Naslov
Mixture of Properties and Legal Identities in the Corporate Law

Autori
Brnabić, Ratko ; Ivančev, Mario

Izvornik
Economic and Social Development, International Scientific Conference on Economic and Social Development: The Legal Challenges of Modern World (1849-7535) 3 (2017), 22; 260-271

Vrsta, podvrsta i kategorija rada
Radovi u časopisima, članak, znanstveni

Ključne riječi
Mixture of properties, Liabilities of the Parties, Mixture of Identities, Piercing the Corporate Veil, Corporations

Sažetak
A limited liability company is a legal person. From the moment of entry of the company into a court registar, its members are no longer liable with their private property for the liabilities of the company. The company is liable for its obligations with all its assets. The key feature of mixing of properties is the unlawful reduction of company assets in favor of private property of its members, while this procedure is not recorded in the ledgers of company and it is done without guid pro quo. If the members in the case of mixing assets invoke the principle of separation of company and its members in order to avoid personal liability numerous problems occur. Tha main issue is of course the fact that company creditors will not be able to collect their monetary and other claims addressed to the company since at that time the company is already insolvent. The term mixing assets, discusses the issue of whether and under which conditions members of the company are liable for its obligations, which makes an exception in the corporate law system. There is a risk that the privilege of limited liability (or no liability at all) may be abused to the detriment of company creditors and the other members who were acting more as investors in the undertaking. Such, for the company, and indirectly, for its creditors, damaging constellation has already been formed if the property of the member gets mixed with the company assets in such way that it is not any more possible to reliably determine whether they belong to the company or are these assets now with private property of its member. The circumstances where we discuss this legal institute are not entirely clear and the paper sheds some light on this very controversial issue in the company law. Under the concept of mixing the spheres of thought to the case when, in legal terms, is no longer possible to distinguish between the company and its members as legal entities or this difference is not clear enough. This question is also discussed in the paper.

Izvorni jezik
Hrvatski

Znanstvena područja
Pravo

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