Abstract

The presented gloss constitutes a commentary to the Supreme Court judgement concerning the legal nature of the registration of amendments to the Articles of Association (company deed) in the business register. In the analysed judgment, the Supreme Court invokes the allegedly dominant position of jurisprudence, according to which, pursuant to Art 255 § 1 in connection with Art. 157 § 1 of the Commercial Companies Code, entry of amendments to the company deed in the business register of the National Court Register with respect to the manner of representing the company as well as to the number of the board members is mandatory, though only declarative. Nevertheless, the analysis of jurisprudence and statements made by representatives of the doctrine shows that the position of the Supreme Court is rather isolated. As a consequence – according to the author of this gloss – the judgement passed in this case was wrong and the Supreme Court’s opinion is hard to defend.