The article analyzes the issue regarding the limits of the prior control of legality carried out during the registration in the trade register, in the context of the adoption of a new law on the trade register. At the level of the ONRC and the courts, there is an oscillating practice in this regard, and the appearance of the new regulations does not, unfortunately, clarify the existing problems.

After the opening of the insolvency proceedings, the assets in the debtor’s estate provide a static image of what can be understood as the „active side”. However, the legal rules applicable to these assets in insolvency must retrieve from the substantive law rules those which are compatible with the dynamics under which the insolvency proceedings are conducted. The book records which reflect such assets may raise questions as to whether they ...

The restructuring law (Law. no. 216/2022 for the transposition of the Directive (EU) 2019/1023 on restructuring and insolvency into the Romanian legal system) entered into force on July 17th, 2022. The new law amends Law no. 85/2014 regarding preventive insolvency proceedings and insolvency proceedings as following: (i) the new law revoke ad-hoc mandate proceeding and proposes a new proceeding – the restructuring agreement and (ii) modifies the...

A discussion about the penal clause in the era of disruptive technologies may seem outdated. However, its placement in the context of insolvency proceeding is giving a new impetus to the old institution of civil law.Concretely, in the present study we aimed to analyze the extent to which the compensatory penalty or the moratorium penalty or the penalty due for the performance of the obligation in another place than the one agreed in the ...

Irrespective of the legal relation it is applied to, the suspension should not have ratio legis, permanent consequences. In other words, the suspension as a procedural instrument, should preserve the substance of the legal relation and delay the review or evolution thereof. In terms of tax inspection, article 127 of the Code of Tax Proceedings is no exception either, since it is a legal instrument necessary, yet proportionally applicab...

This article presents the legal framework relating to the consolidation of inter-war buildings, including those pertaining to the immovable cultural heritage, by examining the main pieces of legislation in force as well as the draft legislation initiated locally and nationally and launched for public debate. Within this analysis, the main deficiencies identified with respect to the relevant provisions are rendered – namely the lack of a rigor...

The verbal message is only one of the elements of communication, its weight being often appreciated as inferior to para-verbal and non-verbal communication.The latter, by engaging the entire body of the transmitter, outlines the overall picture that strengthens or diminishes the power of words.

Although there is an express regulation under the Civil Code, both hardship and datio in solutum have particularly attracted the attention of the legislator, who considered that common regulation is not sufficient to resolve situations arising during the post-2008 economic crisis, when the debtors were no longer able to fulfill their obligations. Thus appeared Law no. 77/2016, which was “improved” along the way by Law no. 52/2020, its...

The article discusses how civil courts deal with the fraud by backdating documents by a former representative of the company together with a third party. The specificity of this kind of fraud is that it puts at work some legal presumptions (the presumption that the date on the document is the correct one, the presumption that the agreement has a lawful cause) to create advantages for the fraudsters. When situations of this kind are not timely...

Exclusion is a measure specific to intuitu personae companies. The legal enumeration can be extended through by-laws, as established by the High Court of Cassation and Justice – Panel for resolving legal issues in civil matters, by Decision no. 28/2021. Prior to this decision, the doctrine was divided, a large part considering that the enumeration is limiting. However, the shareholders cannot eliminate, through the by-laws, one or mo...