Abstrakt
Since the January 1, 2014, the comprehensive recodification of the Czech private law entered into force. This recodification consists of two fundamental acts, the New Civil Code and the Business Corporations Act.
In particular the Business Corporations Act brings a wide variety of crucial and heretofore unapplied legal institutes. The intent of such essential changes is, among others, to increase the importance of the Corporate Governance rules in the Czech Republic and to make the Czech capital market more attractive for foreign investors.
From our point of view, the doctrine of Corporate Governance has been originated and developed, most of all, in the UK and US. The UK Companies Act 2006, the Corporate Governance Code 2012 and related legislation, as well as the former progress in these regulations, form the model for some pivotal changes in the Czech regulations.
Thus, this paper focuses on selected changes and new trends in the Corporate Governance rules applied to the Czech business corporations (limited liability companies). The aim of this paper is to review the development of such rules and especially to compare the operation of these rules with regard to the legislation in UK.
Each part of this paper discusses selected legal institute. The first part of this paper points out the key criteria of the Czech wrongful trading rule which is inspired with the UK Insolvency Act 1986.The second part of this paper analyzes in detail the revised remuneration policy in Czech limited liability companies and compares this policy with recent Director's Remuneration Reform in the UK.