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Pagina 42 din 53
Efecte ale insolvenţei antreprenorului cu privire la contractul de antrepriză în contextul noii legi a insolvenţei
Numărul 11 Anul 2014
Numărul 11 Anul 2014
The initiation of insolvency proceedings against a contractor performing construction works is likely to cause detriment to the client considering the latter’s limited rights under Romanian law in case of the contractor’s default and the divergent case law on their enforceability. This article focuses on the client’s most important concerns and tries to determine to which extent these concerns are likely to be mitigated by the entrance into f...
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Under Umbrella Pricing sau despre activism judiciar și ubicuitatea prejudiciilor
Numărul 10 Anul 2014
Numărul 10 Anul 2014
The judgement of the Court of Justice in Kone represents another case of private enforcement of competition law in EU. This time the Court has gone too far in its attempt of creating an indirect harmonization of civil procedural rules by virtue of an ample reading of the principle of effectiveness. In Kone judgement, the Court ruled that umbrella pricing theory enters the scope of the protective provisions of Article 101 TFE...
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Achiziţia de societate prin efect de levier (lbo) şi fuziunea
Numărul 10 Anul 2014
Numărul 10 Anul 2014
There are several means for acquisition of companies, among which also with leverage buy-out combined with merger that is quite rare in practice, but not impossible. Therefore, a good knowledge of how leveraged buy-out works, how you select a target company, which are the stages of the acquisition and the possibility to use merger to facilitate the acquisition, are elements necessary for a better understanding of such operation in order to use...
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Procesul civil internaţional în reglementarea Noului Cod de procedură civilă Partea VII: Executarea în România a hotărârilor străine (art. 1100, 1102-1106, 1109)
Numărul 10 Anul 2014
Numărul 10 Anul 2014
The coming into force of the new Romanian Civil Procedure Code, on February 15th 2013, has resulted in new rules on the civil trial with a foreign element, repealing the last remaining articles of Law no. 105/1992. This paper is the seventh of a series which aims to provide a general analisys of the new legal provisions, correlating them with the former regulation and relevant jurisprudence, as well as the European legislation with which it mig...
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Fiducia – operaţiune juridică insolită în dreptul românesc (II)
Numărul 10 Anul 2014
Numărul 10 Anul 2014
In the second part of the study, I have tried to highlight, depending on the purpose of which it was created, the applicability of this legal operation.In this sense, in order to outline the legal construct of the trust, it is essential to compare and contrast this operation and other legal institutions with which is share similarities.The trust regulation do not reveal the practical utility. Therefore I tried, by analizing various ...
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Discuţie în legătură cu exercitarea căilor de atac împotriva deciziilor Consiliului Naţional de Soluţionare a Contestaţiilor în lumina recentei modificări a Ordonanţei de urgenţă a Guvernului nr. 34/2006 operată prin Ordonanţa de urgenţă a Guvernului nr. 51/2014
Numărul 10 Anul 2014
Numărul 10 Anul 2014
The legal-jurisdictional chain drive in our country has shown a series of controversial issues regarding the review procedures against the decisions issued by the National Councils for Solving Complaints, issues that are of common knowledge to the public procurement experts. Despite of these facts, which were subject matter to a series of amendments, brought to the G.E.O. no. 34/2006, the aim of this article is not to summarize or resume the ...
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Considerații privind protecția investitorilor în contextul ofertelor publice de preluare
Numărul 9 Anul 2014
Numărul 9 Anul 2014
This article offers an analysis of the investors’ protection in the context of public takeover bid, both from a legislative point of view and from the case law point of view, and also by including comparative law and EU law sections. The article covers voluntary and mandatory takeover bids, with a focus on the obligations of the Board of Directors, the anti-takeover methods developed in practice, and also on the price setting mechanism and th...
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Aşteptările mediului de afaceri de la Codul Insolvenţei
Numărul 9 Anul 2014
Numărul 9 Anul 2014
The business environment has great expectations with regards to the Law No. 85/2014 regarding the procedures of prevention of insolvency and of insolvency, that promises to ensure an equilibrium between the interests of the creditors and those of debtors, and which, moreover, has as intrinsically scope that emphasis on preventive measures (although there are no new elements or „import” of any international practice on insolvency prevention). ...
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Fiducia – operaţiune juridică insolită în dreptul românesc (I)
Numărul 9 Anul 2014
Numărul 9 Anul 2014
The first part of the study aims to analyze the institution of trust and the property held in trust.Continuing the idea of the Roman-Germanic system, system which remain pervious only if the native elements do not afect its essence; we are not pleading for the efficiency of the trust’s and as a direct consequence, for its introduction in our law.This complex legal operation is an absolute novelty in the Romanian legal landscape, ev...
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Despre dreptul de superficie în reglementarea noului Cod civil
Numărul 9 Anul 2014
Numărul 9 Anul 2014
Legal regulation of the right of superficies mirrored throughout its history the need to meet specific needs in the area of housing. There were two causes for legal dedication lightly.On the one hand, the need for housing, which was long a social goal, and on the other hand, the rigidity of the legal status of the public domain, which did not allow the coexistence performance of several types of ownership.Legal consecration of sup...
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Evoluţii recente ale practicii decizionale a instanţelor europene cu privire la discounturile acordate de întreprinderile dominante – implicaţii ale hotărârii Tribunalului în cauza Intel împotriva Comisiei Europene
Numărul 8 Anul 2014
Numărul 8 Anul 2014
A frequent practice in the business environment, the grant of price reductions by undertakings may trigger potential anti-competitive risks which are most likely to be present with respect to the price reductions granted by undertakings holding a dominant position. If historically, the analysis applied to discount policies applied by dominant undertakings corresponded to a formal approach, akin to a per se prohibition (the traditional approach)...
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Despre dividende (Partea a II-a)
Numărul 8 Anul 2014
Numărul 8 Anul 2014
The article aproaches the issue of the profit treatement and distribution of dividends in a complete and applied way, including for the listed companies. Due to the fact that Law no. 31/1990 does not offer to the intrerpretor a clear and unequivocal text, one shoud try to find solutions resorting to the principles of law, European law, comparative law or the accounting/financial reporting standards.
...
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Unele contribuţii privind clarificarea regimului juridic al majorării capitalului social al societăţilor reglementate de Legea nr. 31/1990 privind societăţile, prin utilizarea procedeului (sursei) compensării unor creanţe lichide şi exigibile asupra societăţii, cu acţiuni ale acesteia
Numărul 8 Anul 2014
Numărul 8 Anul 2014
The current study has as a main objective the thorough analysis of the legal issues regarding the increase of the registered capital of a company in different stages of its existence, including the judiciary reorganization procedure, using as a method and a source the “compensation of liquid and exigibil claims of the company with its own shares” stipulated in the last thesis of article 210, paragraph 2, Law no. 31/1990. Moreover, I tried to ...
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Procesul civil internaţional în reglementarea Noului Cod de procedură civilă Partea VI: Recunoaşterea hotărârilor străine (art. 1093-1099, 1101, 1107, 1108)
Numărul 8 Anul 2014
Numărul 8 Anul 2014
The coming into force of the new Romanian Civil Procedure Code, on February 15th 2013, has resulted in new rules on the civil trial with a foreign element, repealing the last remaining articles of Law no. 105/1992. This paper is the sixth of a series which aims to provide a general analisys of the new legal provisions, correlating them with the former regulation and relevant jurisprudence, as well as the European legislation with which it migh...
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Câteva provocări juridice legate de adoptarea soluţiilor bazate pe Cloud
Numărul 8 Anul 2014
Numărul 8 Anul 2014
This article is based on the outline of the presentation made by the author at the „Cloud Computing: challenges and opportunities from data protection perspective” conference organised by Microsoft Romania on 4 June 2014. The contents revolves around what cloud computing means, as well as on some of the legal challenges often encountered in connection with this type of service. Nevertheless, the matters herein are presented in a concise fashio...
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