Abuzul de bunuri sociale şi atragerea răspunderii membrilor organelor de conducere
Abuse of social goods and liability of members of governing bodies

Summary/Abstract: Regarding the functioning of the companies, the guilty associate is liable, as the case may be, to criminal, civil or administrative sanctions in case the breach of the fidelity obligation leads to the diversion of the social interest in favor of his personal interest. Among the facts that characterize the abusive exercise of the rights by the associates are the use, with bad faith, of the goods that the company enjoys for a purpose contrary to its interests, a fact that is confined to the concept of abuse of social goods. According to the provisions of the Companies Law, unlike Law no. 85/2014 and the Fiscal Procedure Code, the acts of abuse of social goods have a criminal character, while, in the rest of the cases, only the civil or administrative fiscal liability of the perpetrator can be attracted. Regarding the perpetrator, he must be a qualified one (founder, director, general manager, director, member of the supervisory board or board or legal representative of the company) and cannot be considered in any case as being able to hold the status of „official” or „public office holder „within the meaning of the criminal law. Also, conducting a comparative examination of the conditions for engaging the liability of administrators from a procedural point of view on the three levels analyzed, we can see that each of them has a number of specific features, including the establishment of the right to action. In this sense, considering the problems and solutions offered to this subject by the judicial practice in corporate matters, we intend to analyze this procedural element in the light of the provisions of Law no. 31/1990 relating to the crime of abuse of social goods.

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