Browsing by Author "Moskwa, Leopold"
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Item III. PRZEGLĄD PIŚMIENNICTWA(Wydział Prawa i Administracji UAM, 2012) Symonides, Janusz; Moskwa, Leopold; Gorynia, MarianDorota Pyć, Prawo Oceanu Światowego. Res usus publicum, Gdańsk 2011 (rec. Janusz S y m o n i d e s), s. 291-294; Anton D. Rudokwas, Spornyie woprosy uczeniia o priobrietatielnoj dawnosti, Moskwa 2011 (rec. Leopold M o s k w a), s. 294-299; Radosław Pastusiak, Specjalne strefy ekonomiczne jako stymulator rozwoju gospodarczego, Łódź 2011(rec. Marian Go r y n i a), s. 299-301Item Kontrowersje wokół pełnomocników przedsiębiorstw państwowych(Wydział Prawa i Administracji UAM, 1985) Moskwa, LeopoldThe present article attempts at settling a question concerning sources of a legal status of attorney (agent) in the enterprise, character of a legal relation linking the enterprise with its employee in the situation when the latter performs external acts, forms of appointing an attorney and admissibility of appointing fully empowered attorneys in the enterprise. The sole sources of power of attorney in the enterprise are: declaration of will of a director and the statute (art. 97, 464 and 734 par. 2 of the Civil Code). Interpretation of art. 45 sec. 1 of The State Enterprise Act brings to the conclusion that the director is vested not only with a competence of granting power of attorney but also of selecting the attorney's person. The enterprise's employee is not authorised to perform external acts on a base of the director's mandate addressed to him within the scope of defined "internal" relation. The said employee can act only on a base of civil law power of attorney. Granting a power of attorney requires only an ordinary written form for its validity. Art. 45 sec. 2 of The State Enterprise Act is the special provision in relation to the Civil Code provisions which are voicing the principle of freedom of form (art. 73 et seq.) and to art. 99 par. 1 and 2 c.c. On the grounds of art. 45 sec. 3 of The State Enterprise Act I assume the admissibility of granteeng all the three types of power of attorney by the state enterprise. In particular it is permissible for the director to grant a general power of attorney.Item ODPOWIEDZIALNOŚĆ UCZESTNIKÓW KORPORACYJNYCH ORGANIZACJI KOMERCYJNYCH W PRAWIE ROSYJSKIM(Wydział Prawa i Administracji UAM, 2009) Moskwa, Leopold; Rovnyy, Valery V.A comprehensive analysis o f the liability of members of the Russian Federation of commercial corporate organisations for the obligations of those organisations requires focusing on three sets of rules: 1) the basic rules which usually determine the issue of the liability of the members of a given commercial organisation for its obligations, 2) the rules that deal with the liability o f members within the frames of the contributions that have not been actually made, 3) the rules that pertain to the liability of parent companies for the obligations of their daughter companies. Without a shadow o f a doubt, the first set of rules is of a primary character. Relying on the main of those rules, one may conclude that the liability of partners in general partnerships and members of limited liability companies and joint-stock companies is rather standardised - partners in general partnerships have unlimited liability, i.e. are liable with their all property, for the obligations of a partnership, while shareholders are not at all liable for the obligations o f companies. It is interesting to note that in a limited partnership, general partners are liable for the obligations of a partnership pursuant to the same rules as partners in general partnerships. Specific rules do not determine, however, the issue of liability of the limited partners. In connection therewith - based on the general rule - one should conclude that limited partners are not liable for the obligations of a partnership and, hence, the creditors of the latter may not direct their claims towards the personal estate of the limited partners. A rather unique situation exists in companies with supplementary liability and producer’s co-operatives, the participants of which (members or partners) are liable for the obligations of the organisation in a limited manner: in companies with supplementary liability - up to the level determined in the incorporation documents, which is based on the multiplication o f the contributions made, and in the producer’s co-operatives - up to the level determined in the Act on the Producer’s Co-operatives and in the statutes of a given co-operative.Item Oświadczenie dorozumiane a swoboda formy czynności prawnych(Wydział Prawa i Administracji UAM, 1983) Moskwa, LeopoldA notion of the implied declarations of will is still controversial in the current statements of legal doctrine. Therefore an attempt at construction of the reporting definition of the term seems worthwhile. Interpretation of the sec. 60 of the Civil Code allows to reach a conclusion that the explicit and implied declarations of will cannot be distinguished on the grounds of this regulation. On the other hand, several various concepts of the declarations issued per facta concludentia are presented in the legal science. Opting for anyone of those is of no importance. One can agree that defining implied declarations one way or another is primarily a matter of convention. The above statement however, should not result in renouncing the defined term. It is the author's opiniono that a declaration of will can be understood as the implied one if it is issued with a use of sign which aquires its significance only in a defined situational context. A detail interpretation of wording of the sec. 60 of the c.c: "with a reservation of exceptions provided in the Act" is necessary to verify a statement that the cited rule does not allow to differentiate between the implied and explicit declarations of will. Contrary to the common opinion, that phrase, as it seems, cannot be identified with a requirement of keeping declarations of will in a form prascribqd by law. One can 'assume here that in this instance the Act requires to issue declarations of will by means of reproducing certain established formulae or models of behavior.Item Reprezentacja spółek kapitałowych w obrocie cywilnoprawnym(Wydział Prawa i Administracji UAM, 1982) Moskwa, LeopoldThe article disscusses the question of representation of capital associations (limited liability companies, joint stock companies) in dealings within the meaning of civil law. lt is only the management from among company officials which is in legitimate possession of representation rights. Exceptionally the rights of representation are vested in the supervisory board, whereas the meeting of partners (general assembly) and the auditing committee are destitute of these rights. Combined representation is a rule in deputizing for capital associations. There are however some exceptions to it. The cases are as fallows: establishing a sole management, contractual settlement of other principles of representation and of passive representation of association (by way of capacity to accept declarations of will). The right to represent which is vested in the management is defined very widely. It comprises almost all proceedings in court and elsewhere which are related to operating any business. Thus there is no necessity to limit the concept of management representation to firms belonging to joint companies or to a firm of the same type. In relation to the capital association the members of management are subject to limitations enacted in regulations concerning the associations or limitations established in contracts (statutes) of associations or in resolutions of partners (in general assembly). Participance of the management member in decision making, against the explicit consitnalimts to do so does not influemce the validity of arrived settlements. The possible consequences of this participation may be the managing director's liability for damage, his recalling or suspension by the supervisory board. The mode of representation concerning capital associations is subject to registration in the trade register.Item Wybitni polscy i rosyjscy cywiliści(Wydawnictwo Naukowe UAM, 2015) Moskwa, Leopold