GROUP INSTRUCTIONS REGARDING BUSINESS MANAGEMENT: THE CZECH AND EUROPEAN PERSPECTIVES

Stanislava Černá, Petr Tomášek

Abstract


The paper aims to address the group instructions regarding the business management of a controlled company. At the beginning, the essence and function of business groups is outlined. Subsequently, the authors deal with the term of business management which, not only in the Czech law, has no statutory definition. It is stated that two basic approaches to instructions relating to business management can be distinguished – “group friendly” and “group reluctant”. Following general description of both, the authors deal with conditions for giving group instructions in the Czech Republic, of which jurisdiction is widely considered to
be “group friendly”. Jurisdiction of other European countries (the Slovak Republic, Germany, France, the Great
Britain) is being discussed afterwards. The finals parts of the article deal with the cross-border instructions
within the international groups of companies, as well as with the harmonisation effort in the area of group
instructions regarding business management of a company.


Keywords


business group, controlled company, group instruction, interests of the group, business management, instructions regarding business management, business judgement rule, service subsidiary, ordinary subsidiary

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