Приложимост на основанията за унищожаемост спрямо мълчанието като проява на воля при сключване на търговски сделки
The applicability of the grounds for invalidation in relation to the silence as equal to expression of will by merchants in commercial transactions

Author(s): Aneta Antonova
Subject(s): Law, Constitution, Jurisprudence, Civil Law, Commercial Law
Published by: Университет за национално и световно стопанство (УНСС)
Keywords: inaction; fiction; fraud; avoidance; mistake of fact or law
Summary/Abstract: In the Bulgarian Civil Law doctrine, the issue of inaction as a form of expression of will has not been analyzed thoroughly, including in general courses in Commercial Law reviewing invalidation of commercial transactions, primarily in regard to the inapplicability of Art. 27 of the Obligations and Contracts Act to commercial transactions between merchants regarding invalidation of contracts on the ground of utmost necessity and manifestly unfavorable terms. The present paper focuses on the articles of the Bulgarian Commerce Act that treat silence as equal to expression of will to give rise to legal consequences. The paper analyses the applicability of the grounds for invalidation in relation to the legal fiction for expression of will by merchants in commercial transactions. The paper also recommends the creation of a special legal rule regarding fraud in commercial transactions in light of determining the criteria for which actions misleading the merchant and misrepresenting facts and legal consequences of the transaction.

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