Journal of Business Law 04/2026

The author attempts to define the legal nature of proceedings for issuing a decision on the initiation of resolution. He uses the provisions of the Code of Administrative Procedure and the Act on the Bank Guarantee Fund. Consequently, he considers these proceedings to be special administrative proceedings. This is supported by both subjective criteria (the specific nature of the entities involved in the proceedings) and objective criteria (the case relating to a state of higher necessity, significant socio-economic consequences). The author characterizes the excluded procedural standards (the right of defense, the right of appeal) and the standards observed in these proceedings. He concludes that, for individual cases of resolution, the legislator has recognized the values arising from substantive law as the primary principles.

The article focuses on the presentation and assessment of the administrative courts’ jurisprudence concerning loans granted to related entities and their classification as hidden profit under the Estonian CIT regime. This issue is the subject of several rulings, in which two competing lines of jurisprudence can be found. The research aim of this article is to attempt to answer the question when granting a loan to a related entity results in the creation of so-called hidden profits under corporate income tax.

The article deals with use of hash technology and blockchain technology for the purpose of running register of shareholders in private companies in Poland. Different applications for these technologies are considered. Firstly, publication of hash of each subsequent version of the register of shareholders, what would serve to ensure that a hashed version was indeed an original of the register of shareholders at a given moment in time. Secondly, publication of hash together with publication of each subsequent version of the register of shareholders. That would serve the purpose of making the current version of the register of shareholders widely available, while hash would allow to ascertain that the published version is indeed the original one and no error has been made while publishing it. That would be useful in particular if the register of shareholders could not be otherwise accessed on distance. Thirdly, hashing of the current version of the register of shareholders together with the previous hash to create a blockchain. That would allow to ensure the sequence between different versions of the register of shareholders, preventing omission of any version or retroactive changes to the register of shareholders.

The paper delves into two rudimentary concepts of the EU competition law, namely single economic unit doctrine and probatio diabolica whereby the EU enforcers and court are able to impute liability to parent companies whenever subsidiaries perpetrate anticompetitive delict. This topic is elaborated with reference to the CJEU case law. Moreover, seminal Directive 1/2019 is included. A range of aspects of the single economic unit doctrine are examined in order to double check whether this incumbent concept is truly valid. The observations are carried out through the prism of legal requirement, responsive corporate governance and regulatory expectations. Thereby the public and private facets are dissected. The paper’s insights capture managers’ perspective as well. Final part provides proposals to the law or its interpretations that are addressed to lawmakers and agencies/courts as well as recommendations for the companies to ensure alignment with the current state of this fragment of competition law.

According to the wording of Article 968 § 1 of the Code of Civil Procedure, the purchaser may set off his own claim or part thereof against the price if it is covered by the purchase price. The subject may cause problems in its practical application. It is not clear from the real estate foreclosure regulations who the purchaser is who is entitled to credit the claim against the purchase price. In addition, the legislator has not specified how the claim covered by the purchase price is to be understood. The manner and form of crediting a claim against this price, including a claim secured by a mortgage, is also not concretized. Also disputed in the doctrine is the question of the legal consequences of the buyer of real estate paying too low a purchase price following the improper crediting of a claim against this price. The purpose of the article will be an attempt to resolve the mentioned research problems. An attempt will also be made to assess whether the current wording of Article 968 § 1 of the Code of Civil Procedure sufficiently defines the rules for an auction purchaser to take advantage of the institution in question.

The purpose of this article is to present and evaluate the business judgment rule (BJR) in Delaware law and case law as one of the key institutions of corporate law with practical, normative, and economic significance. The paper discusses the normative structure of the BJR, the rationale for its application, and its role in protecting management’s decision-making, which determines risk-taking, including radical risk. The article utilizes a dogmatic legal approach and legal exegesis to systematize Delaware’s case law and normative output. American literature on corporate law, management, and economics is also considered, demonstrating the complementary relationship between the BJR and corporate governance and compliance practices. Following the evaluation of the BJR, it was determined that it constitutes a dynamic doctrine that balances managers’ discretionary power with their responsibility, which not only shapes corporate governance practice but also influences the stability and predictability of Delaware’s law and economic 

This commentary provides a critical assessment of the judgment of the Court of Appeal in Katowice of 13 February 2025, I ACa 547/18, concerning so-called non-existent arbitral awards. It examines the criteria that distinguish arbitral awards from sham acts and argues that applying setting-aside proceedings to documents that are not arbitral awards distorts the system. The commentary advocates for treating such acts as legally non-existent, which better serves legal certainty and the stability of legal transactions.