New tools for the recovery of arrears
Starting this year, the tax authorities are not limited by local jurisdiction when recovering tax arrears. At the same time, from 1 July 2025, the customs administration can use a new power in the event of an u…
Legal News [August 2024]: Supreme Court rules on waiver of title to pre-emptive right
The Supreme Court has ruled that a co-owner cannot waive the pre-emptive right in an ambiguous manner and that such a waiver must be unequivocal and beyond doubt. In another judgment, the Supreme Court has held that, at the time of the COVID-19 pandemic, employers had the right to require specific testing of employees under the Department of Health’s measure and that employees had to comply with those instructions. The Court has also ruled that failure to follow the form of the notarial record in making bondholder decisions has the effect of weakening the evidentiary position but not invalidating the decision. Finally, the Supreme Court held that a landlord cannot penalise a tenant for failing to report defects if the landlord discovers the defects.
- In its judgment ref. no. 22 Cdo 1303/2024, the Supreme Court dealt with the matter of the certainty of the waiver of the title from a pre-emptive right of a co-owner pursuant to Section 1124(1) of the Civil Code. In the relevant proceedings, the dispute was between three co-owners of a plot of land in Valašská Senice. The claimant, as one of the co-owners, acquired the share at an auction and subsequently entered into a purchase agreement with the former co-owner. As a result of that transfer, the claimant argued that they had the “right of retraction” pursuant to Section 2144 of the Civil Code, i.e. the right to claim the transfer of the ownership right to the auctioned share under the same conditions. At the same time, the claimant asked the second omitted co-owner whether she had been offered the exercise of the pre-emptive right and, if not, whether she was interested in exercising her pre-emptive right. According to the second omitted co-owner’s statement, the claimant considered that she was not interested in exercising the pre-emptive right; therefore, her title under the pre-emptive right of the second omitted co-owner was added to his claim from the pre-emptive right, as it was ruled in the Supreme Court’s judgment, ref. no. 22 Cdo 2358/2010; therefore, he claimed the pre-emptive right against the defendant separately. The second omitted co-owner joined the proceedings as a main intervener, arguing that she had not waived the exercise of her pre-emptive right. The appeal court agreed with the claimant that the waiver of the pre-emptive right was sufficient. The Supreme Court disagreed with this conclusion, according to which the waiver of the exercise of the pre-emptive right must be clear, beyond doubt, as it constitutes such an interference with the sphere of the beneficiary that cannot be doubted. In the letter, the second omitted co-owner made the following statements (i) she was not interested in the “buy-out of her co-ownership interest” (i.e. not the share that was the subject of enforcement proceedings (ii) she would not join the legal action “because a close person is concerned, and I want to use the property with him”; and (iii) she doubted that the pre-emptive right had been infringed, since at the time when the co-ownership right was registered in the Real Estate Register for the defendant, the previous owner was “not stated at all” in the Real Estate Register. According to the Supreme Court, such a statement could not be regarded as a waiver of the title to exercise the pre-emptive right; therefore, the appeal court’s conclusion was incorrect.
- An interesting case from the area of labour law (ref. no 21 Cdo 3100/2023), which was recently decided by the Supreme Court, concerned the termination of employment relationship in connection with a breach of an obligation during the “COVID-19 period”. Specifically, the Supreme Court dealt with the matter of whether the employer was entitled to require employees to undergo a particular method of testing under an emergency measure of the Ministry of Health and whether and under what conditions the employee could have requested a different method of testing. The Supreme Court held that the emergency measure in this case directly imposed obligations on the parties to the employment relationship. It ordered the employer to carry out preventive testing of their employees for the presence of SARS-CoV-2 antigen by means of POC antigen tests. It then ordered the employees to undergo that testing, the Supreme Court concluding that this was an obligation arising from the legislation related to the work performed by the employee (the claimant). The employee refused to be tested and as a result was denied access to the workplace. Subsequently, the employee’s employment relationship was terminated for unexcused absences. The Supreme Court concluded that the employee’s mere subjective beliefs about the testing and her preference for a different method of testing could not override the employer’s instruction, which was given in accordance with the legislation. The employee had not demonstrated that her health issues objectively prevented her from undergoing the testing in the manner required by her employer, even though she had requested such a certificate from her doctor. Therefore, the Supreme Court concluded that there was no breach of the employer’s obligation to adopt reasonable measures to protect the employee’s life or health and that the employee was obliged to undergo the testing carried out in the manner chosen by the employer.
- In its judgment under ref. no. 27 Cdo 3466/2023, the Supreme Court dealt with the matter of the consequences of non-compliance with the form of the decision of the bondholders’ meeting if the law prescribes the form of a notarial record for such a decision. The relevant dispute concerned a decision by three quarters of the owners of all the bonds issued to limit the payment of a fixed interest yield of 10% for a specific period that was disagreed to by the fourth bondholder. That change was approved at a meeting of the bondholders, and the simple minutes of the meeting were prepared and signed by all those present. Pursuant to Section 23(7) of the Bond Act, it is applicable that if changes of a fundamental nature are decided at a meeting, a notarial record of the meeting must be prepared. The Supreme Court first dealt with the question of what kind of notarial record is involved in this matter. It concluded that it was a notarial record certifying other factual events pursuant to Section 79 of the Notarial Code. The essence of this notarial record is not a preliminary review of the legality of the meeting. The notary acts here only as a “qualified minutes clerk”. Such a notarial record can only serve as important evidence of the course of the bond creditors’ meeting. According to the Supreme Court, the conclusion of the court of the first instance on the nullity of the bondholders’ meeting pursuant to Section 45(3) of the Business Corporations Act (due to the absence of public interest) and the conclusion of the appeal court on the invalidity of the decision of the bondholders’ meeting (due to the nature of the type of notarial record for which the notary does not review the legality of the course of the meeting) do not stand. This deficiency is reflected in a deterioration of the evidentiary position of the person who wishes to draw favourable consequences for themselves from the decision and the course of the meeting (typically the issuer or the bondholder).
- The Supreme Court, in its judgment ref. no. 26 Cdo 2294/2023, dealt with the matter of the significance and necessity of proper and timely notification of defects to the landlord by the tenant within the meaning of Section 2208(1) of the Civil Code in conjunction with Section 2214 of the Civil Code. The claimant, the operator of the Bílá růže hotel in Písek, sought compensation for damage caused by the unlawful conduct of the defendant, who prevented her from entering and operating the hotel from 9 February 2015 to 30 January 2018. As a result, the claimant had to carry out necessary repairs, namely the repair of terraces, the boiler room, the house gas piping, the removal of the gas water heaters, and the acquisition of new electricity meters. The first instance court dismissed the legal action, as the claimant had failed to establish a causal link between the damage caused and the defendant’s conduct. The appeal court upheld the judgment. The appeal court stated that the repair claims fell within the scope of liability for defects pursuant to Section 2208 of the Civil Code and that the claimant had failed to notify the landlord of the defects in time. The Supreme Court concluded the dispute by holding that if the landlord had discovered the defect themselves, whether in connection with a regular inspection of the property (Section 2219(1) of the Civil Code) or otherwise, it would be of no significance to penalise the tenant (by making it impossible to exercise the rights set out in Section 2208(1) of the Civil Code) for failure to comply with the notification obligation. For this reason, the Supreme Court brought the proceedings back to the appeal court for further consideration.
