Abstract

The article discusses newly adopted Art. 202 § 6 of the Commercial Companies Code. Its main implication is the creation of a mandatory 14-day extension of a management board member’s mandate in case they are the “last” person resigning from the board, since such person is obliged to call a shareholders’ meeting and may only be discharged from duty on the day after the day on which such meeting was scheduled to take place. The commented new provision is to be critically assessed as it violates the freedom of resigning from the board at all times and generates liability risks for such person.