Corporate Effects Of The ‘Danosa Case’ – Is the Termination of Membership in the Board of Directors Allowed in the Case of a Pregnant Member of the Board?

Abstract

The Court of Justice of the European Union (Second Chamber) pronounced on 11th November 2010 a judgement in the proceedings between Ms Dita Danosa and LKB Lizings SIA, a limited liability company, concerning the decision of the LKB general meeting of shareholders to remove Ms Danosa from her post as a member of the company's board of directors during her pregnancy. The Court's ruling could have significant repercussions on the appointment and termination of membership in board of directors of capital companies in Europe. Authors analyse the corporate effects of the judgement in various countries from the position of the dogmatics of Company Law and emphasise the difference of the contractual and corporate relationship between the company and members of the board of directors. When analysing the ruling of the Court authors also point out the differences between public limited companies (both dual and single board systems) and limited liability companies in the position of the members of the board of directors in the area of the termination of membership in the board.

Keywords

• danosa case
• court of justice
• membership in board of directors
• company law
• public limited companies
• limited liability companies