| Abstract [eng] |
Status of the Company's De Facto Manager: Problematic Aspects Paulius Žalnieraitis The aim of this Master's thesis is to analyse the legal position of the factual (lat. de facto) manager of a company in Lithuania on the basis of the experience of Lithuanian and foreign courts. In order to achieve this objective, the main references were made to the law of the United Kingdom, as a representative of the common law tradition, and to the law of Germany, as a representative of the continental law tradition. The first part of the paper analyses the definition of a de facto manager from a comparative perspective and the objectives of this concept. It also examines the problematic issues related to the identification of a de facto manager and presents the main conclusions formed in the case law of the United Kingdom, Germany and Lithuania. The second part of the thesis analyses the problems of the legal status of the de facto manager. The thesis clearly identifies the different situations that determine the person's status in the company, the impact this has on the company and on third parties, as well as an analysis of the shadow manager and the legal person as de facto manager. The third part of the thesis assesses whether it is justified to impose fiduciary and statutory duties on the de facto manager. It analyses the implications for the application of civil liability and the joint and several liability of de jure and de facto managers. The paper concludes with an assessment of the concept of a de facto manager, the peculiarities of identification, the problems of status, the peculiarities of the application of fiduciary and legal duties, and civil liability. |
