; Macek, Jiří (referee) ; Štenglová, Ivana (referee)
The theme of this PhD thesis is The Trade Name and Trade Secret. The aim of the thesis is to describe, analyze and review legal regulation of these in the Czech legal system. Doing this it is necessary to explore not only the Commercial Code (Obchodni zakonik), where both institutes are regulated, but also the civil, procedural, administrative and criminal law. Comparison with the foreign legal regulations, mainly the German, American and English, was made. How the law relating to those areas works in practice is illustrated on the judicature, not only present, but also the past one, for there is a loose link between the present regulation and the one of the First Republic. Because the Czech Republic is in the process of recodification of not only private, but also public law, regard was taken to the proposed legal regulation. The thesis is composed of seven chapters, each of them dealing with different aspects of the trade name and trade secret. Chapter One is introductory and describes the historical development of the trade name and trade secret in the Czech territory, from the times of Austria- Hungary to the present day. Further, the legal principles relating to those topics are discussed. The last part of this chapter contains thoughts about the legal character of the trade name and trade...
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The Trade Name and Trade Secret
Smlsalová, Jana ; Plíva, Stanislav (advisor) ; Macek, Jiří (referee) ; Štenglová, Ivana (referee)
The theme of this PhD thesis is The Trade Name and Trade Secret. The aim of the thesis is to describe, analyze and review legal regulation of these in the Czech legal system. Doing this it is necessary to explore not only the Commercial Code (Obchodni zakonik), where both institutes are regulated, but also the civil, procedural, administrative and criminal law. Comparison with the foreign legal regulations, mainly the German, American and English, was made. How the law relating to those areas works in practice is illustrated on the judicature, not only present, but also the past one, for there is a loose link between the present regulation and the one of the First Republic. Because the Czech Republic is in the process of recodification of not only private, but also public law, regard was taken to the proposed legal regulation. The thesis is composed of seven chapters, each of them dealing with different aspects of the trade name and trade secret. Chapter One is introductory and describes the historical development of the trade name and trade secret in the Czech territory, from the times of Austria- Hungary to the present day. Further, the legal principles relating to those topics are discussed. The last part of this chapter contains thoughts about the legal character of the trade name and trade...
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Liability of governing bodies of capital companies in Czech and English law
Stoklasová, Žaneta ; Černá, Stanislava (referee) ; Štenglová, Ivana (advisor)
103 Summary A company as an artificial person cannot perform its own acts and it needs therefore real people to represent it and act on its behalf. Therefore, there are no doubts about the great importance and significance the authorized representatives have for the company and its members or creditors throughout its existence. Everyone connected with the company, whether as member, employee, supplier, customer or director, wants it to be well managed for their own benefit. Of these, the only group actually is in a position to ensure that the company is managed for their own benefit are its statutory organs and the only group who have the opportunity to control these organs are the members. This work deals with the topic of responsibility and liability of statutory bodies (authorized representatives) in capital companies in the Czech Republic and in the United Kingdom of Great Britain and Northern Ireland. It aims at comparative delineation of the standard of representatives' duties, their responsibilities for breach of legal duties and particular remedies in each given case of breach of duty. The publication work is divided into six main chapters in which the author tried to deal with the main issues of the aforementioned problematic. The publication also contains a list of used literature. In the...
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Legal regulation of the Commercial Register
Diepoldová, Denisa ; Štenglová, Ivana (referee) ; Zahradníčková, Marie (advisor)
99 Legal Regulation of the Commercial Register Summary In my master diploma thesis, I describe legal regulation of the Commercial Register. This legal institution serves for the registration of entrepreneurs (both legal entities and natural persons - entrepreneurs) and is very important for free market economy. For these reasons, it is supposed to be one of the substantial topics in the field of contemporary Commercial Law. I chose this particular theme because I am interested in the Commercial Register and even have little experience with it from my practice of law. The aim of the Commercial Register is to provide information about entrepreneurs registered in the Commercial Register. Every commercial partners maintaining business relations with an entrepreneur, also third persons entering the legal relations with him, the state or anyone else may acquire verified information from the reliable source. In the majority of European countries this function is provided by the Commercial Register or a similar legal institution. However, the Czech Commercial Register was problematic and therefore was very often discussed by legal professionals and also by non-professional public. It was caused by complicated legal regulation and amount of amendments to an act. The entire procedure of registering new entrepreneurs...
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