Posljedice nedozvoljene konkurencije privrednom društvu

Abstract

The company is a stratified entity in which more interests of different groups of subjects are incorporated, starting from the interests of the founders themselves or owners of the company, i e. shareholders, across interests of employees and managers, to the interests of third parties which are in legal relations with company. In such a constellation of relationships, the interest of the very company as a separate legal entity is highlighted and should be superior to all other interests. As a result, certain categories of subjects, and especially those who are in a position to manage or significantly influence on the management of a company, must also to comply with the statutory duties towards the company, including the prohibition of competition. The goal of establishing this prohibition is the protection of the company's interests and, consequently, the other interests that can be incorporated under the interest of the company. In this way, company is protected from the reduction of business opportunities through unfair competition by related persons and thus from down­sizing possibility of increasing assets, too. Therefore, in addition to the general rules of the law on obligations about compensation of damages, special company law rules can be applied and the consequences can be divided on property (such as compensation of damage or accounting for profits) and status one (like exclusion of a member from the company or removal of responsible person, i e. termination of contractual relationship, as well as prohibition of performing competitive activities). On an autonomous basis, company may also foresee cases of exclusion from the duty of competition or can give consent for that exclusion in each individual case or, at least, eliminate the property consequences of the violation of the prohibition in relation to the responsible persons.