What is Act No. 33 / 2020 Coll.?

Act No. 33 / 2020 Coll., amending Act No. 90 / 2012 Coll., on Commercial Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., and other related laws — Act amending Act No. 90 / 2012 Coll., on Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., and other related laws.

When it became Act No. 33 / 2020 Coll. effectiveness?

Act No. 33 / 2020 Coll. became effective 01.01.2021.

Is Act No. 33 / 2020 Coll. still valid?

Yes, Act No. 33 / 2020 Coll. is still valid and effective.

How many times was it Act No. 33 / 2020 Coll. amended?

Act No. 33 / 2020 Coll. has 4 time versions of the text.

Act No. 33 / 2020 Coll. - Act amending Act No. 90 / 2012 Coll., on...

33

THE LAW

of 21 January 2020

amending Act No. 90 / 2012 Coll., on Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., and other related laws

Parliament has decided on this law of the Czech Republic:

ČÁST PRVNÍ

Amendment to the Commercial Corporation Act

Čl. I

Act No. 90 / 2012 Coll., on Commercial Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., is amended as follows:

1. In Article 8 (1), the third sentence is deleted.

2. In Section 14, the words "or the provisions of this Act 'shall be inserted after the words" social contract'.

3. In Article 15 (1), the words "or accounting officer 'are deleted.

4. In Article 23, the following paragraph 2 is inserted after paragraph 1:

"(2) A cash deposit to a limited liability company can be repaid in another way, unless the amount of all cash deposits in total exceeds CZK 20,000."

Paragraph 2 shall become paragraph 3.

5. Paragraph 26 (2) reads as follows:

"(2) Where the depositor transfers a share of another, the transferee shall be liable for the fulfilment of the obligation referred to in paragraph 1, unless it concerns the acquisition of a share in the European regulated market. ';

6. In Paragraph 28, the words "emission rate 'are replaced by the words" valuation'.

7. In § 28, the text "§ 26 (1) 'is replaced by" § 26 (2)'.

8. Paragraph 32 (3) is deleted.

Paragraphs 4 and 5 shall be renumbered paragraphs 3 and 4.

9. In Section 32, the following paragraph 5 is added:

"(5) The provisions of the Civil Code on the establishment and establishment of a lien for a holding in a commercial corporation which is not represented by a security or a book-entry security shall apply mutatis mutandis. ';

10. The heading above the designation of Section 34 is deleted.

11. Sections 34 and 35, including the headings, read:

„§ 34

Share in profit and other own resources

(1) The profit share and other own resources shall be determined on the basis of sound or exceptional financial statements approved by the highest corporate body. On the basis of the financial statements referred to in the first sentence, profit and other own resources may be distributed until the end of the financial year following the financial year for which the financial statements were drawn up. Profit and other own resources may be distributed only among the members, unless the social contract provides otherwise.

(2) The amount to be broken down in a capital company or cooperative must not exceed the sum of the profit or loss of the last financial year, the result of the previous years' profit or loss and the other funds which may be used by the capital company or cooperative at its discretion, minus allocations to reserves and other funds in accordance with the law and the social agreement. A decision taken by the Supreme Authority contrary to the first sentence shall not have legal effect. Funds whose creation, amendment or termination is regulated by law or by a social contract in a manner which does not allow their division may not be used for division.

(3) The statutory authority decides on the payment of the profit share and other own resources. If the division is contrary to the law, profit shares or other own resources shall not be paid. It is considered that those members of the statutory body who have agreed to pay in violation of the law have not acted with the care of a proper operator.

(4) The share of profit and other own resources shall be payable within 3 months of the date on which the decision of the company's top authority on its division was taken, unless the law, the social agreement or the highest authority determines otherwise.

(5) The provisions of this Law on the distribution and payment of other own resources do not apply to the reduction of capital.

§ 35

Advances on profit participation

(1) The advance on the share of profits can only be paid on the basis of interim financial statements which show that the commercial corporation has sufficient resources to distribute profits. The sum of the advances on the share of profits cannot exceed the sum of the profit of the current financial year, the profit of the previous years and of the other profit-making funds that a commercial corporation may use at its discretion, minus the allocations to reserves and other funds in accordance with the law and the social agreement.

(2) The advance on the share of profits shall be repaid within 3 months of the date on which the due or exceptional accounts were or should have been approved, unless the amount of profit to be distributed resulting from the ordinary or exceptional accounts is at least the sum of the advances on the share of profits paid in accordance with the law and the highest authority has decided to distribute that amount. "

12. The heading "Settlement percentage 'is inserted under the heading of Section 36.

13. In Paragraph 36 (1), the words "other than the transfer of a share or the granting of a payment in enforcement proceedings' are replaced by the words" without a legal successor 'and the words "the member or his legal successor' are deleted.

14. in Article 36 (2) and (3):

"(2) Paragraphs 3 and 4 shall apply unless a social contract determines another appropriate way of determining the amount of the settlement interest.

(3) The holding shall be determined on the date on which the shareholder's participation in the commercial corporation ceases to exist, on the basis of the equity capital determined from the interim, orderly or extraordinary accounts drawn up on the date on which the shareholder's participation in the commercial corporation ceases to exist. This does not apply if the substantially real value of the company's assets differs from its valuation in accounting. In such a case, the fair value of the assets, less the amount of the debts recognised in the financial statements in accordance with the first sentence, shall be taken into account when determining the settlement interest. ';

15. In Article 36 (4), the words "and shall be paid in cash without undue delay after the amount of the contract referred to in paragraph 2 or 3 has been established or may have been established, unless the social agreement or agreement between the commercial corporation and the member or member whose participation has ceased to exist or its successor in title is otherwise determined 'is deleted.

16. In Article 36, the following paragraph 5 is added:

"(5) The settlement interest shall be paid in cash without undue delay after the amount of the settlement agreement or agreement has been or may have been established, unless otherwise specified in the social agreement or agreement. ';

17. in Paragraph 37, paragraph 3 is deleted;

18. The heading above the designation of Section 40 is deleted.

19.

„§ 40

Limitation of distribution and payment of profit participation or other own resources

(1) A capital company or cooperative may not distribute profits or other own resources if, on the date of the end of the last financial year, the equity capital resulting from sound or exceptional financial statements or the equity capital after that distribution is reduced below the amount of subscribed capital increased by funds which cannot be distributed by law or social contract. The decision taken by the Supreme Authority in contravention has no legal effect.

(2) Where development costs are reported in balance sheet assets, the capital company or cooperative may not distribute profits or other own resources unless the amount to be distributed in accordance with Paragraph 34 (2) is at least equal to the non-written part of the development costs. The amount of unwritten development costs shall be reduced by the amount to be broken down in accordance with Paragraph 34 (2). The decision taken by the Supreme Authority in contravention has no legal effect.

(3) A commercial corporation may not pay off a share of profits or other own resources if it causes bankruptcy under another legislation. This also applies to the payment of the advance on the share of profits.

(4) The right to a share of profits or other own resources not paid up to the end of the accounting year as a result of paragraph 3 shall cease. The unpaid profit or other own resources shall be transferred by the capital company or cooperative to the account of the undistributed profits of the previous years. This does not apply to members of a public commercial company and associates.

(5) A commercial corporation may not grant free of charge to a member or a person close to it. This does not apply when

(a) usual occasional gifts,

(b) a commitment made at an appropriate level to the public interest;

(c) transactions which have been satisfied with a moral obligation or with respect to decency; or

(d) an advantage granted by a commercial corporation under the law. "

20. In Paragraph 41, "1 'is replaced by" 3' and the word "loans' is replaced by" loans'.

21. In Paragraph 45, the following paragraph 3 is inserted after paragraph 2:

"(3) If the decision of the commercial corporation body is not certified by a public instrument, drawn up no later than 60 days after the date of its adoption, in cases required by law, it shall not have legal effect. ';

Paragraphs 3 and 4 shall be renumbered paragraphs 4 and 5.

22. in Paragraph 46 (1):

"(1) A person who is a member of an institution and is elected, appointed or otherwise appointed (hereinafter referred to as" member of an elected body ") must also be fair in accordance with the Commercial Business Act and must not be prevented from operating the business."

23. In Article 46 (2), the word "elected 'shall be inserted after the words" elected', the word "elected 'shall be inserted after the words" to 65' and the word "other 'shall be deleted and the word" performance' shall be inserted after the word "obstacle '.

24. in Paragraph 46, the following paragraph 3 is inserted after paragraph 2:

"(3) Where a legal person is a member of an elected body of a capital company or cooperative, it shall, without undue delay, empower a single natural person who fulfils the requirements and conditions laid down by law for the member of the elected body itself to represent it in the institution. The provisions of the Civil Code on the consequences of incompetence and loss of competence for the performance of duties shall apply mutatis mutandis to representatives. ';

Paragraphs 3 and 4 shall be renumbered paragraphs 4 and 5.

25. In Paragraph 46 (4), the word "elected" shall be inserted after the words "member," the words "must comply with the requirements and conditions for the performance of the duties laid down by law for the member of the institution itself and" shall be replaced by "replaced" by "business corporation" and part of the sentence after the semicolon shall be deleted, including the semicolon.

26. In Paragraph 46 (5), the word "elected 'shall be inserted after the words" member' and the words "legislation 'shall be replaced by the words" civil code and this law'.

27. In Paragraph 46, paragraphs 6 to 8 are added:

"(6) Without the entry of a representative of a legal person referred to in paragraph 3 in the Commercial Register, a legal person as a member of an elected body of a capital company or cooperative may not be entered in the Commercial Register.

(7) If the legal person does not authorise the representative referred to in paragraph 3 and if he is not registered within 3 months of the date on which his office was created, his office shall cease.

(8) Where a natural person empowered under paragraph 3 has been destroyed, the legal person shall, without undue delay, authorise another natural person to represent him in the institution; However, if this is not entered in the Commercial Register within 3 months of the date of expiry of the mandate of the previous representative, the legal person shall cease to be a member of the elected authority. ';

28. In the heading above the designation § 51, the word "elected 'shall be inserted after the word" members'.

29. in Paragraph 52 (1) and (2), the word "elected" shall be inserted after the word "member."

30. in Article 53 (2), the words "its institutions" shall be replaced by the words "its elected body";

31. In the first sentence of Article 54 (1), the words "elected" shall be inserted after the words "member" and the words "other members of the institution" shall be replaced by "authority" and the words "member of the supervisory authority shall be inserted after the words" member of the supervisory authority shall be informed by the supervisory authority; if its sole member shall be informed by the highest authority. "

32. in Article 54 (2), the word "elected" shall be inserted after the word "Member."

33. in Article 54 (3), the word "elected" shall be inserted after the word "member."

34. In Paragraph 54 (4), the word "elected 'shall be inserted after the word" member' and the words "notifying the conflict of interest referred to in paragraph 1 'shall be replaced by" conflict of interest'.

35. In Article 54, the following paragraph 5 is added:

"(5) The inspection authority shall report to the highest authority on the information received pursuant to paragraph 1 and, where appropriate, on the suspended performance of the duties referred to in paragraph 4. ';

36. In Paragraph 55 (1), the word "elected" shall be inserted after the word "intend" and the sentence "The member of the supervisory authority shall be informed by the supervisory authority; if the sole member thereof shall be informed by the highest authority."

37. In Paragraph 55, the following paragraph 2 is inserted after paragraph 1:

"(2) If a commercial corporation intends to conclude a contract with an influential or controlling person or with a person controlled by the same controlling person, the member of the statutory authority shall inform the supervisory authority, if established, of that effect without undue delay. This is not the case if the contract is concluded with the person managing or with another person forming the group. '

Paragraphs 2 and 3 shall become paragraphs 3 and 4.

38. In Article 55 (3), the words "elected 'shall be inserted after the words" member' and the words "or 2 'shall be inserted after the words" paragraph 1'.

39. in Paragraph 55 (4), the words "or 2" shall be inserted after the words "paragraph 1";

40.

„§ 58

Withdrawal

(1) A member of the elected body of a trading corporation may resign. The term of office shall end on the date on which the resignation was discussed or should have been discussed by the institution which elected it, unless the social agreement provides that it is sufficient, if it has been discussed or should have been discussed by the institution of which it is a member. The competent authority shall discuss the withdrawal without undue delay and at the latest at the next meeting after the resignation of the commercial corporation has been served. In the case of a member of the elected cooperative body, the performance of the duties shall end no later than 3 months after receipt of the resignation. The resigning member who has not been elected by a commercial corporation shall notify his resignation to the authority of which he is a member and his office shall end on the date on which the resignation was discussed or should have been discussed by the authority of which he is a member.

(2) If the outgoing member notifies his resignation at a meeting of the competent authority, he shall terminate his duties two months after such notification unless the competent authority, at his request, authorises another moment of termination.

(3) Where a single member performs the general meeting, the term of office shall expire two months after the date of receipt of the notification of the resignation of a single member, unless, at the request of the resigning member, it authorises another moment of termination of the office. ';

41. in Article 59 (1), the word "elected" shall be inserted after the word "member" and the words "from" shall be replaced by "z."

42.In Paragraph 59 (2):

"(2) The contract of performance shall be negotiated in writing in a capital company and approved, including its amendments, by the ultimate body of the company; without such approval, the contract shall not become effective. Unless otherwise decided by the company's highest authority, the approved contract shall be effective from the date of its conclusion or from the date of establishment, whichever is later. '

43. In Paragraph 59 (3), the words "agreed in a capital company 'are inserted after the word" remuneration', the words "agreed in accordance with this Act 'are deleted and the sentence" Paragraph 61 (1) is not affected by this' is added at the end of the paragraph.

44. in Article 59 (4) and (5):

"(4) Where a contract for the performance of a function or an arrangement for remuneration is invalid on the part of the capital company or where the contract for the performance of a function is not concluded because of obstacles on the part of the capital company or because of force majeure or other obstacles arising independently of the will of a member of the elected body of the capital company or if the highest authority does not approve it without undue delay after its conclusion for those reasons, paragraph 3 shall not apply. In such a case, the remuneration shall be determined as the normal remuneration at the time the contract was concluded or, if the contract was not concluded, as the normal remuneration at the time of the establishment of the office for an activity similar to that of the member of the elected authority. Paragraph 61 (1) is without prejudice to this.

(5) In the event of a conflict between a contract of performance and a social contract, the arrangements of a social contract shall apply; where the contract of performance has been approved by a majority required to amend the social contract, the arrangements in the contract of performance shall apply. ';

45. in Paragraph 60 (a), the word "elected" shall be inserted after the word "member."

46. in § 60 (c) and (d), the word "elected" shall be inserted after the word "member."

47. in Article 60 (d) and in Article 61 (1), the word "elected" shall be inserted after the word "member."

48. Paragraph 61 (3) is deleted.

49.

„§ 62

(1) The provisions of this Act on the inadmissibility of competitive conduct and the provisions of the Civil Code and of this Act on the obligation to act with the care of a proper operator and the consequences of a breach of that obligation shall apply to a person who is actually in the position as a member of an elected body, even if he is not, and without regard to the relationship he has with the commercial corporation.

(2) The provisions of this Act on conflicts of interest of a member of an elected body shall apply mutatis mutandis to the person referred to in paragraph 1, with the exception of Sections 54 (4) and 56 (2). The person referred to in paragraph 1 shall be informed by the statutory authority and the supervisory authority of the potential conflict of interest or the intention to conclude a contract with a commercial corporation; If the control authority has not been established, it shall inform the highest authority. ';

50. In Part One, Title I, Part 8, including the title, is deleted and Parts 9 to 11 are renumbered as Parts 8 to 10.

Article 63 to 66, including the headings, read:

"Elimination of a member of a statutory authority from the duties of:

§ 63

(1) The Court of First Instance may, on its own motion, decide that a member of a statutory body of a commercial corporation which has repeatedly or seriously infringed its obligations in the performance of its duties in the course of the proceedings in the past 3 years, may not, for a period of 3 years from the legal power of the decision to exclude a member of a statutory body, carry out the functions of any commercial corporation (hereinafter referred to as "exclusion of a member of a statutory body").

(2) The Court of First Instance shall also decide, on its own motion, to exclude a member of a statutory body if an obligation has been imposed on that member of a statutory body under Paragraph 66 (1).

(3) An application for a decision to exclude a member of a statutory body may be made by anyone who has an important interest in it.

§ 64

(1) The power of the decision to exclude a member of the statutory body shall cease to be a member of the statutory body in all commercial corporations; the termination of the function shall be notified by the court which has so decided, without undue delay by the court which, under another law, maintains a trade register ("the register court ').

(2) The Court of First Instance may decide that a person for whom the grounds for exclusion of a member of a statutory body are given may, under the conditions laid down in this Decision, remain a member of a statutory body of another commercial corporation, provided that the circumstances of the case prove that the performance of his duties in that commercial corporation does not justify the exclusion of him or her, and that the exclusion could cause damage to the legitimate interests of that corporation or its creditors. A decision may be given only at the request of the person whose exclusion is decided by the court or of the commercial corporation concerned.

§ 65

The person who infringes the prohibition imposed on him by the decision to exclude a member of the statutory body shall be liable for the fulfilment of all obligations of the commercial corporation which arose at the time when, despite the prohibition, he was effectively engaged in the activities of a member of its statutory body. The Court of First Instance shall decide, on its own motion, that that person shall be again prohibited from serving as a member of the statutory body for up to 10 years; Paragraph 63 (3) shall apply mutatis mutandis.

§ 66

Special obligations for the bankruptcy of a commercial corporation

(1) If a member of the statutory body has contributed by violating his obligations to the bankruptcy of a commercial corporation and if, in insolvency proceedings, a decision has already been made on how to deal with the bankruptcy of a commercial corporation, the insolvency court shall, at the request of the insolvency administrator:

(a) decide on the obligation of that member to give into property the benefit derived from the contract of performance, as well as, where appropriate, any other benefit received from the commercial corporation, only for a period of 2 years before the opening of insolvency proceedings, in the case of insolvency proceedings initiated at the request of a person other than the debtor; where the issue of benefits is not possible, it shall be replaced by a member of the statutory body in cash; and

(b) where bankruptcy has been declared against the assets of a commercial corporation, it may also decide that that member shall be obliged to pay to the assets up to the amount of the difference between the aggregate of the debts and the value of the assets of the corporation; in determining the amount of the insolvency proceedings, the court shall take into account in particular the extent to which the infringement has contributed to the insufficient amount of the assets.

(2) The insolvency administrator shall also submit a proposal pursuant to paragraph 1 if the creditor committee so decides. If the funds necessary to cover the costs of the application and the management of the proceedings are not in substance material, the insolvency administrator may make the submission of the application or any further continuation of the proceedings conditional upon the creditors giving him a reasonable advance to cover those costs. If the proceedings have ended with the success of the insolvency administrator, the creditors who provided the advance may claim its reimbursement as a claim for property.

(3) The procedure referred to in paragraph 1 shall be an incident dispute under the insolvency law. The insolvency court shall notify without undue delay its decision to the court which is entitled to decide to exclude a member of the statutory body of the commercial corporation. ';

52. Sections 67 and 68 are deleted, including the title.

53. In Article 69 (1), the words "a statutory body 'are replaced by the words" a member of a statutory body'; the words "exclusion from the function of a member of a commercial corporation body 'are replaced by the words" paragraphs 63 to 66'; the words "the legal entity was designated by that legal entity to perform the function of statutory body for it 'are replaced by the words" representing that legal entity in the performance of its duties';

54. In Paragraph 69 (2), the words "This part shall apply" shall be replaced by the words "Paragraph 63 to 66 shall apply," after the words "mutatis mutandis," the words "former member of the statutory body, to" and at the end of the text of the paragraph shall be added the words "and to any other person who is effectively in such a position, even if he is not a member of the body, and without regard to the relationship he has with commercial corporation."

55. Article 70 shall be deleted;

56. In Article 71 (5), the word "elected 'and the words" and its procuritor' are inserted after the word "members'.

57. in Paragraph 72 (1), the words "person referred to in Article 79" are replaced by the words "person" and the words "person or other person with whom a group is formed pursuant to Article 79," shall be replaced by "group."

58. In Paragraph 75 (4), the words "obtains a share 'are replaced by the words" handling a share' and the words "representing 'are replaced by the words" representing'.

59.

„§ 76

Paragraph 54 shall apply mutatis mutandis if the conduct of a member of the elected body of a trading corporation is affected by the behaviour of an influential or controlling person, unless it is a controlling person. ';

60. In Paragraph 77, "9 'is replaced by" 8';

61. in Paragraph 78 (2), the words "or only by persons controlled by them" shall be added at the end of the text of point (b).

62. In Paragraph 81 (1), the words "the managing person or any other person with whom the managing entity is a group 'are replaced by the words" the group'.

63. In Paragraph 81 (2), the word "elected" shall be inserted after the word "member," the words "or its procurer are not" shall be replaced by "not," the words "function deprived," the word "proof" shall be replaced by "proof" and the word "could" shall be replaced by "could."

64. in Paragraph 82 (2) (b), the words "in it" shall be replaced by the words "in the structure of relations referred to in (a)."

65. In Paragraph 82 (2) (d), the words "the last accounts," shall be replaced by the words "the accounts for the financial year immediately preceding the accounting year for which the relationship report is being drawn up, and."

(66) In Paragraph 82 (2), at the end of point (e), the word "a" is replaced by a dot and point (f) is deleted.

67. In Section 82, paragraphs 5 and 6 are added, including footnote 2:

"(5) The relationship report does not contain information that is subject to protection or secrecy under another legal provision (2). In that case, the report shall include a statement that it is incomplete and for what reason the information otherwise required is not provided.

(6) The information forming the subject of business secrecy shall be provided in the relationship report to an appropriate extent, which corresponds to the purpose of the relationship report.

(2) For example, Act No 412 / 2005 Coll., on the Protection of classified information and on security competence, Regulation (EU) No 596 / 2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (Market Abuse Regulation) and repealing Directive 2003 / 6 / EC of the European Parliament and of the Council and Commission Directives 2003 / 124 / EC, 2003 / 125 / EC and 2004 / 72 / EC. '

68. In Paragraph 83, the following paragraph 4 is added:

"(4) Where the controlled person draws up the annual report, the relationship report shall be part of it and shall be subject to verification by the auditor. ';

69. In Article 84 (1), the words "those reports' are replaced by the words" relationship reports and, where appropriate, the outcome of the audit's verification of the relationship report '.

70.Paragraph 84 (2) reads as follows:

"(2) Where the controlled person draws up the annual report, he shall deposit the relationship report in the list of documents as part of the annual report. Otherwise, it shall be deposited by the controlled person in the collection of documents within the time limit for the deposit of accounts drawn up for the financial year for which the relationship report is being processed. ';

71.In Paragraph 85 (1):

"(1) Any member of a personal company which is a controlled person, or of a member or members pursuant to § 187, 365 or § 639 (3) of the controlled person may, for serious reasons, propose to the court that, for the purposes of reviewing the relationship report, appoint an expert. '

72. in Paragraph 85 (3), the word "qualified" shall be deleted;

(73) In Paragraph 86 (1), the words "the court in whose jurisdiction the person under control resides" shall be "the words," otherwise the said expert shall be approved "and the last sentence shall be deleted.

74. In Paragraph 86, at the end of the text of paragraph 3, the words "this obligation shall be imposed on the person controlled in the decision appointing the expert '.

75. in Paragraph 86 (4), the words "one month" shall be replaced by the words "3 months," the words "deliver the expert to the court which appointed him and the person who prepared the revised report" shall be replaced by the words "store the expert in the collection of documents and deliver to the other parties," and the last sentence shall be deleted.

76. In Paragraph 87 (1), the word "the appellant 'shall be inserted after the words" If I do not consider it'.

77.In Article 87 (2), the words "appointing an expert" shall be inserted after the word "Court of First Instance."

78. In Paragraph 88 (1), the words "pursuant to Paragraph 85 (1) 'are deleted.

79. In Paragraph 88 (2), the words "under Paragraph 85 (1) 'are deleted and the words" may have been' are replaced by the words "were '.

80. In Paragraph 88, the following paragraph 3 is inserted after paragraph 2:

"(3) The right to propose the appointment of an expert for the purposes of the review of the relationship report shall also be exercised by each member of the controlled person, provided that the opinion of the auditor in the auditor's report contains any reservations relating to the relationship report. ';

Paragraph 3 shall become paragraph 4.

81. In Section 89, part of the sentence behind the semicolon, including the semicolon, is deleted.

82. In Paragraph 89, the present text becomes paragraph 1 and the following paragraphs 2 and 3 are added:

"(2) The right referred to in paragraph 1 may be exercised by the controlling party within 1 year from the date on which the member became aware of the material deterioration of his or her position or any other material damage to his or her legitimate interests, but no later than 3 years from the date on which the material deterioration of his or her position or other material damage to his or her legitimate interests occurred, otherwise that right shall cease.

(3) If the controlling party does not submit an application to the shareholder without undue delay after the exercise of the right referred to in paragraph 1, the member may request the conclusion of the contract in court; the decision is binding on other members in a similar position in the basis of the law granted. ';

Citation	Act No. 33 / 2020 Coll., amending Act No. 90 / 2012 Coll., on Commercial Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., and other related laws
Regulation Type	Law
Author	-
Collection	Code of Laws

Date of Promulgation	13.02.2020
Effective from	01.01.2021
Effective until	-
Status	Valid

Act No. 33 / 2020 Coll.

Act amending Act No. 90 / 2012 Coll., on Companies and Cooperatives (Commercial Corporation Act), as amended by Act No. 458 / 2016 Coll., and other related laws

Contents