The article reviews the origins and explanation of contractual nature of the company by dominant theory of economic analysis of corporate law, i.e. contractual theory of the corporation. Although prevailing in economic analysis of corporate law, this theory has not been extensively analyzed in Lithuanian scholarship. The article discusses separately the works of several most influential scholars in the field of economics and the field of law, shows their influence to the contractual theory of the corporation as well as discusses certain limitations of the theory. The practical importance of the several aspects of the contractual theory of the corporation to the legislation and judicial reasoning in the field of Lithuanian corporate law are also assessed.
The article reviews the origins and explanation of contractual nature of the company by dominant theory of economic analysis of corporate law, i.e. contractual theory of the corporation. Although prevailing in economic analysis of corporate law, this theory has not been extensively analyzed in Lithuanian scholarship. The article discusses separately the works of several most influential scholars in the field of economics and the field of law, shows their influence to the contractual theory of the corporation as well as discusses certain limitations of the theory. The practical importance of the several aspects of the contractual theory of the corporation to the legislation and judicial reasoning in the field of Lithuanian corporate law are also assessed.
The article reviews the origins and explanation of contractual nature of the company by dominant theory of economic analysis of corporate law, i.e. contractual theory of the corporation. Although prevailing in economic analysis of corporate law, this theory has not been extensively analyzed in Lithuanian scholarship. The article discusses separately the works of several most influential scholars in the field of economics and the field of law, shows their influence to the contractual theory of the corporation as well as discusses certain limitations of the theory. The practical importance of the several aspects of the contractual theory of the corporation to the legislation and judicial reasoning in the field of Lithuanian corporate law are also assessed.
The article reviews the origins and explanation of contractual nature of the company by dominant theory of economic analysis of corporate law, i.e. contractual theory of the corporation. Although prevailing in economic analysis of corporate law, this theory has not been extensively analyzed in Lithuanian scholarship. The article discusses separately the works of several most influential scholars in the field of economics and the field of law, shows their influence to the contractual theory of the corporation as well as discusses certain limitations of the theory. The practical importance of the several aspects of the contractual theory of the corporation to the legislation and judicial reasoning in the field of Lithuanian corporate law are also assessed.
General Norm of Anti-Avoidance in Corporation Income Tax: Concept and Assessment The main topics that are being discussed in this master's degree thesis are substance over form principle and the new general anti-abuse rule in Corporate tax law. Such decision was made based on similarities in application of these 2 topics. Substance over form principle is being applied in such cases, when there were infringements made in tax laws benefit's purpose and these benefits were the only tax payer's objective and therefore, no actual economic activity was being conducted. The new general anti-abuse rule added to Lithuanian tax system is based on European Union directive Nr. 2016/1164 and Organization's for Economic Co-operation and Development work and recommendations considering Base Erosion and Profit Shifting. Therefore, when general anti-abuse rule is being evaluated, is has also to be evaluated based on its explanations in other countries, organizations or European Court of Justice. General anti-abuse rule is similar to substance over form principle, however, its application is harsher and tax payer has to provide proof, that not only his economic activity is genuine, but he also did not have any significant desire to obtain tax benefits. In both cases, tax administrator is obliged to properly evaluate all circumstances and make a decision if taxpayers economic activity is not genuine. To do this, tax administrator has to evaluate all available circumstances, as there is no exhaustive list of such circumstances. In Lithuania, general anti-abuse rule can also be evaluated base on Corporate tax's article's 32(6), which is regulating general rule of combating abuse in parent companies and existing subsidiaries.
General Norm of Anti-Avoidance in Corporation Income Tax: Concept and Assessment The main topics that are being discussed in this master's degree thesis are substance over form principle and the new general anti-abuse rule in Corporate tax law. Such decision was made based on similarities in application of these 2 topics. Substance over form principle is being applied in such cases, when there were infringements made in tax laws benefit's purpose and these benefits were the only tax payer's objective and therefore, no actual economic activity was being conducted. The new general anti-abuse rule added to Lithuanian tax system is based on European Union directive Nr. 2016/1164 and Organization's for Economic Co-operation and Development work and recommendations considering Base Erosion and Profit Shifting. Therefore, when general anti-abuse rule is being evaluated, is has also to be evaluated based on its explanations in other countries, organizations or European Court of Justice. General anti-abuse rule is similar to substance over form principle, however, its application is harsher and tax payer has to provide proof, that not only his economic activity is genuine, but he also did not have any significant desire to obtain tax benefits. In both cases, tax administrator is obliged to properly evaluate all circumstances and make a decision if taxpayers economic activity is not genuine. To do this, tax administrator has to evaluate all available circumstances, as there is no exhaustive list of such circumstances. In Lithuania, general anti-abuse rule can also be evaluated base on Corporate tax's article's 32(6), which is regulating general rule of combating abuse in parent companies and existing subsidiaries.
General Norm of Anti-Avoidance in Corporation Income Tax: Concept and Assessment The main topics that are being discussed in this master's degree thesis are substance over form principle and the new general anti-abuse rule in Corporate tax law. Such decision was made based on similarities in application of these 2 topics. Substance over form principle is being applied in such cases, when there were infringements made in tax laws benefit's purpose and these benefits were the only tax payer's objective and therefore, no actual economic activity was being conducted. The new general anti-abuse rule added to Lithuanian tax system is based on European Union directive Nr. 2016/1164 and Organization's for Economic Co-operation and Development work and recommendations considering Base Erosion and Profit Shifting. Therefore, when general anti-abuse rule is being evaluated, is has also to be evaluated based on its explanations in other countries, organizations or European Court of Justice. General anti-abuse rule is similar to substance over form principle, however, its application is harsher and tax payer has to provide proof, that not only his economic activity is genuine, but he also did not have any significant desire to obtain tax benefits. In both cases, tax administrator is obliged to properly evaluate all circumstances and make a decision if taxpayers economic activity is not genuine. To do this, tax administrator has to evaluate all available circumstances, as there is no exhaustive list of such circumstances. In Lithuania, general anti-abuse rule can also be evaluated base on Corporate tax's article's 32(6), which is regulating general rule of combating abuse in parent companies and existing subsidiaries.
General Norm of Anti-Avoidance in Corporation Income Tax: Concept and Assessment The main topics that are being discussed in this master's degree thesis are substance over form principle and the new general anti-abuse rule in Corporate tax law. Such decision was made based on similarities in application of these 2 topics. Substance over form principle is being applied in such cases, when there were infringements made in tax laws benefit's purpose and these benefits were the only tax payer's objective and therefore, no actual economic activity was being conducted. The new general anti-abuse rule added to Lithuanian tax system is based on European Union directive Nr. 2016/1164 and Organization's for Economic Co-operation and Development work and recommendations considering Base Erosion and Profit Shifting. Therefore, when general anti-abuse rule is being evaluated, is has also to be evaluated based on its explanations in other countries, organizations or European Court of Justice. General anti-abuse rule is similar to substance over form principle, however, its application is harsher and tax payer has to provide proof, that not only his economic activity is genuine, but he also did not have any significant desire to obtain tax benefits. In both cases, tax administrator is obliged to properly evaluate all circumstances and make a decision if taxpayers economic activity is not genuine. To do this, tax administrator has to evaluate all available circumstances, as there is no exhaustive list of such circumstances. In Lithuania, general anti-abuse rule can also be evaluated base on Corporate tax's article's 32(6), which is regulating general rule of combating abuse in parent companies and existing subsidiaries.
The head of a company forms an integral part of the organisational structure of the company; he/she is indispensable in acquiring the company's rights and undertaking its responsibilities. However, the fact the head of a company is both the management body of a legal person and at the same time is employed by the same company, gives rise to a certain complexity of relationship between the head of a company and the company. This complexity is embedded in the fact that, on the one hand, the relationship between the head of a company as the management body of the legal person and the company is governed by the civil law norms, and on the other hand, the head of a company, in his/her capacity of an employee, is subject to the norms of the labour law. Such a regulatory framework involving civil law and labour law norms often gives rise to theoretical problems which have an impact on consistent interpretation of legal norms as well as on their uniform application in national courts. In order to get a deeper insight into the nature of the relationship between the head of a company and the company, the present MA Paper looks at the notion of the head of a company, at its legal status as prescribed by the national legislation and at its interpretation in the legal doctrine. The Paper widely covers the treatment of head's of a company legal status in the national courts, and provides an assessment of the relationship between the labour law and the civil law in terms of their impact on the relationship between the head of a company and the company. The research carried out leads us to believe that labour relations concern the relationship between the head of a company and the company only in part (i.e. only in terms of organisational relations), whereas in terms of content and scope, the relationship between the head of a company and the company is the relationship regulated by the civil law. The present MA Paper also addresses the theories of legal representation of a legal person against the background of the national law and examines the relationship between the head of a company and the company from the angle of legal representation. After having analysed how the relationship between the head of a company and the Limited Liability Company is regulated by the German and the UK law, the present Paper offers suggestions which could find application in Lithuania.
The head of a company forms an integral part of the organisational structure of the company; he/she is indispensable in acquiring the company's rights and undertaking its responsibilities. However, the fact the head of a company is both the management body of a legal person and at the same time is employed by the same company, gives rise to a certain complexity of relationship between the head of a company and the company. This complexity is embedded in the fact that, on the one hand, the relationship between the head of a company as the management body of the legal person and the company is governed by the civil law norms, and on the other hand, the head of a company, in his/her capacity of an employee, is subject to the norms of the labour law. Such a regulatory framework involving civil law and labour law norms often gives rise to theoretical problems which have an impact on consistent interpretation of legal norms as well as on their uniform application in national courts. In order to get a deeper insight into the nature of the relationship between the head of a company and the company, the present MA Paper looks at the notion of the head of a company, at its legal status as prescribed by the national legislation and at its interpretation in the legal doctrine. The Paper widely covers the treatment of head's of a company legal status in the national courts, and provides an assessment of the relationship between the labour law and the civil law in terms of their impact on the relationship between the head of a company and the company. The research carried out leads us to believe that labour relations concern the relationship between the head of a company and the company only in part (i.e. only in terms of organisational relations), whereas in terms of content and scope, the relationship between the head of a company and the company is the relationship regulated by the civil law. The present MA Paper also addresses the theories of legal representation of a legal person against the background of the national law and examines the relationship between the head of a company and the company from the angle of legal representation. After having analysed how the relationship between the head of a company and the Limited Liability Company is regulated by the German and the UK law, the present Paper offers suggestions which could find application in Lithuania.
The research identifies the nature, types and forms of companies in Ukraine in comparison with the legislation on companies in Lithuania and other EU Member States and studies the necessary changes to the legislation of Ukraine. In particular, the author:(1) discloses the history and essence of the company as a form for running a business;(2) identifies the typology of companies existing in the business market;(3) highlights the specificity of the Ukrainian and European companies' functioning in the different business forms. In the light of achieving the goals of the study, recommendations for further improvement of Ukrainian corporate legislation are elaborated to build an optimal model for the development of domestic corporate law and propose approaches to modify the corporate law regulation in a way of the adoption of a new legal act for determining the partnership's status, the abolishment of the outdated concepts and ambiguous provisions.
The research identifies the nature, types and forms of companies in Ukraine in comparison with the legislation on companies in Lithuania and other EU Member States and studies the necessary changes to the legislation of Ukraine. In particular, the author:(1) discloses the history and essence of the company as a form for running a business;(2) identifies the typology of companies existing in the business market;(3) highlights the specificity of the Ukrainian and European companies' functioning in the different business forms. In the light of achieving the goals of the study, recommendations for further improvement of Ukrainian corporate legislation are elaborated to build an optimal model for the development of domestic corporate law and propose approaches to modify the corporate law regulation in a way of the adoption of a new legal act for determining the partnership's status, the abolishment of the outdated concepts and ambiguous provisions.
The classical conception of capital constructed by Marx and notions of cultural and symbolical capital suggested by P. Bourdieu's are compared in the article. Disney's products are connected with institutionalisation and manipulation of the three forms of capital. Author of the article discusses relations and conflicts between cultural capital and the making of fetish and personification. Disney's politics of institutionalisation eliminates these conflicts and solves the problem of alienation among people within the corporation. Disney's practices of auteur and animation prevents antagonism between property of the corporation and ambitions of creators. Historical analyses show how ideologies, conceptual paradigms, action models developed by Disney met wishes of the masses, implemented modern multiculturalism, diversification and supported social fragmentation. The article criticises Th. Adorno's and W. Benjamin's views where Disney's corporation is considered as an expression of hegemonic industrial imperialism and a propagandist of American ideology. However, Disney is rather a producer of social discourses and new models of education. If even any corporation is ideological one, however stories and characters produced by Disney corporation (for example, ones about Winnie-the-Pooh, Aladdin, Alice, Mickey Mouse, Pinocchio, Pocahontas, Hercules) are mythological and philosophical parables which overpass ideological borders and open the door to the live and huge world. Humanistic and individualistic activities of Disney Corporation's creation, co-operation with consumers, and development of education programs are emphasized in the article. Disney relies on investigation of basic cultural habitus, archetypes and symbols of thinking. In this way, Disney creates the world of fantasy, dreams and Utopias. The corporation uses pragmatism as a philosophical foundation. The only truth for the corporation is production of pleasure and profit for all consumers. Everybody could find a pleasure, psychological satisfaction and stimuli for socialization and cooperation in these miraculous lands. It gives Disney profit and growth opportunities.
The classical conception of capital constructed by Marx and notions of cultural and symbolical capital suggested by P. Bourdieu's are compared in the article. Disney's products are connected with institutionalisation and manipulation of the three forms of capital. Author of the article discusses relations and conflicts between cultural capital and the making of fetish and personification. Disney's politics of institutionalisation eliminates these conflicts and solves the problem of alienation among people within the corporation. Disney's practices of auteur and animation prevents antagonism between property of the corporation and ambitions of creators. Historical analyses show how ideologies, conceptual paradigms, action models developed by Disney met wishes of the masses, implemented modern multiculturalism, diversification and supported social fragmentation. The article criticises Th. Adorno's and W. Benjamin's views where Disney's corporation is considered as an expression of hegemonic industrial imperialism and a propagandist of American ideology. However, Disney is rather a producer of social discourses and new models of education. If even any corporation is ideological one, however stories and characters produced by Disney corporation (for example, ones about Winnie-the-Pooh, Aladdin, Alice, Mickey Mouse, Pinocchio, Pocahontas, Hercules) are mythological and philosophical parables which overpass ideological borders and open the door to the live and huge world. Humanistic and individualistic activities of Disney Corporation's creation, co-operation with consumers, and development of education programs are emphasized in the article. Disney relies on investigation of basic cultural habitus, archetypes and symbols of thinking. In this way, Disney creates the world of fantasy, dreams and Utopias. The corporation uses pragmatism as a philosophical foundation. The only truth for the corporation is production of pleasure and profit for all consumers. Everybody could find a pleasure, psychological satisfaction and stimuli for socialization and cooperation in these miraculous lands. It gives Disney profit and growth opportunities.
The classical conception of capital constructed by Marx and notions of cultural and symbolical capital suggested by P. Bourdieu's are compared in the article. Disney's products are connected with institutionalisation and manipulation of the three forms of capital. Author of the article discusses relations and conflicts between cultural capital and the making of fetish and personification. Disney's politics of institutionalisation eliminates these conflicts and solves the problem of alienation among people within the corporation. Disney's practices of auteur and animation prevents antagonism between property of the corporation and ambitions of creators. Historical analyses show how ideologies, conceptual paradigms, action models developed by Disney met wishes of the masses, implemented modern multiculturalism, diversification and supported social fragmentation. The article criticises Th. Adorno's and W. Benjamin's views where Disney's corporation is considered as an expression of hegemonic industrial imperialism and a propagandist of American ideology. However, Disney is rather a producer of social discourses and new models of education. If even any corporation is ideological one, however stories and characters produced by Disney corporation (for example, ones about Winnie-the-Pooh, Aladdin, Alice, Mickey Mouse, Pinocchio, Pocahontas, Hercules) are mythological and philosophical parables which overpass ideological borders and open the door to the live and huge world. Humanistic and individualistic activities of Disney Corporation's creation, co-operation with consumers, and development of education programs are emphasized in the article. Disney relies on investigation of basic cultural habitus, archetypes and symbols of thinking. In this way, Disney creates the world of fantasy, dreams and Utopias. The corporation uses pragmatism as a philosophical foundation. The only truth for the corporation is production of pleasure and profit for all consumers. Everybody could find a pleasure, psychological satisfaction and stimuli for socialization and cooperation in these miraculous lands. It gives Disney profit and growth opportunities.
