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Inasmuch as functioning as meta-clauses, non-binding and entire agreement clauses are paradoxical in a number of ways.

The fiduciary nature of the managed investment relationship supports the view that the bank should be liable for the loss of the pledged item because there would not have been such loss had the client’s order been executed prior to the bank’s resolution — but not for the reason given in the judgment.

Summary of legislative and jurisprudential developments relating to the automotive sector.

Debt from liability in tort for third-party damage or loss arises directly against the directors, without prejudice to the fact that, pursuant to Article 38 CC, it also arises simultaneously against the company, to which the non-contractual acts or omissions of its directors are also attributed. This is so true that the liable company (in debt, for example, with the tax authorities as the person liable for the surcharge and the tax penalty owed) may bring an action for contribution against its directors after settling the debt.

This paper critically analyses the Supreme Court ruling of 5May 2026, which applies the prohibition on financial assistance to a case involving the sale of treasury shares with deferred payment to the shareholders of the assisting company.

The Judgment of the Court of Justice of the European Union (Fifth Chamber) of 13 May 2026 (Korfin and Sempiola v Slovnaft, Case C-225/25) clarifies the concept of a takeover bid for the purposes of Article 2 of the 2004 Takeover Bids Directive, such that an offer made to the holders of securities of a company with a view to acquiring all or some of those securities does not fall within the concept of a takeover bid where it is made by an offeror who already controls the offeree company. Consequently, based on that court’s interpretation of the Directive’s provisions, there is no right of squeeze-out in such voluntary takeover bids.

Summary of legislative and jurisprudential developments relating to the automotive sector.

The Supreme Court judgment of 10 April 2026 characterises the concept of public service under Article 24(1) of Act 39/2015 as an exception to the ‘double silence’ rule, distinguishing it from the concept of service of general economic interest, which applies in liberalized sectors such as that of electricity supply. The Supreme Court thus concludes that in seeking an authorisation to close a combined-cycle power plant, the ‘double silence’ rule applies to the effect of a presumption of approval.