Authoritative guidance to corporate governance

DERLING’s litigation partner Elmer Muna successfully represented Forum Cinemas in the Supreme Court. Forum Cinemas is a member of the Nordic Cinema Group operating cinemas across Northern Europe and the Baltic states. The dispute involved fundamental debate regarding various details of former CEO accountability. As a rare exception, the Supreme Court reviewed the case at an oral hearing. As a result of a successful appeal, the court supported Forum Cinemas’ view that the former CEO withheld information that had to be disclosed when leaving the company. The court also agreed that the former CEO concluded transactions, which were beyond the scope of everyday economic activities and could only be concluded by the management board with the consent of the supervisory board. The case provides valuable insight into possibilities and limitations of CEO’s liability in Estonia.