Odgovornost uprave obvladujoče družbe za zakonitost poslovanja odvisnih družb

slovenian

2018

volume 44, issue 6/7

IUS SOFTWARE d.o.o.
(Obvezni izvod spletne publikacije)

Compliance concern is a fundamental duty of any company management. For a group of companies, this duty also extends to subsidiaries, which means that the management board is not only liable for the compliance of its "own", i.e. dominant company, but also of subsidiaries. This follows from the general provision of Article 265 of the Companies Act (ZGD-1) on the care and liability of the members of the management or supervisory bodies. Due to the unlawfulness at the level of subsidiaries, the dominant company may suffer indirect or, in some cases, even direct damage. In connection with the establishment of the group compliance system and the necessary information flow between companies within the group, certain legal dilemmas exist, which are limited to cases where a subsidiary is organised as a public limited company.

25.03.2020