Browsing by Author "Zdanikowski, Paweł Marcin"

Now showing 1 - 4 of 4
  • Item
    Gloss to the Resolution of the Supreme Court of 26 February 2021, III CZP 24/20 [on the Interpretation of the Will]
    (Wydawnictwo KUL, 2021) Zdanikowski, Paweł Marcin
    The resolution with gloss concerns the rules for interpreting a will. The Supreme Court stated in it that an interpretation of a will should be performed taking into account all circumstances, including those external to the will, and using all means of evidence. The Supreme Court decided that it is the court adjudicating in the case for inheritance acquisition, assessing the evidence gathered in a specific case, that should assess whether it is actually possible to establish the will of the testator. The author of the gloss accepts the thesis of the resolution, but argues with the position of the Supreme Court contained in its justification that only the rules for evidence assessment constitute an instrument allowing one to establish the testator’s will. In the opinion of the author of the gloss, the functional interpretation of Art. 948 of the Polish Civil Code (k.c.) indicates limits to the interpretation of the will. After all, this is a process that renders it possible to determine the testator’s will in a manner that does not raise any doubts. Therefore, if the interpretation of the will of such fails to secure such a degree of certainty, even despite a positive assessment of the evidence gathered in the case, the court should state that the inheritance has been acquired under the Act.
  • Item
    LubLaw Day 2022 – Current Challenges of Legal Education, Lublin, 31 May 2022
    (Wydawnictwo KUL, 2022) Zdanikowski, Paweł Marcin
  • Item
    Resignation of a shareholder of a simple joint-stock company
    (Wydawnictwo KUL, 2020) Zdanikowski, Paweł Marcin
    The subject matter of the article is the analysis of the institution of the resignation of a shareholder in a simple joint-stock company. The author considers the introduction of an institution granting a shareholder the right to exit the company as justified. It may form an instrument for the protection of interests of shareholder (usually the minority of them), which on the one hand are marginalized by other shareholders (usually the majority), and on the other hand find it impossible (due to legal or actual grounds) to dispose of their shares, regardless of whether the company does not consent it, or there is no demand for them, due to the situation of the company. The author critically assesses the regulation of the institution of resignation. He believes that it will be ineffective in its current form: first, because of the requirement for the petitioner to sue all the remaining shareholders. Secondly, due to the scope of court cognition, which is too narrow, the current regulation can be effective only if the company voluntarily buys out after losing the case in the resignation proceedings. Otherwise, effective resignation from the company will require an action for a commitment to make a declaration of intent, followed by an action for payment. The article also contains specific suggestions for optimizing this provision.
  • Item
    Simple Joint-Stock Company – A New Type of Polish Commercial Company Dedicated (Mostly) to New-Technology Entities
    (Wydawnictwo KUL, 2019) Zdanikowski, Paweł Marcin
    This article presents a new Polish regulation concerning the simple joint-stock company (Polish: prosta spółka akcyjna; SJSC). It is a legal form of commercial company, dedicated mostly (but not exclusively) to new-technology entities. Its main advantage is the possibility to subscribe shares in exchange for a contribution in the form of work or services provided to the company. This will make it possible for SJSC promoters to attract investors in order to run the enterprise, while maintaining control over the company and excluding personal liability for its obligations. Another characteristic is that the SJSC has no share capital. Even so, the degree of actual protection of company's creditors does not seem lower than that provided by companies supplied with a share capital. This is because the creditors’ interests are secured not only by the obligation to conduct the solvency test before paying out funds to a shareholder, but also by restrictive rules of responsibility of management board members for company's liabilities if the enforcement carried out against the company proves ineffective.