Abstract

This article concerns interpretation of a specific regulation of the Commercial Companies Code, namely the 1st sentence of Art. 423 § 2, which has already been a subject of doctrinal reflection but still remains controversial, acting as crux interpretationis. The purpose of this article is not only to dispel the doubts arising at its background, but also to draw conclusions de lege ferenda. On the side of the basic consideration a short comment is added on the issue of compensation on general principles, as provided for in the 2nd sentence of Art. 423 § 2 of the Commercial Companies Code.