The aim of my thesis titled "Formation, incorporation and invalidation of the business company" is a description of a complicated two-stage process of establishment of a business company. In connection with the recodification of civil law the thesis focuses on the changes that recodification brought, points out its weaknesses and tries to propose possible solutions. The aim of this work is not to be a guide for potential founders, but rather to discuss the different phases from the theoretical point of view and with regard to the recent changes. The work also does not deal with general issues relating to business companies and even the process of establishing a European company and European Economic Interest Grouping. The thesis is divided into five chapters, each of them dealing with different stage or question of the establishment of a business company. The chapters are further subdivided into sub-chapters that discuss the individual phases in detail. The first chapter provides a general introduction and a basic description of the discussed topic. The second chapter deals mainly with the requirements of the founder, his position and the nature of the founding legal action. In the third chapter the thesis mainly addresses the issue of legal action of the preliminary business company and other...

The Master's thesis deals with issues of representation of business corporation by its governing body. The thesis is composed of an introduction, three chapters and a conclusion. Every chapter consists of four parts. The last part of each chapter contains brief summary of the most important issues of the particular chapter. The main aim of this thesis is to analyze most important issues concerning with representation of business corporation by its governing body and to compare recent legislation with the legislation effective till the 31st December 2013. The aim of this thesis is also to evaluate the changes which occurred in accordance to the new legislation and to examine if it is possible to use former jurisprudence recently. The first chapter is considered as introductory and contains the explanation of basic terms which are important for the other parts of the thesis. The first chapter is focused on definition of business corporation and evaluation if the business corporation is capable of acquiring rights and incurring obligations or not. In the first chapter it is also described the issue of corporation's representatives and scope of their powers. The second chapter is concerned with the representation of business corporation by members of its governing body. At the beginning of this chapter...

(Non-)transferability of shares in business corporations Abstract This diploma thesis deals with (non-)transferability of shares in unlimited partnership, limited partnership, limited-liability company and joint-stock company. A share represents participation of a shareholder in business corporation. Each form of business corporation has a different modification of share transferability in the Business Corporation Act. Transfer of share is either prohibited, limited or allowed without any limitation. The rules on transferability also differ as to whether shareholders may deviate from them or not. The differences are mainly due to the personal or capital nature of the business corporation. The aim of this work is to determine the reasons which led the legislature to current transferability of shares in business corporations and to assess whether this legislation an appropriate solution is. The diploma thesis is structured into five parts. The first part deals with the theoretical introduction and defines a share and business corporations. The second and third part of the diploma thesis provides a detailed analysis of the transferability of the share in business companies, including the explanatory uncertainties and discussions that the current legislation raises. Part of the second part is also the...

Cette thèse porte sur la société anonyme en France entre son apparition formelle dans le droit dans le code de commerce de 1807 et la loi de juillet 1867 qui supprime l’autorisation gouvernementale requise jusqu’alors pour toute constitution de société de ce type. Cette forme juridique a très souvent été décrite comme le support nécessaire du capitalisme industriel moderne, en particulier en ce qu’elle aurait permis d’importantes concentrations de capitaux. Cette thèse, en observant de près les pratiques des différents acteurs, vise à réviser cette représentation, en cherchant à replacer la société anonyme dans l’économie politique de la première moitié du XIXème siècle. Cette démarche passe notamment par une recherche des origines de la forme anonyme – que nous ne considérons pas comme un produit de la modernité capitaliste – et par une réévaluation du rôle de l’Etat, qui est l’un des principaux usagers de la forme anonyme et dont l’intervention est nécessaire à la viabilité d’une telle forme juridique. A un niveau plus général, cette thèse entend questionner l’interaction droit-économie, en mettant en évidence un processus de construction et d’apprentissage juridique reposant sur un dialogue permanent entre le droit existant, les usages qui en sont faits et l’action de l’Etat. / This thesis focuses on the business corporation in France between its formal appearance in the law in the Commercial Code of 1807 and the Act of July 1867 that removes any government authorization previously requested for the creation of such company. The société anonyme has often been described as the necessary support of modern industrial capitalism, particularly in that it would have allowed significant concentration of capital. By observing closely the practices of different actors, this thesis aims to revise this representation, seeking to replace the public company in the political economy of the first half of the nineteenth century. This approach includes a research on the origins of the société anonyme – which we do not consider as a product of capitalist modernity – and a reassessment of the role of the state, which is one of the main users of this business form and whose intervention is necessary for the viability of such an institution. At a more general level, this thesis aims at questioning the interaction between law and economy, highlighting a process of construction and legal learning based on an ongoing dialogue between the existing law, the uses that are made of it and the State’s actions.

Thesis (B.Comm. (Hons.)) -- University of Adelaide, School of Commerce, 2000. / Bibliography: leaves 110-113.

This diploma thesis is focused on the process of liquidation of the business corporations without a legal successor in accordance with Czech legislation. The liquidation is defined in law, accounting and tax perspective. The practical part of the thesis shows process of liquidation on the example of fictitious company but also on the company from the practice. On the other companies the hypothesis is verified: "Business corporations which are more than 50 % owned by the state publish financial statements."

This thesis deals with the issue of liquidation of business corporations without legal successor. It defines the liquidation of the legal, accounting and tax perspectives. It provides a practical example via the liquidation of the fictitious company Opera s.r.o. At the end of the thesis is trying to prove the hypothesis: " The percentage ratio value of the share liquidation balance to the basic capital of the company in forced liquidation is at zero while voluntary liquidation is on average around 50%", on the liquidation cases from practice.

Savings and loan cooperative as a business corporation Abstract This thesis deals with typical features of the savings and loan cooperative as a business corporation. The aim of the thesis is to compare the specific legal regulation of savings and loan cooperatives with the general legal regulation of business corporations and, especially, with the legal regulation of cooperatives. As a follow-up of the performed comparison, the thesis identifies features identical and, in the first place, features different, specific for the savings and loan cooperative. Such specific legal regulation is a matter of a more in-depth analysis of particular provisions and mutual relations thereof. The thesis is organised in three chapters. The first chapter includes classification of business corporations and their particular typical features, some of which are present in savings and loan cooperatives, too. The second chapter deals with historical development and importance of savings and loan cooperatives, while putting accent on the basic cooperative principles, such as cooperative democracy or an emphasize on the membership principle. Then it explains the origin of numerous restraining measures applicable to savings and loan cooperatives and making them similar to banks. The third, crucial chapter contains an analysis of...

Status of governing body of business corporation in liquidation Abstract The frequency of cases of business corporations in liquidation has an increasing trend, however, it cannot be said that the academic interest would sufficiently cover the topic of liquidations. There are still a number of insufficiently answered questions that lead to completely opposite conclusions in practice. This diploma thesis deals with one such issue, which is the position of the statutory body of a business corporation in liquidation. In the ranks of the professional community, one can also encounter certain doubts about the existence of the statutory body of a business corporation in liquidation, that the statutory body should cease to exist. This paper seeks to answer this question through a critical analysis of legal regulations and compilations of works by the professional community. At the beginning the work briefly defines the individual terms in the first chapter for the needs of this work in order to maintain the conceptual unity. The terms are business corporation, statutory body, liquidation and its purpose and, last but not least, the liquidator. First, however, the question of the existence of the statutory body of a business corporation in liquidation must be resolved. Here, I conclude, by means of a critical...

The aim of my thesis was to show the influence of legislative changes on the accounting of business corporations. Analyses were performed on actual legislative changes, which to the greatest extent related to the recodification of private law in the Czech Republic and their entry into force of law about and concerning commercial companies and collectives. These factors resulted in adjustments to several provisions of laws regarding accounting and related supplementary regulations. On the basis of these analysed legislative changes, case studies were subsequently developed for a specific business corporation, namely the company STAX Metal Fibers s.r.o. The individual parts of the case studies were developed according to the actual state of the business corporation, and these case studies may be used by the enterprise to enhance its business activities further. The suggestions were concentrated on the area of reserve funds created within the accounting entity, the introduction of common stock, the possibility of advance or down payment in proportion to share of profits and a proposal to use sanctions from outstanding claims. In the conclusion recommendations were made concerning legislation with a special focus on the ambiguity of some terms in different laws.