La autocontratación en el derecho de sociedades colombiano: deber de lealtad, interés social y vínculo jurídico administrador-sociedad * The self-dealing in the Colombian corporate law: Duty of loyalty, company's interest and legal relationship between directors and companies
2013; RELX Group (Netherlands); Linguagem: Inglês
ISSN
1556-5068
Autores Tópico(s)Law, logistics, and international trade
ResumoBased on the article 23 of the Law 222 of 1995, which establish the general duties of the company’s directors in Colombia, this document analyzes an important topic to the corporate law: the conflict of interests, specifically the self-dealing, which is a very useful instrument, but also very dangerous for the companies, because the power of the directors when these kind of transactions are celebrated. In this way, from the article 23 arise the duty of loyalty as mechanism of protection to the interest of the company, that compels the directors to make prevail it from their personal interests. However to understand and delimit the scope of the duty of loyalty is necessary to analyze the concept of the company’s interest, in its two most
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