Directors are the pillars of corporate governance, being responsible for managing the company’s affairs with loyalty, diligence, and care, in the collective interest of shareholders. At the same time, transparency and adherence to best practices are essential for fostering trust and avoiding conflicts of interest. Regarding the shareholders, there is no corporate interest they are required to follow; however, conflicts of interest in voting a...

One of the problems that judicial practice is currently facing and which does not have a clear normative regulation is the legal situation of the assets remaining in the assets of a debtor after the closure of the insolvency procedure and the company’s removal from the register.Regarding assets unknown during the insolvency procedure, we can identify two hypotheses, with different legal consequences: a. all creditors were paid in...

The case Intercontainer Interfrigo SC(ICF) v. Balkenende Oosthuizen BV și MIC Operations BV, as solved by the former European Court of Justice, inspired my scholarly demarche to unveil how 2 (two) issues related to the conflict of laws – the partial choice of law and the savignian rule of geographical proximity – are used in the European Union’s realm, but also in the realm of international law and foreign law altogether. I r...

Similar to the possibility – in insolvency proceedings – to have unilateral termination of ongoing contracts, the actions for the voidance of fraudulent acts benefit from certain significant derogations from the substantive law of obligations, subject to the fair rationale of protecting creditors. However, when used in a manner which ultimately leads to a sophism, such mechanisms end up reflecting the lack of the intrinsic purpose for which the...

The study focuses on the technical and legal characteristics of the production of green energy based on hydrogen produced by electrolysis using the PEM method. This study highlights only the main coordinates of the interference between the specifics of green energy and the legal conditions of the acts of its valorization, reaching two important conclusions. The first conclusion is that such contracts are based on a quality standard generated b...

Although it has an established place in the world of negotiation and persuasion, the „win-win” strategy has certain limitations. Those in search of easy results exploit them through manipulation, presenting the compromise as the mandatory component of winning. In reality, successful negotiations involve much more than mutual waivers, and a relationship based on concessions of autonomy is empty of meaning from the start.

The practical implementation of a legal provision may prove to be a complex and intricate endeavor, where each step gives rise to a new question or, at the very least, fosters the notion of an advantage conferred by serene convenience in the face of the inherent challenges posed by the novelty of a legal situation. This is also the case of the right granted by the legislator to the non-associate spouse under the provisions of article 349 para...

Hight Court of Cassation and Justice (Î.C.C.J.) addressed Faculty of Law of UBB in Cluj-Napoca with the request to rule, through a written opinion of its insolvency specialists, on the legal issues subject to resolution in File no. 1174/1/2024 of the Î.C.C.J., having as its object the referral in the interest of the law regarding “In the interpretation and uniform application of the provisions of art. 57 para. (3) from Law no. 85/2014, the prer...

Arbitration is quintessentially a product of party autonomy, the arbitration agreements reflecting the parties’ willingness to use this method to solve their disputes. For their validity, the legislation imposes not only substantial requirements (such as those related to the full capacity of the parties, to the free and untainted consent or compliance with the limits of arbitrability), but also formal requirements. More precisely, the arbitrat...

The paper addresses the legal challenges generated by the new configuration of the digital economy, in general, and in the European Union, in particular. The exponential development of digital services and the fabulous revenues thus generated raised the interest of governments to establish a rigorous tax treatment for these revenues, respecting the imperatives imposed by the principle of fair taxation but also to satisfy the rigors of budget ba...