Articles
The Limits of a Shareholder’s Duty of Loyalty and the General Duty of Care in the Context of a Shareholder Lawsuit
A shareholder lawsuit under Section 157 of the Business Corporations Act (hereinafter the “ZOK”) is one of the tools for protecting a company against inaction or abuse of power by its statutory body.[1] It entitles a shareholder to file a lawsuit on behalf of the company seeking compensation for damages or, as the case may be, the …
Read moreShareholder’s counterproposal at general meetings of limited liability companies in current Supreme Court case law
Act No. 90/2012 Coll., on Commercial Companies and Co-operatives (the Act on Commercial Corporations), as amended (hereinafter referred to as the “ZOK”), regulates in considerable detail the convening and conduct of general meetings of limited liability companies. Among other things, it stipulates that the notice convening the general meeting must include a draft resolution on …
Read moreThe running of the limitation period in connection with an out-of-court settlement agreement in the light of the decision File No. 23 Cdo 431/2024
The endeavour to resolve a dispute amicably without the need to initiate court proceedings is a natural – and, above all, desirable – part of private law relationships. The Civil Code accommodates this approach through Section 647 of Act No. 89/2012 Coll., the Civil Code (hereinafter the “Civil Code”), according to which the limitation period …
Read moreEviction of Property on the Basis of a Notarial Deed with Consent to Direct Enforceability – the Key to Quick and Easy Vacating of Premises by the Tenant?
By its Resolution of the Grand Panel of the Supreme Court of the Czech Republic dated 10 April 2024, Ref. No. 31 Cdo 225/2024-543 (the “Resolution”), the Supreme Court departed from its earlier strict case law[1] and restored legal certainty and, at least among part of the professional public, the desired state of affairs regarding …
Read moreAmendment to the Capital Market Undertakings Act – What Will the Listing Act Package Bring?
On 14 July 2026, the Chamber of Deputies discussed, in its first reading, the government bill amending Act No. 256/2004 Coll., on Business Activities on the Capital Market (the “CMUA”)[1], introduced as Parliamentary Print No. 143. The bill represents one of the most extensive revisions of capital market regulation in recent years – alongside the …
Read moreSilence Does Not Constitute a Refusal: On the Preclusion of a Shareholder’s Right to Information
A shareholder’s right to information in a limited liability company is one of the fundamental rights arising from their participation in the company. Pursuant to Section 155 of Act No. 90/2012 Coll., on Commercial Companies and Cooperatives, as amended (hereinafter the “BCA”), a shareholder may request information about the company from the managing directors, inspect …
Read moreThe Limits of a Shareholder’s Duty of Loyalty and the General Duty of Care in the Context of a Shareholder Lawsuit
A shareholder lawsuit under Section 157 of the Business Corporations Act (hereinafter the “ZOK”) is one of the tools for protecting a company against inaction or abuse of power by its statutory body.[1] It entitles a shareholder to file a lawsuit on behalf of the company seeking compensation for damages or, as the case may be, the …
Read moreShareholder’s counterproposal at general meetings of limited liability companies in current Supreme Court case law
Act No. 90/2012 Coll., on Commercial Companies and Co-operatives (the Act on Commercial Corporations), as amended (hereinafter referred to as the “ZOK”), regulates in considerable detail the convening and conduct of general meetings of limited liability companies. Among other things, it stipulates that the notice convening the general meeting must include a draft resolution on …
Read moreThe running of the limitation period in connection with an out-of-court settlement agreement in the light of the decision File No. 23 Cdo 431/2024
The endeavour to resolve a dispute amicably without the need to initiate court proceedings is a natural – and, above all, desirable – part of private law relationships. The Civil Code accommodates this approach through Section 647 of Act No. 89/2012 Coll., the Civil Code (hereinafter the “Civil Code”), according to which the limitation period …
Read moreEviction of Property on the Basis of a Notarial Deed with Consent to Direct Enforceability – the Key to Quick and Easy Vacating of Premises by the Tenant?
By its Resolution of the Grand Panel of the Supreme Court of the Czech Republic dated 10 April 2024, Ref. No. 31 Cdo 225/2024-543 (the “Resolution”), the Supreme Court departed from its earlier strict case law[1] and restored legal certainty and, at least among part of the professional public, the desired state of affairs regarding …
Read moreAmendment to the Capital Market Undertakings Act – What Will the Listing Act Package Bring?
On 14 July 2026, the Chamber of Deputies discussed, in its first reading, the government bill amending Act No. 256/2004 Coll., on Business Activities on the Capital Market (the “CMUA”)[1], introduced as Parliamentary Print No. 143. The bill represents one of the most extensive revisions of capital market regulation in recent years – alongside the …
Read moreSilence Does Not Constitute a Refusal: On the Preclusion of a Shareholder’s Right to Information
A shareholder’s right to information in a limited liability company is one of the fundamental rights arising from their participation in the company. Pursuant to Section 155 of Act No. 90/2012 Coll., on Commercial Companies and Cooperatives, as amended (hereinafter the “BCA”), a shareholder may request information about the company from the managing directors, inspect …
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