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| Abbreviation: | Load: 30(L)
+ 0(E)
+ 0(LE)
+ 0(CE)
|
| Lecturers in charge: | Prof. dr. sc. Hana Horak |
| Lecturers: | Kosjenka Dumančić
(
Lectures
)
|
| Course description: Historical and economic reasons for company establishment. Goals and purpose of company establishment. Entrepreneurial and market freedoms. Limited liability. Contractual theory. Subject matter of commercial and company law. Basic forms of commercial entities in Croatian and EU law. Legal personality. Corporations in US law. Harmonisation of company Law. Modernisation of company law. Basics of European Company Law. Freedom of establishment. Secondary establishment. Share capital. Monistic and dualistic system of corporate governance. Relation between property ? liability ? share capital. Business judgement rule. Supranational regulation of Company Law. European Company (Societas Europea). European Economic Interest Grouping. European Cooperative Society. European Private Company. Cross border mergers and acquisitions. European Directives on mergers and acquisitions. Protection of minority shareholders. Legal instrument of protection from hostile takeovers. Associated companies. Corporate social liability. |
| Compulsory literature: |
| 1. | Pravo trgovačkih društava EU(u pripremi);Horak, H.
|
| 2. | EC Company Law; Edwards, V.;Oxford university press |
| Recommended literature: |
| 3. | The European Company; Van Gerven, Dirk and Storm; Cambridge University Press, New York;2006 |
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