Personal liability of the directors towards the creditors follows the liability of the legal person, the one that is damaged by the torts of the directors, so that it aims to reintegrate the corporate assets. The damage thus affects the legal person and only indirectly and implicitly the creditors, the latter being the recipients of the compensation only in the case of the judicial liquidation of the legal person.The personal liab...

The bodies of the company are internal parts of the legal person through which it expresses its social will. The distinction between a legal entity and its organs can only be seen from within. Persons designated as members of a corporate body must be registered for advertising purposes. The legal representation of the legal person is the rule, unlike the legal representation of the natural person, where the exception is. The legal repre...

With regard to the law applicable to the legal person, the new Civil Code sets out a new regulation, partly taking over the former dispositions of Law no. 105/1992 establishing a regulatory framework for private international law relations. Thus, Section 2 – in Book VII of the new Civil Code, Dispositions of private international law, in the special part on the Conflict of Laws, Chapter I Persons – deals with the law applicable to...