admin, Author at dr. Rado Bohinc

April 17, 2019May 6, 2019

Public governance articles

The research work reffered to the aspect of public administration reform in Slovenia, which included, in addition to the amendments of the constitution, also the Government Act, State Administration Act, Public Agencies Act, Inspections Act and Public Employees Act as well the new legislation in the field of local government, should therefore be accelerated and given the priority.

The reform, however, did not include only the legal (normative aspects, but also other fields (development of information technology, introduction of quality in the work of administrative bodies, establishment of the training system, simplification of administrative procedures etc.). Special attention was paid to the establishment and qualification of institutions for monitoring and implementing the legislation of the European Union (together with the plan of places of work, professional training of employees and provision of appropriate employment relationship).

Public sector in Slovenia (public institutions in the field of education, health care, social care, culture, research…), has been, from the point of view of property rights, organisation and governance, the same since in the year 1991, when the Law on public institutions passed in the Slovene Parliament, as one of the important reform laws. At that time, the property of ex self-management communities was “temporarily” nationalized (transferred to state and municipal ownership). Notwithstanding huge reforms in the private business sector, the public sector remains as it was when it was taken by the state (nationalized). A reform is needed in this field and the articles show the weak points of the existing approaches in corporate governance in the public sector and present the standpoints and guidelines for a corporate governance reform in public sector.

Public-private partnership is also researched; it is always a relationship between a public and private partner, where the state or local community as a public partner enters into a public-private partner relationship, granting the exercising rights and duties. The Public-private Partnership Act (2006) brought a series of novelties into the Slovenian company and public law. They are mainly the provisions concerning the status of public-private partnership (Articles 96 and following of the Public-private Partnership Act, transitory and final provisions, regulating status reorganisation of public companies, Article 141 and following). Status public-private partnership in a relationship between public and private partner, where contract based cooperation between partner also brings along changes to the status or proprietary structure of one of the partners. Status public-private partnership may therefore come to exist either by private investment into entities of public law (most frequently public undertakings) or by purchase or increase of capital shares. One of the important novelties concerns the changed regulation of the public undertaking capital. The new regulation prohibits investment of private capital into a public undertaking, which means that a public undertaking can no longer be a mixed-capital company. According to this changes, a public company may only be established and operate by public capital investments. The duty of the exclusion of public infrastructure from the property of public undertakings is regulated by Article 145 of the Public-private Partnership Act (transfer of basic capital), ruling that the capital of (public) infrastructure invested in the existing public companies as a material investment is to be deducted from the capital and transferred into the ownership of the Republic of Slovenia or a municipality.

Articles

BOHINC, Rado. Historical transformation of property rights in the context of new paradigm of human development. Acta Histriae, ISSN 1318-0185. [Tiskana izd.], 2013, letn. 21, št. 3, str. 427-448. http://zdjp.si/sl/acta.htm. [COBISS.SI-ID 2448851]

BOHINC, Rado. The judge’s tenure : a historical and contemporary overview. Acta Histriae, ISSN 1318-0185. [Tiskana izd.], 2014, letn. 22, št. 3, str. 791-808. [COBISS.SI-ID 33108829]

April 17, 2019April 19, 2019

Social responsibility articles

Rado Bohinc

In the articles on corprate social responsibility it is analysed the extent to which the much talked about ideas on Corporate Social Responsibility (CSR) have been implemented within the framework of the existing legislation on corporate duties and liabilities, and the necessary steps required to overcome the continuing impasse. It is argued that the reason for the poor implementation of the CSR concept in companies’ day-to-day and strategic business behaviour is the fact that CSR initiatives are not legally binding but are still more or less recommendations with a “wishful” orientation. It is proposed that an EU Directive be enacted in order to harmonise national corporate legislation by redefining director’s duties and responsibilities, including directors’ duty “to integrate social, environmental, ethical, human rights and consumer concerns into their business operations and core strategy in close collaboration with their stakeholders”. In this way, CSR would become legally binding and not just a declaration about the responsibility of enterprises which is not legally enforceable.

BOHINC, Rado, MULEJ, Matjaž. 10 basic requirements for social responsibility. V: MULEJ, Matjaž (ur.), HRAST, Anita (ur.). Social responsibility and sustainable development in science, education and business : conference proceedings – summaries, (Zbirka Družbena odgovornost). Maribor: Inštitut za razvoj družbene odgovornosti (IRDO). 2018, str. 19. [COBISS.SI-ID 13100316]. [COBISS.SI-ID 35118429]

BOHINC, Rado. The pillars and tools of the new social responsibility. V: MULEJ, Matjaž (ur.), HRAST, Anita (ur.), BERGANT, Živko (ur.). Value added as business information from the view of social responsibility & enterprise sustainability : conference proceedings – summaries, (Zbirka Družbena odgovornost). Maribor: Inštitut za razvoj družbene odgovornosti (IRDO). 2017, str. 15. [COBISS.SI-ID 35189853]

May 15, 2015May 9, 2019

Media law in Slovenia

Author: dr. Rado Bohinc
Editor: Rogers Blanpain, Frank Hendrickx,Published by: Kluwer Law International, Alphen aan den Rijn cop. 2015

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In the first part of the book, there is an overview of media markets and landscape in Slovenia and main actors in the field of public and private radio broadcasting and print media. Also technical infrastructure as electronic communications network, equipment, services, including electronic signature and cable penetration are analysed. In addition, institutional infrastructure like Electronic Communications Council of the RS, Communications Networks and Services Agency, ACOS (APEK) and The Inspectorate of the RS for Electronic Communications and Electronic Signature are presented. Following technological and economic developments on the media markets is introduced as digital television, new media, convergence of media products and film and audio-visual industry are described in the book. Sources of media law starting with the Constitution, legislation and implementation decrees, related to media and to broadcasting and journalist ethical codes and case law from the field are further elaborated.

May 21, 2014May 21, 2019

International Encyclopaedia of Laws: Corporations and Partnerships

Author: dr. Rado Bohinc, General editor: prof. dr. Roger Blanpain, Associate general editor: prof. dr. M. Colucci, Published by: Kluwer Law International, 2014

May 15, 2014May 9, 2019

Corporate governance as a tool for economic growth

Authors: dr. Rado Bohinc (ed.), dr. Mejra Festić, dr. Vesna Dizdarević, dr. John Hopkins, dr. Jožef Mencinger, dr. Matjaž Nahtigal, dr. Barbara Rajgelj, dr. Bojan Tičar, dr. Katja Eman, published by: Založba FDV, Ljubljana 2014
Authors of this book are from two Slovenia’s universities (University of Ljubljana, University of Primorska) and from the University of Canterbury, New Zeeland.
The book is based on the research project, financed by the Agency for Research and Development of the RS, number J5-4233, duration 1.7.2011 – 30.6.2014 called: CORPORATE GOVERNANCE AS A TOOL TO OVERCOME WORLD ECONOMIC AND FINANCIAL CRISIS. The research was dealing with the roots and consequences of the world economic and financial crisis, focusing on the factors of economic growth, related to corporate governance and some macroeconomic issues. As for domestic factors, important factors of efficiency, effectiveness and competitiveness have to do first of all with the transition issues, like unfinished or unimplemented parts of reforms of the legal, economic and political system. Even more, there are serious gaps between enacted legal system solutions and reality in business and politics, due to weak enforcement system on one hand and strong and deeply entrenched previous business ethics and practices on another.

May 15, 2014May 9, 2019

Comparative company law : an overview on US and some EU coutries’ company legislation on corporate governance

Author: dr. Rado Bohinc, Published by: VDM Verlag Dr. Müller, Saarbrücken2014, cop. 2011, 529 pages, 537 legal sources.

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The US and EU Comparative Company Law monograph contains the extensive research the author has done on the corporate governance systems of the USA, EU, UK, Germany, France, Slovenia and some other countries of the EU and out of EU. It analyses the differences and similarities, advantages and disadvantages, of the US single board or one-tier system in comparison with the European two-tier corporate governance systems. Following an in-depth presentation of corporate governance in general, provided with chapters on the general theory on corporate governance, the main opened issues of corporate governance, sources of law, OECD principles of corporate governance and OECD guidelines for state owned enterprises, the book focuses on the types of business organizations and ownership structures both in the US and EU corporations, and then concentrates on explaining and analysing the corporate governance systems in the EU, the USA, the United Kingdom, Germany, France and Slovenia, emphasising the features inherent to each of these systems.

May 15, 2012May 9, 2019

Corporations and partnerships in Slovenia, International Encyclopedia of Laws

Author: dr. Rado Bohinc, Editor: Roger Blanpain, Published by: Kluwer Law International, Alphen aan den Rijn cop.

There have been 5 editions of International Encyclopedia of Laws, Corporations and Partnerships in Slovenia published by Kluwer Law International so far, as follows: 2017, 2014, 2012, 2010, 2008. The books have been contributing to the systematic, detailed, and comprehensive legal presentation of the regulation and the development of Slovenian corporate law, following demanding, internationally accepted methodological approaches. Slovenian corporation (company) law can thus be internationally compared at the global scale, which provides much needed expertise to business circles, while allowing to scientific comunity to perform comparative analysis.

After general introduction and historical background of the country and national company law, the definitions, notions and structure of different forms of companies are presented.A detaqiled description and interpretation of legal rules on Public limited company, referring to formation, essential elements of legal personality, capital and shares, shareholders’ management and control, liquidation of the company, mergers and takeovers, affiliated companies, concerns and holding companies follows. A comprehensive elaboration of the limited liability company, like the realtionship between the company and its members, management of the LLC, and disolving is given in relateed chapters. Finally the concept of partnership, and the detailed explanation of unlimited and limited partnership including combinations as dual companies is presented.

December 14, 2010May 9, 2019

Comparative Corporate Governance

Author: dr. Rado Bohinc, Published by: University of Primorska – Fakulteta za Management, 2010

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The author presents and compares some US (mainly MBCA, Delaware and California) and European (mainly the EU, Germany, UK, France and Slovenia) legislation on specific corporate governance issues, and attempts to explain the legal differences and similarities between the legal systems on specific corporate governance issues. In addition, the author seeks to identify their broader (historical, societal) causes and implications so as to predict possible developments and of course to suggest the best alternatives for future Slovenian corporate governance developments. By comparatively analyzing the corporate governance legislation in a number of theoretically broadly discussed issues like the structure of boards of directors, one- or two-tier systems of corporate governance, the role of shareholders in corporate governance, the execution of the supervisory function over the conduct of a corporation, etc, the author attempts to find arguments supporting the views presented. Given that it is impossible to discuss these issues without previously providing theoretical explanations of certain general issues, the author presents them briefly, not very systematically, with only brief comments.

January 14, 2010May 9, 2019

Legal issues of corporate governance

Author: prof. dr. Rado Bohinc
Published by: University of Primorska, Faculty of Management Koper: 2010 (electronic version)
The book presents the outcome of the extensive research on comparative analysis of corporate law in USA, EU and Slovenia. Thus it presents an overview of the USA, some EU countries and Slovenia legal solutions on specific corporate governance issues, like composition of corporate boards, duties, liabilities and conflict of interest of directors ands specific security markets’ regualtions requirements.