Sancţiunea aplicabilă în cazul încălcării puterilor legale ale administratorilor. Privire specială asupra art. 15322 şi art. 55 alin. (1) din Legea societăţilor comerciale

asist. univ. drd. Cătălin OROVICEANU

Facultatea de Drept, Universitatea din Bucureşti avocat, Baroul Bucureşti

Summary

The Romanian Companies Law no. 31/1990, republished and subsequently amended, despite significant amendments occurred in the lastyears, has notyet managed to offer a higher degree ofcertainty when it comes to interpreting its provisions and determining the applicable sanctions. This seems to be the case also with article 153, which set a legal limitation to powers ofdirectors. While the article seems to be very clear in terms ofpurpose, it lacks a sanction. This has allowed legal literature to come up with various interpretations in this respect, none ofthem being beyond doubt. This article analyzes the respective interpretations and attempts to see what their strong and weak points are. Afterwards, by...