Règle de l'appréciation d'affaires et de la culture juridique roumain
Business Judgment Rule and the Romanian Legal Culture

Summary/Abstract: The paper analyses the cultural dimension of a central institution of the corporate governance, the business judgment rule, from the perspective of its imperfect transfer into the Romanian legislation, arguing that the common law cultural background inherent to the institution cannot be reproduced within the Romanian legal system. The premises which have favoured the creation of the rule in its system of origin, the reasons behind its establishment, its still ambiguous legal nature, but also the preexistence in the Romanian legal system of a legal framework regarding the duty and the liability of directors, as well as the role of the judge, make it impossible for the business judgment rule to be transplanted as such.

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