Părţile sociale între liberalitate şi mecanism corporativ: o lectură despre gratuitate, validitate şi formalism

Conf. univ. dr. Manuela TĂBĂRAŞ

Universitatea "Titu Maiorescu" din Bucureşti, Facultatea de drept

Notar, Formator INR şi INPPA

ABSTRACT

In the dynamics of corporate relations, practice clearly reveals the solution of transferring shares through gratuitous transfers, instrumented, for reasons of speed and efficiency, in the form of a document under private signature. This path, apparently unconventional, from the perspective of the rigors imposed on liberalities in civil law, finds its justification in the specifics of the corporate order, where the social will and the statutory consensus of the partners prevail. In judicial practice, such transfers have frequently been contested as donations lacking validity due to the disregard of the solemnity of the autentification imposed ad validitatem by art. 1011C. civ. Our study aims to argue that the transfer of shares, as intangible...