Corporate
As a judgment of the month of September (Case No. 27 Cdo 3032/2023) we present a landmark decision that sheds light on the international jurisdiction of courts in disputes involving the liability of an elected body member for a company’s debts. These disputes often arise when a member—frequently a f
ESOP Myths | Myth #5: ESOPs do not protect founders and the company from executive departures
Continuing our series of myths about ESOPs, we look at the widespread concern that ESOPs will not protect company founders from sudden executive departures. From our experience, we know that this is in fact yet another myth. ESOPs are a good tool to ensure long-term cooperation and to keep managers
H&P corporate case-law judgment: Shareholder’s right to have their shares redeemed (June 2024)
For June, after a short pause, we are returning to the right of a shareholder to seek redemption of their share by the controlling person, addressed in judgment case no. 27 Cdo 1605/2023.
ESOP Myths | Myth #4: ESOP is not a tool to ensure a company’s long-term viability
This issue of ESOP Myths aims to dispel the myth that an ESOP cannot ensure a company’s long-term viability and success after the founder's departure. It’s quite the opposite. An ESOP is a key tool for ensuring a business can continue operating even after its original founder retires or shifts focus
H&P Corporate Judgment: Interpretation of constituting acts (May 2024)
In May, the Czech Supreme Court published a decision (Case No. 27 Cdo 2235/2023) with content relevant to corporate practice. The decision addressed the interpretation of the content of a company’s constituting acts. The case involved a dispute between shareholders over the voting quorum required fo
ESOP myths | Myth #3: ESOPs from the incorporator’s perspective – are they really intricate, and will they cause you to lose control?
Incorporators, like anyone else, may perceive ESOPs to be overwhelming, complicated, and intricate, even though this need not be the case. At the same time, more than anyone else, incorporators may be concerned about giving up part of their business to managers and about the perceived loss of contro
H&P corporate case-law judgment: Imminent insolvency and executive directors (April 2024)
With the April judgment (case No. 27 Cdo 3019/2023) we will visit the insolvency sphere, but with sufficient overlap into the concept of due care of a prudent manager, as befits a TOP corporate case-law judgment of the month. The Supreme Court dealt with a case in which it considered whether the exe
ESOP myths | Myth #2: ESOP rules are too complex for managers
In the first part of the ESOP myths series, we focused on the myth that employee stock ownership plans (ESOPs) are too complex from the perspective of founders and shareholders. It is true that the ESOP issue is robust and complex and can feel overwhelming. Shareholders and managers may often believ
H&P corporate case-law judgment: Representation of the managing director at the general meeting (March 2024)
For March, we have selected as TOP corporate case-law judgment (case no. 27 Cdo 1766/2023) a ruling concerning the delegation of the authority of managing directors to convene and organise general meetings.
ESOP myths | Myth #1: ESOP is too complex
ESOPs are often fraught with various myths and ensuing concerns, which we have decided to debunk. In the first part of a new series from the world of employee stock ownership plans (ESOPs) with the subtitle “myths”, we will take a look at one of the most common ones. That myth involves the concern o
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