Charakter prawny uchwały zgromadzenia spółki kapitałowej i spółdzielni
Legal Nature of a Resolution Adopted at the Meeting of a Capital Company or a Cooperative

Summary/Abstract: The legal nature of resolutions adopted at the meetings of capital companies and cooperatives is one of the basic theoretical issues of company law and cooperative law. The Author comes to the following conclusions of his considerations. Firstly, the resolutions adopted at meetings of capital companies or cooperatives, if they intend to have effects oncivil law, are the statements of legal persons’ will (art. 38 of the Civil Code). Secondly, the specificity of these resolutions is manifested in a particular way of making a declaration of will, namely, by taking the act of will and expressing it out in accordance with rules of convening meetings that are specified by law and agreements, debating at meetings and voting with the majority rule. Thirdly, a statement of will made that way by a capital companyor a cooperative is its legal unilateral action or a component of a bilateral legal action (agreement).

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