ÚS posoudí lhůtu pro jmenování znalce k přezkumu zprávy o vztazích

The Regional Court in Brno has submitted a proposal to the Constitutional Court to annul the provision of Section 86(1), sentence three of the Commercial Corporations Act, which imposes an obligation on courts to decide on the appointment of an expert for the review of the report on relations within 15 days of receiving the petition. According to the court, this time limit is incompatible with the right to a fair trial.

The report on relations between related parties is a key tool for protecting minority shareholders. An expert appointed by the court is to verify its completeness and accuracy, which may serve as a basis for potential claims by shareholders.

The Regional Court argues that the statutory time limit does not allow for proceedings to be conducted to the necessary extent. Given the procedural rights of the company and the proposed expert, it is realistically impossible to convene a court hearing and ensure that all participants can  provide a comprehensive statement within such a short time frame. The court also points out the inequality between the one-year period available to r  a shareholder to file a petition and the company's obligation to respond within 15 days.

The proposal is now being considered by the plenum of the Constitutional Court, which is expected to make a decision in approximately one year. If the time limit is annulled, courts will only follow the general rule of prompt and effective protection of rights according to the Civil Procedure Code.

Authors:

Dalibor Šimeček

Tomáš Černý