Repere jurisprudenţiale pentru determinarea conflictului de interese în materie societară
Jurisprudential landmarks for determining the conflict of interests in corporate matters

Summary/Abstract: The emergence of the conflict of interest represents a risk of the business which, most of the times, given the dynamics of the corporate relations, becomes inherent. The analysis of the conflict of interests is done by reference to the notions of independence, impartiality, objectivity, loyalty and general or social interest. Thus, both the shareholders and the members of the management bodies must behave with full objectivity in all the operations involving the company. Within the national jurisprudence, several cases of conflict of interest have been identified in the different legal situations in which the company is involved. In all the analyzed cases, the ratio of individual interest to the corporate interest and the pursuit of a personal interest or of another close person were considered. It should also be borne in mind that the prohibition imposed by the legislature regarding the participation in the deliberation and the vote also includes the obligation of the other shareholders to act diligently in order to ensure its compliance.

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