THE NULLITY OF THE JURIDICAL PERSON IN NEW CIVIL CODE

• Main Author: CRISTIAN GHEORGHE
• Format: Article
• Language: English
• Published: Nicolae Titulescu University Publishing House 2011-04-01
• Series: Challenges of the Knowledge Society
• Subjects: juridical person; the nullity of the juridical person; New Romanian Civil Code; nullity of the company
• Online Access: http://cks.univnt.ro/uploads/cks_2011_articles/index.php?dir=01_law%2F&download=cks_2011_law_art_027.pdf

The nullity of the juridical person is a notion without correspondence in the old civil law theory. In fact the regulation of the juridical person is a matter that enters relatively recent civil law because in traditional approach civil law dealt with natural persons and associations of natural persons only.The difference between the nullity of the agreement of association and the nullity of the juridical person itself, born by such association, is clearly revealed by the law. The two notions are still linked. One cannot imagine a nullity of the agreement without the nullity of the legal person born by such agreement. Nevertheless the nullity of the juridical person is laid down independently, comprising limited cases of occurrences.The regulation of the nullity of the juridical person finds out its correspondence in the Company Law. The nullity of the company has a distinct regulation, in Company Law, in line with the regulation of the nullity of the juridical person.In this case the civil law imported the notion from commercial law in order to limit the incidences of the nullity aiming the security of the civil circuit and the interest of the third persons.In a general accepted way, nullity represents a civil sanction which impedes the effects of an act concluded in a way that breach the law. The principles of the effects of the nullity are well recognized and accepted by scholars but the sanction of nullity, applied at a superior level, of the juridical person, has a totally different effects than the old nullity.