THE ADMINISTRATOR’S CIVIL LIABILITY FOR BREACHING THE DUTIES OF PRUDENCE AND CONFIDENTIALITY AGAINST THE TRADING COMPANY
THE ADMINISTRATOR’S CIVIL LIABILITY FOR BREACHING THE DUTIES OF PRUDENCE AND CONFIDENTIALITY AGAINST THE TRADING COMPANY

Summary/Abstract: Law no.31/1990 states that, the duties of prudence and diligence, overly disputed in the legislative forum , shall lie on the trading company’s administrator. Thus, according to art. 1441 of the Law, “the members of the board of directors will exercise their term of office with loyalty in the company’s interest”. The provision is not limited to the board of directors, but also considers the managers, respectively the members of the leadership and the members of the supervisory board from the dual system of the trading company, as well as any other manager regardless of the company type where he exercises his terms of office.The obligation to keep the business secrets of the company is in essence a detailed description of the duties of diligence and prudence. From this point of view the lawmaker’s approach is interesting, approach which regulates the confidentiality duty in art. 1441 par. 5 and 6, together with the duties of prudence and diligence (par. 1-3) and the duty of loyalty (par. 4).

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