The High Court of Cassation and Justice has ruled that the request concerning the authorisation of the company shareholders’ general assembly given by the court, which is expressed according to the provisions of the art. 119 par. 3 of the Law no. 31/1990, is characterized as being a non-contencious one. Thus, taking into account these rules, whether the board or the directorate does not summon the general meeting, the judge from the company’s headquarter, after subpoenaing the board or the directorate, will be allowed to authorize its convocation by the shareholders that has filed the claim (which amounts to at least 5% of the social capital or a smaller share, if the memorandum of association permits it). The High Court has also stated that, by means of interpreting these legal provisions, it results that the claim is a non-contencious one, given the fact that its purpose does not consist in setting an antagonist right in relation to another person, and the non-contencious proceeding guarantees its quick solution. (Decision no. 1037 of the 2nd of April 2015 pronounced in recourse by the Civil Section 2 of the High Court of Cassation and Justice covering an approval request for the shareholders’ general assembly).
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