Table of Contents
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- Lecturer Aida Diana DUMITRESCU
1. Study on the European Regulatory Framework in the Field of ElectricityAbstract:Legal studies2 on the energy crise have to be considered more than a necessity even an emergency and, in order to be valuable, these studies have to offers clear solutions not only for the authorities but for all the actors that are playing on the energy field. Into this one I analyze some of these solutions on a swat perspective, I point the actors that have to behave responsible in this field and I focus my epistemological approach on the analysis of European regulations (2019), how to implement their regulations and the consequences of implementation at European and national level.
Keywords:legal option, energy, contingency, deduction, capped price, risk, operator.
JEL Classification:K11, K34
Page 4 - Professor Ionel DIDEA; Legal adviser Diana Maria ILIE
2. Restructuring Practice is Now Growing Worldwide Post-Covid InsolvencyAbstract:The same late autumn, the same grim socio-economic “picture”, painted in shades of grey, at least at national level, in which the health crisis reaches unimaginable heights and the wave of insolvencies currently “hidden” is preparing to “shake” aggressively the economy. We all want to talk about a post-Covid “world”, about a “cured” healthcare system, about a competitive and innovative business environment, of course, as much as we want to talk about a new Romanian Commercial Code, to ensure the continuity of economic activity. But the wait doesn’t seem to end. And yes, we all hoped that this pandemic drew new coordinates, and these new coordinates gave a real impetus to legislative reform, a much-needed reform in many areas of major interest at the crossroads of the global economic crisis. However, this much invoked and awaited reform does not seem to be tangible, palpable. The economy continues to “sink” easily and certainly. We continue to “navigate” through a fragmented and less predictable “landscape”, but in the midst of these uncertainties we aim to take the “pulse of the economy” nationally and globally and identify the legal and economic instruments needed for sound insolvency reform, a field deeply shaped and “imprinted” by the Covid-19 pandemic. Insolvency can become one of the main pillars of the reconstruction of the post-Covid economy, through a careful and rigorous “grinding” of its regulations, driven of course by the changing perception of the insolvent debtor and the vision of the essence of our culture stuck in the idea of unforgivable guilt of the bankrupt. Although the “palette” of solutions in the restructuring area has diversified and enjoys a “legislative effervescence” globally, in Romania SMEs are “on the brink” and concrete measures to apply insolvency in a positive sense, in order to reintegrate debtors into the economic circuit, it is delayed, as is the process of transposing EU Directive 2019/1023 on restructuring and insolvency at national level. What are the consequences of these delays? We are preparing for a “tsunami” of insolvencies, and in the meantime, we are “hiding under the rug” the harsh economic reality and lack of capital. Let’s “turn the clock” and give another chance to the field of insolvency, putting under scrutiny legal instruments still on the table of international bodies in the field, for a solid legislative reform and for a post-Covid “world”.
Keywords:insolvency, Covid-19, global practices, legislative innovation, Insol International, World Bank, comparative law, legislative reform tools.
JEL Classification:K22, K33, K35
Page 14 - Associate professor Gina ORGA-DUMITRIU
3. Reception of Contract Group Theory in European Contract LawAbstract:The relationship between the contract group theory and the principle of the relative effect of conventions is, in the civil law of obligations, an actual Strait of the Danaids. Developed in French doctrine, the theoretical construction of contract groups is seductive and, above all, controversial. Recognized as a legal reality only in French, Belgian and Luxembourg law, the formula of contract groups remains for other national legislators only an economic reality whose challenges are most often manifested, in legal terms, regarding the nature of liability between the group's partners, respectively the contractual or delictual nature of the direct action of the sub-acquirer against the original producer-seller of the goods. The study begins with the description of the contract group categories popularized by Prof. Bernard Teyssié, who differentiated between i) chains of contracts with linear (homogeneous and heterogeneous) structure or with radiant structure and ii) contractual (interdependent and divisible) sets (I). Subsequently, with specific reference to direct action in international chains of contracts, we will proceed to analyze the determination of judicial competence in case of i) the absence or existence of a clause conferring jurisdiction or ii) by applying the rules established by the Brussels Convention of 27th September 1968, respectively Brussels I and Brussels I bis (II) Regulation and legislative competence with regard to the law applicable to (i) the action arising from a transferring ownership chain, respectively (ii) the action arising from a non-transferring ownership chain (III). Finally, we will identify the contract group approach in i) the jurisprudence of the Court of Justice of the European Union (CJEU), more precisely the refusal of the contractual qualification of direct action from the well-known Jakob Handte and in ii) consumer directives, respectively in European contract law instruments, such as Draft Common Frame of Reference (DCFR) and optional sales instrument (IV).
Keywords: contract chain, linked contracts, direct action, competent jurisdiction, applicable law, autonomous qualification, ancillary contracts.
JEL Classification:K11, K34
Page 46 - PhD. student Delia-Raluca ȘANCARIUC
4. Economic Regulation, Institutions and Entrepreneurship: Perspectives from the Experience of States in TransitionAbstract:The present paper analyses the evolution of entrepreneurship in former communist countries during their transition to a market economy, seeking to identify the rules, regulations and institutions that influenced this evolution. I start by exploring the theoretical link between regulations, transition, and entrepreneurship, concluding, based on existing literature, that there exists a “vicious circle” between the three elements, which are strongly interlinked. I then observe this relationship in practice, by focusing on the case of the former communist countries from Eastern Europe and Central Asia. I analyse the interplay between data on the intensity of business activity, and multiple measures of regulations relevant for entrepreneurship in the above-mentioned countries, carrying out comparisons and attempting to draw inferences on causality. I show that the quality of regulations matters for business success, and good rules such as the protection of private property, reduced bureaucracy, low tax rates, and the control of corruption are crucial for supporting entrepreneurship.
Keywords: entrepreneurial activity, economic regulations, taxation, private property, control of corruption.
JEL Classification:K11, K34
Page 69 -
PhD. student Vicențiu-Traian RÂMNICEANU
5. European Union Initiatives and Regulations on Sustainable Corporate GovernanceAbstract:The European Commission's guidelines for the period 2014-2019 provide for the European Union to focus on integrating the UN's sustainable development goals into economic, social, climate and industry competitiveness initiatives and policies. This tendency to focus on the financial profitability of the company in the short term and on the redistribution of a large part of the generated revenues to shareholders is widespread at EU level and can hinder the essential investments for the transition to sustainability, in productive facilities, innovation, modernization, training and re-qualification of employees. It can also contribute to income inequality, as in the short term it creates pressure to reduce wages, and employees often do not benefit similarly and proportionately from payments made to corporate management and shareholders. The goal of financial performance reduces the ability of companies to properly integrate sustainability considerations into their business strategies and decisions. This trend is manifested on two levels: on the one hand, companies do not properly identify and address climate change and other environmental, social, and human rights risks (including workers' rights, child labor, etc.) in operations and within their supply chains. On the other hand, companies fail to integrate potential new investment opportunities, or to ensure sustainability. These trends have been facilitated by weaknesses in corporate law and corporate governance codes, as they encourage directors' liability to shareholders and do not sufficiently cover the interests of other stakeholders. The study proposed for presentation aims to analyze the evolution of the European regulatory framework on sustainability, resilience and corporate social responsibility, as well as the stage of implementation of European directives in Romanian company and financial law with a focus on coding ESG standards ("environment, science, governance") and how to translate them from the soft law area to concrete, measurable obligations and how to sanction breaches of standards and obligations incumbent on Member States on the one hand and companies on the other.
Keywords: Sustainable Development Goals (SDGs), Environment Social Governance (ESG), Corporate Governance, European Green Pact.
JEL Classification:F21, K23
Page 83 - Professor Florin TUDOR; Lecturer Ștefania MIRICĂ
6. The Defining Role of Delivery Conditions in International Trade of Goods by Sea for the Detection of Irregularities and Non-ConformitiesAbstract:It is well known that Incoterms rules have emerged in a context where the need for trade uniformity justifies the decision to introduce a common set of regulations on international trade. Relevant is that these delivery conditions are not mandatory, they only have the role of supporting the actors involved in international trade of goods, but if the parties agree to use them, they become mandatory. Unfortunately, practice shows that, in many cases, they are misinterpreted and used in clear contradiction with the other provisions of the commercial sale contract, in complete disagreement with the recommendations of the International Chamber of Commerce. The inconsistencies in the interpretation of some delivery conditions often encountered in relation to the provisions of the commercial contract for the international transport of goods by sea are surprising. Through this paper, we aim to identify the most important mistakes resulting from practice and somehow try to correct them, so that all these possible irregularities and frauds do not further affect the EU's financial interests.
Keywords: Incoterms, delivery conditions, customs, shipping, irregularities, fraud.
JEL Classification:K19, K29, K39
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