Ügyvezetői felelősség a társaság fizetésképtelenségének előidézése miatt
Directors’ Liability for Causing the Insolvency of a Company

Summary/Abstract: The liability of the director of a company is of particular importance in business law. This liability is particularly emphasized in cases where the company becomes insolvent, thereby jeopardizing credit security and the solvency of other companies. In such cases, the legislator also provides for special forms of liability of the director in order to mitigate the damage caused by his wrongful conduct. The present study examines these forms in Romanian law. The author describes the rules of directors’ liability provided for in Romanian civil and company law and the relevant case-law, and he then turns to the special regime applicable in insolvency proceedings. He explains the specific cases of director’s liability in these proceedings where the conduct in question has resulted in the insolvency of the company. Such cases include: the diversion by the company director of the company’s assets or credit, the personal conduct of economic activities disguised as a corporate form, the ordering of activities contrary to the economic interests of the legal person but in accordance with the director’s personal interests, fictitious or irregular accounting, the diversion or concealment of assets, the use of credit facilities involving a cost that is in excess of market conditions, and the granting of an unlawful advantage to certain creditors prior to insolvency.

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