Abstract
The aim of this contribution is to critically analyze the substance of the duty of loyalty imposed on a director of a company by the New Civil Code and the Business Corporation Act, which came into force in the Czech Republic on 1 January 2014, and consider the consequences of a breach thereof. The interpretation of recodified Czech private law is ambiguous and conflicting and there is neither consistent interpretation nor any case law, while at the moment it is not clear to what extent existing case law applies to these laws.
This comparative analysis of the Czech and English concepts of the duty of loyalty aims to indicate a possible interpretation of the transplanted duty of loyalty and discuss theoretical issues connected with directors' liabilty in recodified Czech private law.