scholarly journals Selected Ways of Acquiring Securities in the Conditions of the Slovak Republic

2018 ◽  
Vol 66 (6) ◽  
pp. 1589-1599
Author(s):  
Tomáš Peráček ◽  
Boris Mucha ◽  
Patricia Brestovanská ◽  
Jana Kajanová
Keyword(s):  
Financial Management ◽  
Slovak Republic ◽  
Legal Regulation ◽  
Civil Code ◽  
Practical Application ◽  
Commercial Law ◽  
Professional Literature ◽  
The Czech Republic ◽  
Securities Law ◽  
Commercial Code

One of the basic tools of the capital market are securities. Under the currently valid and effective legislation, ownership of securities can be acquired through three types of scrambling contracts. It is a contract for the purchase of securities, a contract for the donation of securities and a contract for the loan of a security. These contract types are primarily regulated in the Securities Act as the “lex specialis” of securities law, with subsequent reference to the legal regulation contained in the Civil Code and the Commercial Code. The authors are focused on a donation of securities lending of securities, which are used in practice only a little, or even at all. For this reason, no attention is paid to them either by legal theorists. The authors, through scientific and doctrinal interpretation, examine the selected provisions of the Securities Act, the Civil Code and the Commercial Code relating to the issues of these agreements. Through professional literature and court decisions, they are looking for answers to practical application problems. Last but not least, they compare legal regulations in Slovakia and the Czech Republic and point to the differences. The study of the selected issues related to the acquisition of securities in the conditions of the Slovak Republic represents the main objective of this contribution, which affects also the area of economics or financial management. Priority, however, is in the area of financial law with significant transitions to civil and commercial law.

scholarly journals New in the Czech Civil Code – Rules on Family Enterprise

2020 ◽  
Vol 14 (2) ◽  
pp. 137-152
Author(s):  
Karel Marek ◽  
Martin Janků
Keyword(s):  
Family Business ◽  
First Generation ◽  
Civil Law ◽  
Legal Regulation ◽  
Civil Code ◽  
Commercial Law ◽  
The Czech Republic ◽  
Family Enterprise ◽  
Commercial Code ◽  
The Family

For more than two decades the family business enterprises of the first generation (generation of founders) are more and more dominating in the category of today’s Small and Medium-sized Enterprises in the Czech Republic. The necessary legal background defining the legal relationships and rights of all participating persons was, however, limited to general provisions in the Commercial Code that hasn’t solved many of the problems associated thereto. Only in 2012 the new Czech Civil Code, Act. No 89/2012 Coll., introduced the institute of family enterprise as completely new term in the Czech Civil law. The present paper aims to analyse the key rules of this new legal regulation, focusing on significant aspects of the institute in the context of commercial law and family law, as well as to highlight the potential weaknesses in the regulation itself.

scholarly journals Family Enterprise in Czech Civil Code

2016 ◽  
Vol 5 (2) ◽  
pp. 25-32 ◽  
Author(s):  
Martin Janku ◽  
Karel Marek
Keyword(s):  
Family Business ◽  
First Generation ◽  
Civil Law ◽  
Legal Regulation ◽  
Civil Code ◽  
Commercial Law ◽  
The Czech Republic ◽  
Family Enterprise ◽  
Commercial Code ◽  
The Family

Abstract For more than two decades the family business enterprises of the first generation (generation of founders) are more and more dominating in the category of today’s small and medium–sized enterprises in the Czech Republic. The necessary legal background defining the legal relationships and rights of all participating persons was, however, limited to general provisions in the Commercial Code that has not solved many of the problems associated thereto. Only in 2012 the new Czech Civil Code, Act. No 89/2012 Coll., introduced the institute of family enterprise as completely new term in the Czech Civil law. The presented paper aims to analyse the key rules of this new legal regulation, focusing on significant aspects of the institute in the context of commercial law and family law, as well as, to highlight the potential weaknesses and gaps existing in the regulation.

scholarly journals Mandatory and Default Regulation in the Slovak Commercial Law

2020 ◽  
Vol 4 (1) ◽  
Author(s):  
Barbora Grabličková ◽  
Mária Patakyová
Keyword(s):  
Opposite Direction ◽  
Slovak Republic ◽  
Civil Code ◽  
Contextual Analysis ◽  
Detailed Knowledge ◽  
Private Law ◽  
Commercial Law ◽  
Legal Form ◽  
Commercial Code ◽  
A Company

The aim of this contribution is to provide the reader with an understanding of the concept of mandatory and default regulation within the Slovak commercial law. Private law regulation is in the Slovak Republic quite specific, as the Commercial Code covers not only companies (and cooperatives), but contractual aspects of the commercial law as well, which interferes with the contractual regulation stipulated in the Civil Code and causes duality. The Commercial Code and the Civil Code differently regulates the matter of mandatory and default regulation and therefore we found it crucial to provide the reader, who (most likely) does not have a detailed knowledge about these specificities in the Slovak law, with a more theoretical and descriptive introduction. Such an introduction is crucial in order to understand the following contextual analysis of the issue of mandatory and default regulation in the Slovak commercial law. However, the main aim of this contribution is to tackle the specific angles of the topic, in concrete, a possible judicial interference into the mandatory and default regulation of the commercial law and its impact on this concept. Moreover, the authors address the matter of possible avoidance of mandatory regulation in the commercial law through the contract on the sale of an enterprise and shareholders’ agreements, which are uniquely regulated in the Commercial Code. Moreover, the contribution addresses a hypothesis, that despite the need for simplification of the commercial law, the latest amendments of the Commercial Code goes opposite direction by introducing new mandatory provisions into the code, due to the abuse of a company as a legal form.

scholarly journals On Some Problems of Commercial Law in Ukraine

2021 ◽  
Vol 9 (2) ◽  
pp. 72-85
Author(s):  
Oleksandr Romanovich Kovalyshyn
Keyword(s):  
Civil Law ◽  
Legal Regulation ◽  
Civil Code ◽  
Entrepreneurial Activity ◽  
Commercial Law ◽  
Commercial Code ◽  
Legal Forms ◽  
Law Regulation ◽  
Legal Entities ◽  
Business Relations

The paper is devoted to the disclosure of certain aspects of recodification in Ukraine, some existing problems of the Ukrainian commercial law as well as the conflict of norms between the Commercial Code of Ukraine and the Civil Code of Ukraine. In year 2020, the Concept of Civil Legislation Reform was adopted in Ukraine. The Concept of Civil Legislation Reform states that the systematic renewal of the Civil Code of Ukraine as a whole is possible only if the Commercial Code of Ukraine is repealed because the latter does not meet the parameters of the acts governing business relations which, by their nature, are primarily private. The presented study explains the current problems of the Ukrainian commercial law as well as civil law regulation of business relations for both: 1) the foreign scholars dealing with the civil law and commercial law; 2) the foreign investors (including investors from the European Union countries) who are already conducting economic activities in Ukraine or plan to invest in the Ukrainian economy. Special attention is given to such issues like the types of ownership, penalties for obligations, differences in legal capacity, difference of approaches to the system of legal entities, existence of some archaic legal forms of entrepreneurial activity, etc. The author emphasizes that undoubtedly the Commercial Code of Ukraine as well as the Civil Code of Ukraine need some updating. There is an urgent need to systematize the existing organizational and legal forms of legal entities and to renew the basics of civil law regulation in Ukraine. It is explained in the paper, while in most neighbouring jurisdictions steps are being taken to systematic update of the commercial codes (including expanding the scope of their legal regulations), in Ukraine steps are being taken to eliminate the commercial code. This seems completely unacceptable; it harms the legal regulation of business relations in Ukraine significantly and slows down the progressive development of the Ukraine’s economy. The analysis of the commercial codes abroad shows that there is no single approach to the list of legal constructions that should form the basis of the relevant code. All, without exception, codified acts of this type are characterized by the presence of special institutions that, from the point of foreign lawyer’s view or current trends in private law, may seem do not meet certain standards.

scholarly journals The Current State of Recodification Works of Slovak Private Law and Its Perspectives

2021 ◽  
Vol 2 (1) ◽  
pp. 83-92
Author(s):  
Denisa Dulaková Jakúbeková
Keyword(s):  
Slovak Republic ◽  
Civil Law ◽  
Legal Regulation ◽  
Civil Code ◽  
Time Constraints ◽  
Private Law ◽  
The Public ◽  
Current State ◽  
Commercial Code ◽  
The Given

The article discusses the current state of the ongoing process of private law recodification in the Slovak Republic. Despite the efforts promised by every new government, to this day, none of them have achieved a recodification of civil law that would ultimately result in unambiguous treatment of, in particular, the so-called questions of values, nor have any of them seen through the creation of a codex, which has long been required. The need for recodification first became apparent even before the November 1989 Revolution. The focus of the expert public post-revolution was on filling the legal vacuum that came about through the abolition of the Economic Code and the Code of International Trade and on substituting them with a new and equivalent legal regulation. Due to time constraints and the urgent need for a solution to the given situation, the country failed to adopt a single universal regulation for private law; instead, the so-called major amendment of the previous Civil Code was adopted. This state has since prevailed; thus, Slovakia’s legal system is still subject to a Civil Code from 1964, amended on several occasions, as well as the Commercial Code from 1991. This is despite the numerous attempts to recodify private law, the last attempt having been introduced to the public at the end of 2018. The form of this reform was, however, surprising. Slovakia saw a change in governments in 2020, and the new government has, to date, declared other priorities in the domain of justice. It is, therefore, difficult to say whether the new government will adopt the ambition to recodify private law and, if so, to what extent it will succeed in completing this goal.

Receivables Financing in Lithuania: Is the Legal Regulation Suited to Accommodate the Practical Needs of Industry?

2009 ◽  
Vol 34 (3) ◽  
pp. 255-285
Author(s):  
Lina Aleknaitė
Keyword(s):  
Legal Regulation ◽  
Civil Code ◽  
Viable Alternative ◽  
Practical Application ◽  
Legal Provisions ◽  
Security Interest ◽  
Present Structure ◽  
Further Development

AbstractThis article examines the provisions of the 2000 Lithuanian Civil Code regarding the use of receivables for the purpose of raising finance. It starts by discussing the mechanism that the Code provides for the transfer of receivables—i.e., cession. Also, limitations on cession without debtor approval and the extent of rights that can be ceded are noted. The author then turns to the two main techniques of using receivables for financing. First, she examines the legal provisions on factoring and their practical application, as well as the structure of the industry. She presents some observations on the present structure of the industry, which precludes smaller companies from entering the market. Thereafter, she focuses on the possibilities under the Code of creating a security interest in receivables. Here, she reveals that the mechanism, although it does exist, is not a viable alternative to factoring, as it imposes additional burdens upon economic actors. Finally, the author presents her suggestions to the Lithuanian legislator, specifying the amendments that she believes should be made to the Code in order to encourage wider use of receivables financing in different ways (both by selling and by creating a security interest in receivables), as well as the further development of the industry.

scholarly journals Statutory Bar on the Right to Exercise a Mortgage Under the Conditions Applicable in the Slovak Republic and Comparison with the Legal Regulation of the Czech Republic

2021 ◽  
Vol 12 (3) ◽  
pp. 224-238
Author(s):  
Nikola Pacalajová ◽  
Martin Kubinec
Keyword(s):  
Czech Republic ◽  
Real Estate ◽  
Slovak Republic ◽  
Case Law ◽  
Legal Regulation ◽  
Judicial Activism ◽  
Public Records ◽  
The Czech Republic ◽  
The Real Estate ◽  
The Right

Abstract Based on the analysis and comparison of legal regulation and existing case law, the authors present in the paper their opinion on the issue of deleting mortgage with statute-barred claim from public records (Land Registry). The Slovak legal regulation, in contrast with the Czech one, does not include an explicit provision enabling the deletion of mortgage with statute-barred claim from Land Registry. Taking into consideration the aspect of justice, the authors reached the conclusion that even without a normative platform, it is necessary to allow the mortgagor to apply to court to determine that the real estate is not mortgaged and subsequently use the court’s decision as a basis for deletion. However, since the courts decide in this case, using judicial activism, knowingly contrary to the purpose and content of the institute of statutory bar, the authors consider it essential that legislation be adopted as soon as possible to regulate this situation.

Abolition of the Commercial Code of Ukraine: Potential Consequences and Necessary Prerequisites

2020 ◽  
Vol 27 (1) ◽  
pp. 100-131
Author(s):  
Natalia Kuznetsova ◽  
Oleksii Kot ◽  
Andrii Hryniak ◽  
Mariana Pleniuk
Keyword(s):  
European Union ◽  
Corporate Governance ◽  
Legal Regulation ◽  
Civil Code ◽  
International Standards ◽  
The European Union ◽  
Commercial Code ◽  
Regulatory Impact ◽  
Further Development ◽  
The Eu

The paper analyses the provisions of the Commercial Code of Ukraine, comparing them with certain provisions of the Civil Code of Ukraine and separate laws and other regulations. Considering the need to align Ukrainian legislation with the legislation of the European Union countries in legislation regarding the establishment and operation of partnerships, corporate governance, protection of shareholders, creditors and other interested parties, regarding the further development of corporate governance policy in accordance with international standards, including the gradual approximation to the rules and recommendations of the European Union in this area, it is concluded that it is advisable to abolish the Commercial Code of Ukraine by adopting the relevant law, which stipulates all necessary measures to ensure proper legal regulation of relations for the period of preparation of the relevant systemic changes to the Civil Code of Ukraine. It is proved that most of the provisions of the Civil Code of Ukraine are reference or blanket, and therefore have minimal regulatory impact and mostly duplicate the provisions enshrined in other regulations. Based on the analysis of the provisions of the Commercial Code of Ukraine, it is concluded that its provisions, given their minimal regulatory impact on business relations and considering the detailed regulation of these relations in the Civil Code of Ukraine, can be repealed without any reservations. In such settings and in order to simplify the legal regulation of business activity, as well as in view of the obligations of our country (in particular, to bring the Ukrainian legislation in conformity with the legislation of the EU countries in legislation regarding the establishment and activity of partnerships, corporate governance, protection of rights of shareholders, creditors, and other stakeholders, regarding further development of corporate governance policy in line with international standards, as well as the progressive approximation to EU rules and recommendations in this area), the expediency of abolishing the Commercial Code of Ukraine is beyond doubt

scholarly journals The Need to Remove the Civil Code from Mexican Commercial Laws: The Case of “Offers” and “Firm Promises”

2017 ◽  
Vol 1 (19) ◽  
pp. 21
Author(s):  
Raúl Iturralde González
Keyword(s):  
Civil Code ◽  
Commercial Law ◽  
Porfirio Diaz ◽  
Commercial Code ◽  
The Law ◽  
Further Development

In 1889, then Mexican President Porfirio Díaz enacted the Mexican Commercial Code that is still in force today. This code was inspired on the Napoleonic code of 1807. Unfortunately, the Mexican code eliminated the use of commercial customs and practices as an accepted method for breaching gaps in commercial law. Since then, Mexican commercial law has held the civil code as the basis for dealing with gaps and loopholes in the application of commercial law. This has prevented the further development of Mexican commercial law as it is forced to use institutions and doctrines that were not designed to deal with rapidly changing commercial issues. Mexican commercial law would benefit from the reincorporation of commercial customs and practices as a basis to fill in the gaps in the law.

scholarly journals Constitutional Aspects of Local Taxes in the Slovak Republic and in the Czech Republic

2019 ◽  
Vol 17 (3) ◽  
pp. 591-616
Author(s):  
Anna Romanova ◽  
Michal Radvan ◽  
Johan Schweigl
Keyword(s):  
Czech Republic ◽  
Slovak Republic ◽  
Legal Regulation ◽  
National Parliaments ◽  
Real Property ◽  
The Czech Republic ◽  
Legal Norms ◽  
Local Taxes ◽  
Actual Use ◽  
International Aspects

The main aim of the paper is to analyze the constitutional backgrounds of the local taxes´ legal regulation, assessment, and collection in the Slovak Republic and the Czech Republic. The paper starts with the general constitutional regulation of taxes and continues with the critical analyses of local taxes´ regulation and application in both countries. It follows the legal power of legal norms, starting with the international aspects – the European Charter of Local Self-Government, continuing with the constitutional issues and finishing with the statutory regulation of local taxes. The first part of the hypothesis that even if the constitutional regulation in these countries is very different and gives different opportunities for the local taxes adoptions both in national Parliaments and in local councils, the practice in both countries is very similar, was (with a small difference in the actual use of given possibilities to adjust the real property tax revenues by the municipalities, which speaks in favour of the Slovak ones compared to the Czech) confirmed. However, the second part of the hypothesis that in both countries local self-government units do have adequate powers to impose and collect local taxes was rejected. In the conclusion, the comparison between the Czech Republic and the Slovak Republic is made and possible changes de lege ferenda are presented.

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