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Contracting autonomy in construction of classes of shares and its limits
Kristanová, Lenka ; Černá, Stanislava (advisor) ; Zahradníčková, Marie (referee)
The theme of this diploma thesis is "Contracting autonomy in construction of classes of shares and its limits". Its aim is to answer the question to what extent is the contracting autonomy of shareholders limited, when it comes to construction of classes of shares. The answer is being found by means of a negative analysis that lists both statutory and case-law based limits that restrict that autonomy. It also presents legal consequences, from which suffer those classes of special shares that collide with the statutory provisions and the constructions of rights that are questionable or vague. This diploma thesis comprises of two chapters. Whereas the first one deals with the contracting autonomy in construction of classes of shares and its limits in Czech law, the second one do likewise in German law. The first chapter is divided into two sections. The first part describes a security and shares in general trying to bring out those of their specifics that are subject of further discussion of limits of the contracting autonomy in construction of classes of shares and particular classes of shares. The second section of the first chapter has two subsections. The first one addresses statutory and case-law based limits, which restrict the contracting autonomy of shareholders in construction of special...
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Types of shares in the regulation of the Business Corporations Act
Havrlík, Petr ; Černá, Stanislava (advisor) ; Zahradníčková, Marie (referee)
Types of shares in the regulation of the Business Corporations Act The purpose of this diploma thesis is to analyze, describe and elaborate changes that into the Czech legal order brought the Act No. 89/2012 Coll., the Civil Code and the Act No. 90/2012 Coll., on Companies and Cooperative association. The diploma thesis is divided into five chapters that process from the general to the specific issues and focus on foreign legal orders which deal with particular aspects of shares and types of shares. The first chapter of this thesis is focused on the general concept of security, its definitional delimitation and historical development of security as other property value and thing. Furthermore, this chapter deals with the concept of participating security and its importance in the new legislation. Finally, this thesis generally focuses on the possibilities of incorporation of rights and obligations into shares. The second chapter is a crucial part of this diploma thesis and deals with types of shares as such. Firstly, this chapter focuses on the interpretation of the term type of share and its definitional features. Subsequently, there is a part devoted to basic institutes of ordinary shares and preferred shares. The third chapter is devoted to shares with special rights, namely the legally enshrined...
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Contracting autonomy in construction of types of shares and its limits
Švejda, Jiří ; Černá, Stanislava (advisor) ; Josková, Lucie (referee)
The theme of this diploma thesis is " Contracting autonomy in construction of types of shares and its limits". Its aim was to analyse the domestic legal regulation and to clarify the limits in the construction of types of shares. To achieve this aim, the author tried to interpret the limits of the key provisions of the Business Corporation Act with the support of professional literature and comparisons with foreign legal systems, especially with the United Kingdom. The aim of the thesis was fulfilled. The key provisions were analysed, and the limits were set. The author of the thesis concluded that the current legislation would merit an amendment to achieve legal certainty and to eliminate the non-compliance of the practical and theoretical level. At the time of elaboration of this work, it was submitted an amendment to the Chamber of Deputies of the Parliament of the Czech Republic as a Parliamentary Press No. 207, which should solve most of the problems. The first chapter deals with the concept and definition of the share, in particular as a part of the share capital, as a set of shareholder rights and obligations of the shareholder and as a security. The second chapter reflects the historical genesis of the kinds of shares in the Czech Republic and deals with the different types of shares in the...
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Contracting autonomy in construction of classes of shares and its limits
Kristanová, Lenka ; Černá, Stanislava (advisor) ; Zahradníčková, Marie (referee)
The theme of this diploma thesis is "Contracting autonomy in construction of classes of shares and its limits". Its aim is to answer the question to what extent is the contracting autonomy of shareholders limited, when it comes to construction of classes of shares. The answer is being found by means of a negative analysis that lists both statutory and case-law based limits that restrict that autonomy. It also presents legal consequences, from which suffer those classes of special shares that collide with the statutory provisions and the constructions of rights that are questionable or vague. This diploma thesis comprises of two chapters. Whereas the first one deals with the contracting autonomy in construction of classes of shares and its limits in Czech law, the second one do likewise in German law. The first chapter is divided into two sections. The first part describes a security and shares in general trying to bring out those of their specifics that are subject of further discussion of limits of the contracting autonomy in construction of classes of shares and particular classes of shares. The second section of the first chapter has two subsections. The first one addresses statutory and case-law based limits, which restrict the contracting autonomy of shareholders in construction of special...
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Types of shares in the regulation of the Business Corporations Act
Havrlík, Petr ; Černá, Stanislava (advisor) ; Zahradníčková, Marie (referee)
Types of shares in the regulation of the Business Corporations Act The purpose of this diploma thesis is to analyze, describe and elaborate changes that into the Czech legal order brought the Act No. 89/2012 Coll., the Civil Code and the Act No. 90/2012 Coll., on Companies and Cooperative association. The diploma thesis is divided into five chapters that process from the general to the specific issues and focus on foreign legal orders which deal with particular aspects of shares and types of shares. The first chapter of this thesis is focused on the general concept of security, its definitional delimitation and historical development of security as other property value and thing. Furthermore, this chapter deals with the concept of participating security and its importance in the new legislation. Finally, this thesis generally focuses on the possibilities of incorporation of rights and obligations into shares. The second chapter is a crucial part of this diploma thesis and deals with types of shares as such. Firstly, this chapter focuses on the interpretation of the term type of share and its definitional features. Subsequently, there is a part devoted to basic institutes of ordinary shares and preferred shares. The third chapter is devoted to shares with special rights, namely the legally enshrined...
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