Codul Civil din 17-iul-2009 CIVIL CODE of 17 July 2009 (Law no.

287/2009)*) -
Republication (traducere)

Codul Civil din 17-iul-2009 din 2022.08.18

Status: Acte în vigoare
Versiune de la: 18 august 2022
Text consolidat

Intră în vigoare:
17 iulie 2009 An

Codul Civil din 17-iul-2009 (traducere) CIVIL CODE of 17 July 2009 (Law no.
287/2009)*) - Republication (traducere)
Dată act: 17-iul-2009
Emitent: Parlamentul

______

*) Pursuant to Article 220 (1) of Law no. 71/2011 for the implementation of Law no.
287/2009 on the Civil Code, published in the Official Gazette of Romania, Part I, no. 409 of
10 June 2011, the Civil Code enters into force on 1 October 2011.

To see the explanatory memorandum of this act click here.

PRELIMINARY TITLE:About civil law****)

**
) The provisions for the implementation of the preliminary title are contained in Article 8 of
Law No. 71/2011.

CHAPTER I:General provisions

Article 1: Sources of civil law
(1)The law, usages and the general principles of law are sources of civil law.
(2)In cases not provided by law, the usages apply, and in their absence, the legal provisions
regarding similar situations, and when there are no such provisions, the general principles of
the law.
(3)In matters governed by law, usages apply only to the extent that the law expressly refers to
them.
(4)Only usages in accordance with public policy and morality are recognized as sources of
law.
(5)The interested party must provide proof of the existence and content of the usages.
Practices published in collections drawn up by entities or bodies authorized in the field shall
be presumed to exist, unless proven otherwise.
(6)For the purposes of this Code, usages shall mean custom and professional usage.
Article 2: Object and content of the Civil Code
(1)The provisions of this Code regulate the patrimonial and non-patrimonial relations
between persons as subjects of civil law.
(2)This Code consists of a set of rules which constitute common law for all the areas to which
the letter or spirit of its provisions refers.
Article 3: General application of the Civil Code
(1)The provisions of this Code shall also apply to relations between professionals, as well as
to relations between them and any other subjects of civil law.
(2)All those who operate an enterprise are considered professionals.
(3)The operation of an undertaking constitutes the systematic exercise, by one or more
persons, of an organized activity consisting in the production, administration or disposal of
goods or in the provision of services, whether or not it has a profit-making purpose.
Article 4: Priority application of international human rights treaties
(1)In the matters regulated by this Code, the provisions on the rights and freedoms of
individuals shall be interpreted and applied in accordance with the Constitution, the Universal
Declaration of Human Rights, the covenants and other treaties Romania is a party to.
(2)If there are inconsistencies between the covenants and treaties on fundamental human
rights, to which Romania is a party, and this Code, international regulations shall prevail,
unless this Code contains more favourable provisions.
Article 5: Priority application of European Union law
In the matters covered by this Code, the rules of European Union law shall apply as a matter
of priority, regardless of the quality or status of the parties.
CHAPTER II:Enforcement of civil law
Article 6: Temporal application of civil law
(1)Civil law is applicable as long as it is in force. It has no retroactive power.
(2)The legal acts and deeds concluded or, as the case may be, committed or produced before
the entry into force of the new law may not generate other legal effects than those provided
by the law in force on the date of their conclusion or, as the case may be, of their commission
or production.
(3)Legal acts void, voidable or affected by other causes of ineffectiveness at the date of entry
into force of the new law are subject to the provisions of the old law, and cannot be
considered valid or, as the case may be, effective according to the provisions of the new law.
(4)Prescriptions, disqualifications and usucaptions begun and not fulfilled at the date of entry
into force of the new law are entirely subject to the legal provisions that established them.
(5)The provisions of the new law shall apply to all acts and deeds concluded or, as the case
may be, produced or committed after its entry into force, as well as to legal situations arising
after its entry into force.
(6)The provisions of the new law are also applicable to the future effects of legal situations
arising before its entry into force, derived from the condition and capacity of persons, from
marriage, parentage, adoption and legal maintenance obligation, from property relations,
including the general regime of assets, and from neighborhood relations, if these legal
situations persist after the entry into force of the new law.
Article 7: Territoriality of civil law
(1)The normative acts adopted by the central public authorities and institutions shall be
applied throughout the country, unless otherwise provided.
(2)The normative acts adopted, according to the law, by the authorities and institutions of the
local public administration are applied only within their territorial competence.
Article 8: Extraterritoriality of civil law
In the case of legal relations with a foreign element, the determination of the applicable civil
law shall be made taking into account the norms of private international law contained in
Book VII of this Code.
CHAPTER III:Interpretation and effects of civil law
Article 9: Interpretation of the law
(1)The one who adopted the civil norm is competent to make its official interpretation as
well.
(2)The interpretative rule takes effect only for the future.
(3)The interpretation of the law by the court is made only for the purpose of its application in
the case brought before the court.
Article 10: Prohibition of analogy
Laws derogating from a general provision, restricting the exercise of civil rights or providing
for civil sanctions apply only in cases expressly and exhaustively provided for by law.
Article 11: Observance of public order and morality
One cannot derogate by unilateral conventions or legal acts from laws that are of interest to
public order or from morality.
Article 12: Freedom of disposal
(1)Anyone can freely dispose of his assets, unless the law expressly provides otherwise.
(2)No one may dispose of it free of charge if it is insolvent.
Article 13: Waiver of the right
Waiver of a right shall not be presumed.
Article 14: Good faith
(1)Any natural or legal person must exercise its rights and perform its civil obligations in
good faith, in accordance with public policy and morality.
(2)Good faith shall be presumed until proven otherwise.
Article 15: Abuse of rights
No right may be exercised for the purpose of harming or injuring another, or in an excessive
and unreasonable way, contrary to good faith.
Article 16: Guilt
(1)Unless otherwise provided by law, the person is liable only for his acts committed
intentionally or through fault.
(2)The deed is committed intentionally when the author foresees the result of his deed and
either seeks its production through the deed, or, although he does not pursue it, accepts the
possibility of producing this result.
(3)The deed is committed by fault when the author either foresees the result of his deed, but
does not accept it, considering without justification that it will not occur, or does not foresee
the result of the deed, although he had to foresee it. The fault is serious when the perpetrator
acted with a negligence or recklessness that even the most destitute person would not have
manifested towards his own interests.
(4)When the law conditions the legal effects of an act on its culpable commission, the
condition is also fulfilled if the act was committed intentionally.
Article 17: Common and invincible error
(1)No one can transmit or constitute more rights than he himself has.
(2)However, where someone, in sharing a common and invincible faith, has considered that a
person has a certain right or legal capacity, the court may, taking into account the
circumstances, decide that the act concluded in that state will produce, in relation to the
person in error, the same effects as if it were valid, unless his dissolution would not cause
him any harm.
(3)Common and invincible error shall not be presumed.
(4)The provisions of this Article shall not apply to land register matters or to other matters
where the law governs a system of publicity.
CHAPTER IV:Publicity of legal rights, acts and facts
Article 18: The object of advertising and the modalities of implementation
(1)The rights, acts and facts regarding the condition and capacity of persons, those related to
the assets belonging to them, as well as any other legal relations are subject to publicity in the
cases expressly provided by law.
(2)The publicity is carried out through the Land Register, the Electronic Archive for Security
Interests in Movable Property, named in this Code and archive, through the Trade Register,
as well as through other forms of publicity provided by law.
Article 19: Conditions of publicity
(1)The procedure and conditions of publicity shall be laid down by law.
(2)The completion of the advertising formality may be required by any person, even if he
lacks the capacity to exercise.
(3)Any waiver or restriction of the right to perform a formality of publicity, as well as any
criminal clause or other sanction stipulated to prevent the exercise of this right shall be
deemed unwritten.
(4)No one may plead that he or she was not aware of the right, act or fact to be made public,
if the publicity formality was lawfully fulfilled.
Article 20: Effects of advertising
(1)Publicity shall ensure that the right, act, fact and any other legal relationship subject to
publicity are enforceable, shall determine their ranking and, if expressly provided by law,
shall condition their legal formation or effects,
(2)Between the parties or their successors, universal or universal, as the case may be, the
rights, acts or legal facts, as well as any other legal relationship, shall have full effect, even if
the publicity formalities have not been completed, unless otherwise provided by law.
(3)The advertisement does not validate the right, act or fact subject to or admitted to
advertising. However, in the cases and under the conditions expressly provided for by law, it
may produce acquisitive effects in favour of third parties acquiring good faith.
(4)Advertising shall not interrupt the course of the extinctive prescription unless otherwise
provided by law.
Article 21: Presumptions
(1)If a right, act or fact has been entered in a public register, it is presumed that it exists, as
long as it has not been removed or modified in accordance with the law.
(2)If a right, act or fact has been demolished, it is presumed that it does not exist.
Article 22: Lack of advertising. Penalties
(1)If the formality of advertising has not been carried out and this was not provided for by
law of a constitutive nature, the rights, acts, facts or other legal relationships subject to
publicity shall be unenforceable to third parties, unless it is proved that they knew them by
another means.
(2)Where the law provides that mere factual knowledge does not replace the lack of publicity,
its absence may be invoked by any interested person, including a third party who has
otherwise known the right, act, act, fact or legal relationship to be made public.
(3)In all cases, however, mere knowledge of the right, act, fact or legal relationship does not
replace the lack of publicity towards persons other than the third party who, in fact, knew
them.
Article 23: Contest between forms of advertising
If a right, act, fact or any legal relationship is subject at the same time to different publicity
formalities, the failure to perform one advertising requirement is not covered by the
fulfilment of another.
Article 24: Consultation of public registers
Any person, even without justifying an interest, may, under the law, consult the public
registers regarding a right, act, fact or a certain legal situation and obtain extracts or certified
copies thereof.
-****-

BOOK I:About people*)

*) The transitional and implementing provisions of Book I are contained in Article 13-19 of
Law no. 71/2011.
 TITLE I:General provisions
Article 25: Topics of civil law
(1)The subjects of civil law are individuals and legal entities.
(2)The natural person is man, regarded individually, as the holder of civil rights and
obligations.
(3)A legal person is any form of organization which, meeting the conditions required by law,
holds civil rights and obligations.
Article 26: Recognition of civil rights and liberties
The civil rights and freedoms of individuals, as well as the civil rights and freedoms of legal
entities are protected and guaranteed by law.
Article 27: Foreign citizens and stateless persons
(1)Foreign citizens and stateless persons are assimilated, under the law, with Romanian
citizens, in terms of their civil rights and freedoms.
(2)The assimilation shall also apply accordingly to foreign legal persons.
Article 28: Civilian capacity
(1)Civilian capacity is recognised to all persons.
(2)Everyone has the capacity to use and, except in cases provided for by law, the capacity to
exercise it.
Article 29: Limits of civilian capacity
(1)No one may be restricted in his capacity to use or deprived, in whole or in part, of the
capacity to exercise, except in the cases and conditions expressly provided for by law.
(2)No one may give up, in whole or in part, the ability to use or to exercise capacity.
Article 30: Equality before civil law
Race, colour, nationality, ethnic origin, language, religion, age, sex or sexual orientation,
opinion, personal beliefs, political, trade union membership, social category or disadvantaged
category, wealth, social origin, degree of culture and any other similar situation have no
influence on civil capacity.
Article 31: Heritage. Patrimonial masses and patrimony of affectation
(1)Any natural or legal person is the holder of a patrimony that includes all the rights and
debts that can be valued in money and belong to it.
(2)It may be the subject of a division or damage only in the cases and under the conditions
laid down by law.
(3)The affected patrimony are the fiduciary patrimonial masses, established according to the
provisions of Title IV of Book III, those affected to the exercise of an authorized profession,
as well as other patrimony determined according to the law.
Article 32: Intrapatrimonial transfer
(1)In case of division or affectation, the transfer of rights and obligations from one
patrimonial mass to another, within the same patrimony, is made in compliance with the
conditions provided by law and without prejudice to the creditors' rights over each
patrimonial estate.
(2)In all the cases provided for in paragraph 1, the transfer of rights and obligations from one
estate to another shall not constitute disposal.
Article 33: Individual professional patrimony
(1)The constitution of the patrimonial estate assigned to the individual exercise of an
authorized profession shall be established by the act concluded by the holder, in compliance
with the formal and publicity conditions provided by the law.
(2)The provisions of paragraph 1 shall also apply accordingly in the event of the increase or
reduction of the individual occupational assets.
(3)The liquidation of the individual professional patrimony is made in accordance with the
provisions of articles 1.941-1.948, unless otherwise provided by law.
TITLE II:Person
CHAPTER I:Civil capacity of the natural person
SECTION 1:Capacity to use
Article 34: Notion
The capacity to use is the ability of the person to have civil rights and obligations.
Article 35: Duration of capacity to use
The capacity for use begins at the birth of the person and ceases with his death.
Article 36: Rights of the conceived child
The rights of the child are recognized from conception, but only if he is born alive. The
provisions of Article 412 relating to the legal time of conception shall apply.
SECTION 2:Exercise capacity
Article 37: Notion
The capacity to exercise is the ability of the person to conclude civil legal acts on his own.
Article 38: The beginning of the exercise capacity
(1)Full exercise capacity begins on the date when the person becomes of age.
(2)The person becomes of age at the age of 18.
Article 39: Situation of the married minor
(1)The minor acquires, through marriage, the full capacity for exercise.
(2)If the marriage is annulled, the minor who was in good faith at the conclusion of the
marriage retains full legal capacity.
Article 40: Anticipated exercise capacity
For good reasons, the guardianship court may grant the minor who has reached the age of 16
full legal capacity. For this purpose, the parents or guardian of the minor will also be heard,
taking, where appropriate, the opinion of the family council.
Article 41: Restricted exercise capacity
(1)The minor who has reached the age of 14 years has limited exercise capacity.
(11)It has limited capacity for exercise and the major who benefits from judicial counseling.
(2)The legal acts of the person with limited exercise capacity shall be concluded by him/her,
with the consent of the parents or, as the case may be, of the guardian, and in the cases
provided by the law, and with the opinion of the family council, if any, the authorization of
the guardianship court. The consent, opinion or authorization may be given, at the latest, at
the time of conclusion of the act.
(3)However, the person with limited legal capacity may do alone acts of preservation, acts of
administration which do not prejudice him, acts of acceptance of an inheritance or acceptance
of liberalities without encumbrances, as well as acts of small disposition of a current nature
and which are executed on the date of their conclusion. The provisions of Article 168(4) shall
remain applicable.
Article 42: The regime of certain acts of the person with limited legal capacity
(1)The minor may conclude legal acts regarding the work, artistic or sports occupations or
related to his profession, with the consent of his parents or guardian, as well as in compliance
with the provisions of the special law, if applicable.
(2)In this case, the minor exercises the rights himself and in the same way executes the
obligations arising from these acts and may dispose of the acquired income himself.
(3)The provisions of this Article shall also apply to a staff person receiving judicial advice, in
so far as the guardianship court does not provide otherwise.
Article 43: Lack of exercise capacity
(1)Apart from other cases provided by law, they do not have the capacity to exercise:
a)a minor who has not reached the age of 14;
b)he who benefits from the measure of special guardianship.
(2)For those who do not have the capacity to exercise, the legal acts are concluded, on their
behalf, by their legal representatives, under the conditions provided by the law.
(3)However, the person lacking the capacity to exercise may conclude alone the specific acts
provided for by law, the acts of preservation, as well as the acts of small disposition, of a
current nature and which are executed at the time of their conclusion. The provisions of
Article 168(4) shall remain applicable.
(4)Acts which the person lacking the capacity to act can conclude on his own may also be
done by his legal representative, unless the law would provide otherwise or the nature of the
act would not allow him to do so.
Article 44: Sanction
(1)Acts performed by a person without legal capacity or with limited legal capacity, other
than those referred to in Articles 41(3) and 43(3), as well as acts done by the guardian
without the opinion of the family council or the authorisation of the guardianship court,
where they are required by law, shall be voidable, even without proof of damage.
(2)The person lacking the capacity to exercise or with limited capacity of exercise may
invoke alone, in the defence, the annulment of the act for the violation of the legal provisions
on the exercise capacity.
Article 45: Fraud committed by the incapable
The mere declaration that he is capable of contracting, made by the one lacking the capacity
to exercise or with limited capacity to exercise, does not remove the voidability of the act. If,
however, it has used dolosive manipulations, the court, at the request of the misleading party,
may maintain the contract when it considers that it would constitute an appropriate civil
penalty.
Article 46: Cancellation regime
(1)The action for annulment may be exercised by the legal representative, by the minor who
has reached the age of 14 years, by the one who benefits from judicial counseling, as well as
by the legal guardian or by the family council, as the case may be.
(2)When the act was concluded without the authorization of the guardianship court, necessary
according to the law, it will notify the prosecutor in order to exercise the action for
annulment.
(3)The person capable of contracting may not oppose the cancellation of the contract or bring
an action for annulment, but may request the maintenance of the contract and the reduction or
increase of his own benefit, as the case may be.
Article 47: Limits of the obligation to refund
A person who is not incapable of legal activities or of restricted legal capacity shall be liable
to reimbursement only to the extent of the benefit achieved. The provisions of Articles 1.635
to 1.649 shall apply accordingly.
Article 48: Confirmation of the voidable act
The minor who became of age or the one in respect of whom the measure of judicial
counseling or special guardianship has ceased may confirm the act done alone during the
minority or during the period in which he was under protection, when he was to be
represented or assisted. After downloading the guardian, he may also confirm the act done by
his guardian without complying with all the formalities required for its valid conclusion.
During the minority or the period during which the major benefits from the measure of
judicial counseling, the confirmation of the voidable act may be made only under the
conditions of Articles 1.263 and 1.264.
SECTION 3:Judicial declaration of death
Article 49: General case
(1)If a person is missing and there are indications that he/she has passed away, he/she may be
declared dead by court decision, at the request of any interested person, if at least 2 years
have elapsed since the date of receipt of the last information or indications from which it
appears that he/she was alive.
(2)If the date of receipt of the latest information or indications of the missing person cannot
be accurately determined, the time limit referred to in paragraph 1 shall be counted from the
end of the month in which the last information or indications were received and, if the month
cannot be determined, from the end of the calendar year.
Article 50: Special cases
(1)The one who disappeared in special circumstances, such as floods, earthquakes, railway or
air catastrophe, shipwreck, in the course of war deeds or in another similar circumstance,
which justifies the presumed death, can be declared dead, if at least 6 months have passed
since the date of the circumstance in which the disappearance occurred.
(2)If the day on which the circumstance occurred when the disappearance occurred cannot be
established, the provisions of Article 49(2) shall apply accordingly.
(3)When it is certain that the death has occurred, although the body cannot be found or
identified, death can be declared by court order, without waiting for any time to elapse since
the disappearance.
Article 51: Procedure for declaring death
The settlement of the application for declaration of death is made according to the provisions
of the Code of Civil Procedure.
Article 52: Presumed date of death of the missing person
(1)The one declared dead is reckoned to have passed away on the date which the final
judgment established as that of death. If the judgment does not also show the time of death, it
is reckoned that the one declared dead died in the last hour of the day established as that of
death.
(2)In the absence of sufficient evidence, it shall be established that the person declared dead
died within the last hour of the last day of the period laid down in Article 49 or 50, as the case
may be.
(3)The court may rectify the date of death determined in accordance with paragraphs 1 and 2
if it is proved that it was not possible for the person declared dead to have died on that date.
In this case, the date of death shall be that set by the rectification decision.
Article 53: Presumption
The missing one is reckoned to be alive unless a declaratory death decision has become final.
Article 54: Annulment of the decision declaring death
(1)If the person declared dead is alive, it may be requested, at any time, the annulment of the
decision declaring death.
(2)He who has been declared dead may, after the annulment of the declaratory judgment of
death, request the return of his property in kind, and if this is not possible, their restitution by
equivalent. However, the acquirer for consideration shall not be obliged to return them
unless, subject to the provisions relating to the land register, proof is furnished that at the time
of acquisition he knew or should have known that the person declared dead was alive.
Article 55: Discovery of the death certificate
Any person concerned may at any time request the annulment of the declaratory decision on
death if the death certificate of the person declared dead is discovered.
Article 56: Payment to the heirs appearing to the heirs
Payment made to the legal heirs or legatees of a person, which reappears after the declaratory
death decision, is valid and liberatory, if it was made before the entry of death from the civil
status register was removed from the civil status register, unless the person who made the
payment knew that the person declared dead was alive.
Article 57: Rights of the heir apparent
The heir apparent who learns that the person who has been declared deceased by court
decision is alive retains possession of the property and acquires their fruits, as long as the
reappeared one does not request their restitution.
 CHAPTER II:Respect due to the human being and his inherent rights
SECTION 1:Common provisions
Article 58: Personality rights
(1)Everyone has the right to life, to health, to physical and mental integrity, to dignity, to his
own image, to respect for private life, and other such rights recognized by law.
(2)These rights shall not be transferable.
Article 59: Identifying attributes
Everyone has the right to his name, domicile, residence, as well as to a civil status acquired
under the law.
Article 60: The right to dispose of oneself
The natural person has the right to dispose of himself, if he does not violate the rights and
freedoms of others, public order or morality.
SECTION 2:The rights to life, health and integrity of the natural person
Article 61: Guaranteeing the rights inherent in the human being
(1)The life, health and physical and mental integrity of any person are equally guaranteed and
protected by the law.
(2)The interest and good of the human being must take precedence over the unique interest of
society or science.
Article 62: Prohibition of eugenic practice
(1)No one can harm the human species.
(2)Any eugenic practice that tends to organize the selection of people is forbidden.
Article 63: Interventions on genetic characters
(1)Any medical intervention on genetic characters aimed at altering the progeny of the person
shall be prohibited, except for those concerning the prevention and treatment of genetic
diseases.
(2)Any intervention aimed at the creation of a human being genetically identical to another
living or dead human being and the creation of human embryos for research purposes shall be
prohibited.
(3)The use of medically assisted human reproduction techniques shall be permitted for the
choice of the sex of the future child only for the purpose of avoiding a serious hereditary
disease linked to his or her sex.
Article 64: Inviolability of the human body
(1)The human body is inviolable.
(2)Everyone has the right to his or her physical and mental integrity. The integrity of the
human being may be prejudiced only in the cases and under the conditions expressly and
restrictively provided by law.
Article 65: Examination of genetic characteristics
(1)The examination of the genetic characteristics of a person may be carried out only for
medical or scientific research purposes, carried out in accordance with the law.
(2)The identification of a person on the basis of his genetic fingerprints may be carried out
only in the framework of civil or criminal judicial proceedings, as the case may be, or for
medical or scientific research purposes, carried out in accordance with the law.
Article 66: Prohibition of certain patrimonial acts
Any acts having as their object the conferring of a patrimonial value to the human body, its
elements or products are null and void, except in the cases expressly provided by law.
Article 67: Medical interventions on a person
No person may be subjected to experiences, tests, samples, treatments or other interventions
for therapeutic purposes or for scientific research purposes except in the cases and under the
conditions expressly and exhaustively provided by law.
Article 68: Procurement and transplantation from living people
(1)The procurement and transplantation of organs, tissues and cells of human origin from
living donors shall be carried out exclusively in the cases and under the conditions laid down
by law, with their free, prior and express written consent and only after having been
informed, in advance, of the risks of the intervention. In all cases, the donor may revert to his
consent until the time of sampling.
(2)It is forbidden to remove organs, tissues and cells of human origin from minors, as well as
from living persons, indiscriminately because of a mental disability, a serious mental disorder
or for another similar reason, except in the cases expressly provided for by law.
Article 69: Referral to the court
At the request of the person concerned, the court may take all necessary measures to prevent
or bring to an end any unlawful interference with the integrity of the human body and to
order compensation, under the conditions laid down in Articles 252 to 256, of the material
and non-material damage suffered.
SECTION 3:Respect for the privacy and dignity of the human person
Article 70: Right to free expression
(1)Everyone has the right to freedom of expression.
(2)The exercise of this right may be restricted only in the cases and within the limits provided
for in Article 75.
Article 71: Right to privacy
(1)Everyone has the right to respect for his or her private life.
(2)No one shall be subject to any interference with his or her intimate, personal or family life,
or in his home, residence or correspondence, without his consent or without respecting the
limits laid down in Article 75.
(3)It is also forbidden to use, in any way, correspondence, manuscripts or other personal
documents, as well as information from the private life of a person, without his consent or
without respecting the limits laid down in Article 75.
Article 72: Right to dignity
(1)Everyone has the right to respect for his dignity.
(2)Any damage to a person's honour and reputation shall be prohibited without his consent or
without respecting the limits laid down in Article 75.
Article 73: The right to one's own image
(1)Everyone has the right to their own image.
(2)In exercising the right to his own image, he may in any way prohibit or impede the
reproduction of his physical appearance or voice or, where appropriate, the use of such
reproduction. The provisions of Article 75 shall remain applicable.
Article 74: Touching privacy
Subject to the application of Article 75, the following may be considered as invasions of
privacy:
a)entering or remaining without right in the dwelling or taking from it any object without the
consent of the person who legally occupies it;
b)the unlawful interception of a private conversation, carried out by any technical means, or
the knowing use of such interception;
c)capturing or using the image or voice of a person in a private space without their consent;
d)the dissemination of images depicting the interiors of a private space, without the consent
of the person legally occupying it;
e)keeping private life under observation, by any means, except in cases expressly provided
for by law;
f)disseminating news, debates, inquiries or written or audiovisual reports on intimate,
personal or family life without the consent of the person concerned;
g)disseminating material containing images of a person undergoing treatment in healthcare
facilities, as well as personal data on the state of health, problems of diagnosis, prognosis,
treatment, circumstances related to the disease and various other facts, including the result of
the autopsy, without the consent of the person concerned, and if he or she is deceased,
without the consent of the family or entitled persons;
h)using, in bad faith, the name, image, voice or similarity to another person;
i)the dissemination or use of correspondence, manuscripts or other personal documents,
including data concerning domicile, residence and telephone numbers of a person or
members of his family, without the consent of the person to whom they belong or who, where
appropriate, has the right to dispose of them.
Article 75: Limits
(1)The violations of the rights provided for in this section are not a violation of the rights
provided for in this section by the violations that are permitted by law or by the international
conventions and covenants on human rights to which Romania is a party.
(2)The exercise of constitutional rights and freedoms in good faith and in compliance with
the international covenants and conventions Romania is a party to does not constitute a
violation of the rights provided for in this section.
Article 76: Presumption of consent
When the person to whom a piece of information or material refers makes it available to a
natural or legal person who is aware of his activity in the field of public information, consent
to its use shall be presumed, without the need for a written consent.
Article 77: Processing of personal data
Any processing of personal data, by automatic or non-automatic means, may be carried out
only in the cases and under the conditions stipulated by the special law.
SECTION 4:The respect due to the person even after his death
Article 78: Respect due to the deceased
The deceased is owed respect for his memory as well as his or her body.
Article 79: Prohibition of touching the memory of the deceased
The memory of the deceased person is protected under the same conditions as the image and
reputation of the living person.
Article 80: Respect for the will of the deceased
(1)Any person can determine the manner of his own funeral and dispose of his or her body
after death. In the case of minors who lack the capacity to exercise or with limited capacity to
exercise, the written consent of the parents or, as the case may be, of the guardian is also
required.
(2)In the absence of an express choice of the deceased person, the will of the husband,
parents, descendants, collateral relatives up to the fourth degree inclusive, universal legatees
or universally or the order of the mayor of the commune, city, municipality or sector of
Bucharest municipality in whose territorial radius the death occurred, will be respected in
order. In all cases, the confessional belonging of the deceased person shall be taken into
account.
Article 81: Collection from deceased persons
The removal of human organs, tissues and cells, for therapeutic or scientific purposes, from
the deceased persons shall be carried out only under the conditions laid down by law, with
the written consent, expressed during his life, of the deceased person or, in the absence
thereof, with the written, free, prior and express consent given, in order, by the surviving
spouse, by the parents, by the descendants or, finally, by relatives in collateral line up to and
including the fourth degree.
CHAPTER III:Identification of the natural person
SECTION 1:Name
Article 82: Right to name
Everyone has the right to the name established or acquired, according to the law.
Article 83: Name structure
The name includes the surname and the first name.
Article 84: Acquiring the name
(1)The surname is acquired through the effect of parentage and can be modified by the effect
of changing the civil status, under the conditions provided by the law.
(2)The first name is established on the date of registration of birth, based on the birth
declaration. It is forbidden for the civil status officer to register indecent, ridiculous first
names and the like, such as to affect the public order and good morals or the interests of the
child, as the case may be.
(3)The surname and surname of the found child, born of unknown parents, as well as those of
the child who is left by the mother in the hospital, and her identity was not established within
the term provided by law, shall be established by the order of the mayor of the commune,
city, municipality or sector of Bucharest municipality in whose territorial radius the child was
found or, as the case may be, it was found that he had left it, in accordance with the special
law.
Article 85: Change the name by administrative means
Romanian citizens can obtain, under the law, the administrative change of the surname and
surname or only one of them.
SECTION 2:Domicile and residence
Article 86: Right of domicile and residence
(1)Romanian citizens have the right to freely establish or change their domicile or residence,
in the country or abroad, except for the specific cases provided by law.
(2)Unless otherwise provided by law, a natural person may have at the same time only one
domicile and one residence, even when he owns several dwellings.
Article 87: Residence
The domicile of the natural person, in order to exercise his civil rights and freedoms, is where
he declares that he has his main residence.
Article 88: Residence
The residence of the natural person is in the place where he has his secondary home.
Article 89: Establishment and change of residence
(1)The establishment or change of domicile shall be made in compliance with the provisions
of the special law.
(2)The establishment or change of residence does not operate until the person occupying or
moving to a certain place has done so with the intention of having the main home there.
(3)Proof of intention results from statements by the person made to the administrative bodies
competent to operate the establishment or change of residence, and in the absence of such
declarations, from any other factual circumstances.
Article 90: Presumption of domicile
(1)Residence will be considered a domicile when it is not known.
(2)In the absence of residence, the natural person is considered to be residing at the place of
the last domicile, and if this is not known, at the place where that person is located.
Article 91: Proof
(1)The proof of domicile and residence shall be made with the entries contained in the
identity card.
(2)In the absence of these mentions or when they do not correspond to reality, the
establishment or change of domicile or residence cannot be opposed to other persons.
(3)The provisions of paragraph 2 shall not apply where the domicile or residence has been
known by other means to the person to whom it is opposed.
Article 92: Domicile of the minor and of the person benefiting from the special
guardianship measure
(1)The domicile of the minor who has not acquired full legal capacity under the conditions
laid down by law is with his parents or with the one of his parents with whom he/she lives
steadfastly.
(2)If the parents have separate domiciles and do not understand which of them the child will
reside in, the guardianship court, listening to the parents as well as the child, if he or she has
reached the age of 10, will decide taking into account the interests of the child. Until the court
decision becomes final, the minor is presumed to have his/her domicile with the parent where
he/she steadfastly lives.
(3)By way of exception, in the situations provided by law, the minor's domicile may be with
the grandparents, other relatives or trusted persons, with their consent. Also, the minor's
domicile may be at a protection institution.
(4)The minor's domicile, if only one of his/her parents represents him/her or if he/she is under
guardianship, as well as the domicile of the person benefiting from special guardianship, is
with the legal representative, unless otherwise ordered by the latter.
Article 93: Special cases
The domicile of the child temporarily or permanently deprived of the protection of his/her
parents and subject to special protection measures, in the cases provided by law, shall be at
the institution, family or persons to whom he/she was placed in foster care.
Article 94: Domicile of the person placed under trusteeship
If a trusteeship has been established over the property of the missing person, he shall have his
domicile with the curator, in so far as he is entitled to represent him.
Article 95: Residence at the special curator
If a special curator has been appointed for the administration of the estate, those called to
inherit shall have their domicile with the curator, in so far as he is entitled to represent them.
Article 96: Professional residence
The person who operates an enterprise has his domicile and place of that enterprise, in all
respects of the patrimonial obligations that were born or are to be performed in that place.
Article 97: Domicile chosen
(1)The parties to a legal act may choose a domicile for the exercise of rights or the
performance of obligations arising from that act.
(2)The choice of domicile is not presumed, but must be made in writing.
SECTION 3:Civil status acts
Article 98: Marital status
The civil status is the right of the person to individualize himself/ herself, in the family and
society, through the strictly personal qualities arising from the civil status acts and deeds.
Article 99: Proof of civil status
(1)The civil status is proved by the birth, marriage and death acts drawn up, according to the
law, in the civil status registers, as well as by the civil status certificates issued on their basis.
(2)The civil status acts are authentic documents and prove until the registration in forgery, for
what represents the personal findings of the civil status officer, and, until proven otherwise,
for the other mentions.
(3)The court decision given on the marital status of a person is enforceable against any other
person as long as a new judgment has not established the contrary.
(4)If a court decision has established a certain civil status of a person, and by a subsequent
court decision an action is admitted challenging the civil status thus established, the first
judgment loses its effects on the date of the final stay of the second judgment.
Article 100: Cancellation, completion, modification or rectification of civil status acts
(1)The annulment, completion or modification of civil status acts and of the mentions written
on them can be made only on the basis of a final court decision.
(2)The rectification of the civil status acts and of the mentions written on their margins
can be made, ex officio or upon request, only on the basis of the mayor's order from the
city hall that keeps the civil status act.
*) By Decision no. 28/2021, the High Court of Cassation and Justice admits the appeal in the
interest of the law and establishes that, in the interpretation and uniform application of the
provisions of Article 100 paragraph (2) and (4) of Law no. 287/2009 on the Civil Code, the
courts have the procedural substantive jurisdiction to settle in the first instance the
applications for annulment/appeals filed against the orders issued by the mayors in solving
the applications for rectification of the civil status acts.
(3)The civil status may be modified on the basis of a decision annulling, supplementing or
modifying a civil status act only if an action for modifying the civil status has also been
formulated, admitted by a court decision that has become final.
(4)The court decision ordering the annulment, completion or modification of a civil
status act, as well as the registration made on the basis of such a judgment, are
enforceable against any other person as long as a new judgment has not established the
contrary. The administrative act by which the rectification of a civil status act was
ordered, as well as the registration made on its basis, are opposable to any person until
proven otherwise.
*) By Decision no. 28/2021, the High Court of Cassation and Justice admits the appeal in the
interest of the law and establishes that, in the interpretation and uniform application of the
provisions of Article 100 paragraph (2) and (4) of Law no. 287/2009 on the Civil Code, the
courts have the procedural substantive jurisdiction to settle in the first instance the
applications for annulment/appeals filed against the orders issued by the mayors in solving
the applications for rectification of the civil status acts.
Article 101: Registration of mentions on the civil status act
The annulment, completion, modification and rectification of a civil status act or of a mention
inscribed on it, ordered by a court decision that has become final or, as the case may be, by
order of the mayor, shall be entered only by mention on the corresponding civil status act. To
that end, the judgment which has become final shall be served immediately, of its own
motion, by the court which last ruled on the merits.
Article 102: Documents drawn up by a non-competent civil status officer
The civil status acts drawn up by a person who has publicly exercised the duties of civil
status officer, in compliance with all the legal provisions, are valid, even if that person did
not have this capacity, unless the beneficiaries of these acts knew, at the time of their
elaboration, the lack of this quality.
Article 103: Other means of proof of civil status
The civil status may be proved, before the court, by any means of proof, if:
a)there were no civil status registers;
b)the civil status registers have been lost or destroyed, in whole or in part;
c)it is not possible to purchase from abroad the civil status certificate or the extract from the
civil status act;
d)the drawing up of the civil status act was omitted or, as the case may be, refused.
TITLE III:Protection of the natural person
CHAPTER I:General provisions
Article 104: General conditions
(1)Any measure of protection of the natural person shall be established only in his interest.
(2)In taking a precaution, account must be taken of the possibility for the natural person to
exercise his rights and to fulfil his obligations in respect of the person and his property.
(3)Measures to protect the majority and decisions concerning his person shall ensure respect
for his dignity, rights and freedoms, his will, needs and preferences, as well as the
safeguarding of his autonomy.
(4)The measures of protection of the major are ordered for the shortest possible term, only in
case of necessity, and are proportional and individualized depending on the degree of
alteration of the mental faculties, as well as on the needs of the protected person and the
circumstances in which he finds himself.
(5)Measures for the protection of the majority are ordered only if the court considers that it is
not sufficient to defend the interests of the protected person the establishment of the measure
of assistance for the conclusion of legal acts, the application of the rules of ordinary law in
the field of representation, those relating to the rights and obligations of the spouses or the
consent of a protection mandate concluded by the person concerned.
Article 105: Protected persons
Minors and those who, although capable, due to old age, illness or other reasons provided by
law, cannot manage their assets or defend their interests under appropriate conditions are
subject to special measures of protection.
Article 106: Protection measures
(1)The protection of the minor is carried out through the parents, through the institution of
guardianship, through the placement or, as the case may be, through other special protection
measures specifically provided by the law.
(2)The protection of the major takes place by instituting the measure of judicial counseling or
special guardianship or trusteeship or another measure provided for by law.
Article 107: Guardianship court
(1)The procedures provided by this Code regarding the protection of the natural person are
within the competence of the guardianship and family court established according to the law,
hereinafter referred to as the guardianship court.
(2)In all cases, the guardianship court shall immediately hear these claims.
Article 108: Protection of the person through guardianship
(1)The protection of the natural person through guardianship shall be carried out by the
guardian, appointed or appointed, under the terms of this Code, as well as by the family
council, as an advisory body.
(2)The family council may be set up by the guardianship court only at the request of the
persons concerned.
(3)If the family council is not constituted, its powers will be exercised by the guardianship
court.
Article 109: Protection of the person through trusteeship
The protection of the natural person through the trusteeship takes place only in the cases and
conditions provided by the law.
CHAPTER II:Guardianship of the minor
SECTION 1:Opening the guardianship
Article 110: Cases of establishment
The guardianship of the minor is established when both parents are, as the case may be,
deceased, unknown, deprived of the exercise of parental rights or have been imposed a
criminal penalty of the prohibition of parental rights, benefit from judicial counseling or
special guardianship, are missing or declared dead, as well as if, upon termination of the
adoption, the court decides that it is in the minor's interest to establish a guardianship. The
provisions of Article 503(1)1) shall remain applicable.
Article 111: Persons obliged to notify the guardianship court
As soon as they become aware of the existence of a minor without parental care in the cases
provided for in Article 110, they shall notify the guardianship court of:
a)persons close to the minor, as well as administrators and tenants of the house where the
minor lives;
b)the civil status service, on the occasion of the registration of the death of a person, as well
as the notary public, on the occasion of the opening of a successional procedure;
c)courts of law, on the occasion of sentencing to criminal punishment the prohibition of
parental rights;
d)the prosecutor, the local public administration authorities, the protection institutions, as
well as any other person.
SECTION 2:Guardian
Article 112: The person who can be appointed guardian
(1)A natural person or a husband and wife may be a guardian, together, if they are not in any
of the cases of incompatibility provided for in this Code.
(2)If in the situation referred to in Article 110 there are several minors who are brothers or
sisters, a single guardian is usually appointed.
Article 113: People who cannot be appointed guardian
(1)She cannot be a guardian:
a)the minor, the person who benefits from special guardianship or judicial counseling, the
person in respect of whom the measure of assistance for the conclusion of legal acts has been
instituted, the person in respect of whom a protection mandate has been approved or the
person placed under trusteeship;
b)the one who has been deprived of the exercise of parental rights has declared himself
incapable of being a guardian;
c)the one to whom the exercise of civil rights has been restricted, either under the law or by a
court decision, as well as the one with ill-treatment retained as such by a court of law;
d)he who, in the exercise of guardianship, has been removed from it under the conditions of
Article 158;
e)the one in a state of insolvency;
f)he who, because of interests contrary to those of the minor, would not be able to perform
the task of guardianship;
g)the one removed by authentic deed or by will by the parent who exercised parental
authority alone, at the time of death.
(2)If one of the circumstances referred to in paragraph 1 arises or is discovered during
guardianship, the guardian shall be removed in accordance with the same procedure as when
appointing him or her.
Article 114: Appointment of the guardian
(1)The parent may designate, by unilateral act or by agreement, concluded in authentic form,
or, as the case may be, by will, the person who is to be appointed guardian of his children.
(2)The appointment made by the parent who at the time of death was deprived of parental
rights is ineffective.
(3)The designation made under paragraph 1 may be revoked at any time by the parent, even
by a private document.
(4)The document revoking the person appointed to be appointed as guardian shall be entered
in the register provided for in Article 1.046 or Article 2.033, as the case may be.
(5)The notary public or the guardianship court, as the case may be, shall be obliged to check
in the registers provided for in paragraph 4 whether the person appointed to be guardian has
not been revoked.
(6)The parent with full capacity to exercise, who exercises parental authority over his minor
child or who is the guardian of his/her adult child in respect of whom the special guardianship
has been established, may conclude a contract of protection mandate with regard to his/her
care, for the situation in which the principal dies or is no longer able to perform his/her
guardianship task. The provisions of this paragraph shall also apply to relatives up to and
including the second degree who are guardians of the minor or of the adult enjoying special
guardianship.
Article 115: Appointment of several tutors
If several persons have been appointed as guardian, without any preference, or there are
several relatives, affinities or friends of the minor's family able to perform the guardianship's
duties and who express their desire to be a guardian, the guardianship court will decide taking
into account their material conditions, as well as the moral guarantees necessary for the
harmonious development of the minor.
Article 116: Interim
(1)The person called upon to guardianship in accordance with the provisions of Article 114
may be removed by the court without his consent only if he is in any of the cases provided for
in Article 113 or if by appointing him the interests of the minor would be endangered.
(2)If the person called to guardianship is only temporarily prevented from exercising the
duties conferred on him, the guardianship court, after the cessation of the prevention,
appoints him as guardian at his request, but not later than 6 months after the opening of the
guardianship. Until then, the court appoints a provisional guardian.
(3)After the 6 months have passed, if the designated person has not requested his/her
appointment as guardian, the one provisionally appointed as guardian remains to continue to
perform the duties of guardianship until the appointment of a guardian under the terms of
Article 118.
Article 117: Guarantees
Upon appointment or, as the case may be, during guardianship, the guardianship court may
decide, of its own motion or at the request of the family council, that the guardian shall give
real or personal guarantees, if the interests of the minor require such a measure. In this case, it
shall determine according to the circumstances the manner and extent of the guarantees.
Article 118: Appointment of the guardian by the guardianship court
(1)In the absence of a designated guardian, the guardianship court shall, as a priority, appoint
as guardian, if no good reasons are opposed, a relative or affinity or a friend of the minor's
family, able to perform this task, taking into account, as the case may be, the personal
relations, the proximity of the domiciles, the material conditions and the moral guarantees
presented by the person called for guardianship.
(2)If none of the persons referred to in paragraph 1 is able to assume guardianship, the
guardianship court shall appoint a personal representative who has acquired this
capacity under the terms of the special law.
*) ATTENTION! According to Article 26(2) of Law. 140/2022, the provisions of Article 118
paragraph (2), as regulated, respectively amended by this Law, shall enter into force on the
date to be provided by the special law on the personal representative.
Article 119: Appointment procedure
(1)The appointment of the guardian shall be made, with his/her consent, by the guardianship
court in the council chamber, by final decision. Where the appointment of the guardian has
been made by agreement, the person appointed as guardian may refuse the appointment only
on the grounds referred to in Article 120(2).
(2)Listening to the minor who has reached the age of 10 years is mandatory.
(3)In the absence of an appointed guardian, if the guardianship court has set up the family
council, the guardian shall be appointed, in accordance with paragraph (1), in consultation
with the family council.
(4)The appointment decision shall be communicated in writing to the guardian and shall be
posted at the headquarters of the guardianship court and at the town hall of the minor's
domicile.
(5)The rights and duties of the guardian shall begin from the date of communication of the
conclusion of the appointment.
(6)In the meantime, the guardianship court may take interim measures required by the
interests of the minor, and may even appoint a special curator.
Article 120: Refusal to continue guardianship
(1)The one appointed guardian is obliged to continue the performance of the guardianship's
duties.
(2)May refuse to continue guardianship:
a)he who is 60 years of age;
b)pregnant woman or mother of a child under 8 years of age;
c)he who raises and educates 2 or more children;
d)he who, because of illness, infirmity, the kind of activities carried out, the removal of his
home from the place where the minor's property is located or for other justified reasons,
would no longer be able to perform this task.
Article 121: Replace the guardian
If any of the circumstances referred to in Article 120(2) arises during guardianship, the
guardian may request to be replaced. The request for replacement is addressed to the
guardianship court, which will decide as a matter of urgency. Pending the settlement of his
request for replacement, he shall be obliged to continue exercising his powers.
Article 122: Personal character of guardianship
(1)Guardianship is a personal task.
(2)However, the guardianship court, with the opinion of the family council, may, taking into
account the size and composition of the minor's patrimony, decide that the administration of
the patrimony or only of a part of it shall be entrusted, according to the law, to a natural
person or specialized legal person.
Article 123: Free guardianship
(1)Guardianship is a free task.
(2)However, the guardian may be entitled, during the exercise of guardianship duties, to a
remuneration the amount of which will be determined by the guardianship court, with the
opinion of the family council, taking into account the work done in the administration of the
estate and the material condition of the minor and the guardian, but not more than 10% of the
income produced by the minor's assets. The guardianship court, with the opinion of the
family council, may modify or suppress this remuneration, according to the circumstances.
SECTION 3:Family Council
Article 124: The role of the family council
(1)The family council may be set up to supervise the way in which the guardian exercises
his/her rights and performs his/her duties with regard to the person and property of the minor.
(2)In case of protection of the minor through parents, by placement or, as the case may be, by
other special protection measures provided by law, the family council will not be established.
Article 125: Family board members
(1)The guardianship court may set up a family council, composed of 3 relatives or affinities,
taking into account the degree of kinship and personal relations with the minor's family. In
the absence of relatives or affinities, other persons who have had friendly ties with the
minor's parents or who show interest in his situation may be appointed.
(2)Husband and wife cannot together be members of the same family council.
(3)Under the same conditions, the guardianship court also appoints 2 alternates.
(4)The guardian cannot be a member of the family council.
Article 126: Other provisions applicable to the family council
The provisions of Articles 113, 120(1) and (2)(d), 121 and 147 shall apply accordingly to the
members of the family council.
Article 127: Modification of the family council
Apart from the case provided for in Article 131, the composition of the family council may
not be changed during guardianship, unless the interests of the minor would require such a
change or if, by the death or disappearance of one of the members, it would be necessary to
complete it.
Article 128: Establishment of the family council
(1)In order to set up the family council, the persons who meet the conditions to be members
are summoned to the minor's domicile by the guardianship court, ex officio or upon
notification of the minor, if he/she has reached the age of 14, of the appointed guardian, of
any other persons who have knowledge of the minor's situation.
(2)The appointment of the members of the family council shall be made with their consent.
(3)A minor who has reached the age of 10 shall be heard under The terms of Article 264.
Article 129: Operation of the family council
(1)The family council is convened at least 10 days before the date of the meeting by the
guardian, on his own initiative or at the request of any of its members, of the minor who has
reached the age of 14 or of the guardianship court. With the agreement of all the members of
the family council, the convocation may be made even earlier than the end of the 10-day term
before the date of the meeting. In all cases, the presence of all the members of the family
council shall cover the irregularity of the summons.
(2)Those summoned shall be obliged to appear in person at the place indicated in the notice
of convocation. If they are unable to appear, they may be represented by persons who are
relatives or affinities with the minor's parents, if these persons are not appointed or convened
in their own name as members of the family council. The spouses can represent each other.
(3)Family council meetings are held at the minor's home. If the summons was made at the
request of the guardianship court, the hearing shall be held at its registered office.
Article 130: Powers
(1)The Family Council gives advisory opinions, at the request of the guardian or the
guardianship court, and takes decisions in the cases provided for by law. Advisory opinions
and decisions shall be validly taken by a majority vote of its members, the Council being
chaired by the oldest person.
(2)When decisions are taken, the minor who has reached the age of 10 shall be heard, the
provisions of Article 264 being applicable accordingly.
(3)The decisions of the family council shall be motivated and recorded in a specially
established register, which shall be kept by one of the members of the council, appointed for
this purpose by the guardianship court.
(4)Acts concluded by the guardian in the absence of an advisory opinion are voidable. The
conclusion of the act with the non-observance of the opinion attracts only the responsibility
of the guardian. The provisions of Article 155 shall apply accordingly.
Article 131: Replacement of the family council
The guardian may request the establishment of a new council, if in the complaints made
under this Code the court has decided at least twice, definitively, against the decisions of the
family council.
Article 132: Impossibility of setting up the family council
If in the case provided for in Article 131 it is not possible to set up a new council, as in the
case of a contrary interest between the minor and all the members of the family council and
alternates, the guardian may apply to the guardianship court for authorisation to exercise
guardianship alone.
SECTION 4:Exercise of guardianship
SUBSECTION 1:General provisions
Article 133: Exercise of guardianship in the interest of the minor
Guardianship is exercised only in the interest of the minor both in terms of the person and
his/her property.
Article 134: Content of guardianship
(1)The guardian has the duty to care for the minor.
(2)He is obliged to ensure the care of the minor, his health and his physical and mental
development, his education, teaching and professional training, according to his/her abilities.
Article 135: Guardianship exercised by both spouses
(1)If there are 2 spouses as guardians, they are jointly responsible for the exercise of
guardianship duties. The provisions on parental responsibility shall apply accordingly.
(2)If one of the spouses brings the divorce action, the court, of its own motion, will notify the
guardianship court in order to order the exercise of guardianship.
SUBSECTION 2:Exercise of guardianship with regard to the minor's person
Article 136: Opinion of the family council
The measures regarding the minor's person shall be taken by the guardian, with the opinion of
the family council, except for the measures of a current nature.
Article 137: Minor's domicile
(1)The minor placed under guardianship has his/her domicile with the guardian. Only with
the authorization of the guardianship court can the minor also have a residence.
(2)By way of exception from the provisions of paragraph (1), the guardian may consent to the
minor having a residence determined by his/her education and professional training. In this
case, the guardianship court will be immediately notified by the guardian.
Article 138: Type of teaching or training
(1)The type of teaching or professional training that the minor who has not reached the age of
14 received at the time of the establishment of the guardianship can be changed by him only
with the consent of the guardianship court.
(2)The guardianship court cannot, against the will of the minor who has reached the age of
14, change the manner of his teaching, decided by the parents or which the minor received at
the time of the establishment of the guardianship.
Article 139: Listening to the minor who has reached the age of 10 years
The guardianship court may not decide without hearing the minor if he or she has reached the
age of 10, the provisions of Article 264 being applicable.
SUBSECTION 3:Exercise of guardianship with regard to the minor's assets
Article 140: Inventory of minor's assets
(1)After the appointment of the guardian and in the presence of him and the members of the
family council, a delegate of the guardianship court will check on the spot all the minor's
assets, drawing up an inventory, which will be subject to the approval of the guardianship
court. The inventory of the minor's assets will start to be drawn up within 10 days from the
appointment of the guardian by the guardianship court.
(2)On the occasion of the inventory, the guardian and the members of the family council are
required to declare in writing, at the express question of the delegate of the guardianship
court, the claims, debts or other claims they have towards the minor. The statements will be
recorded in the inventory report.
(3)The guardian or members of the family council who, knowing their own claims or claims
against minors, have not declared them, although they have been summoned to declare them,
are presumed to have waived them. If the guardian or family council members do not declare
their debts to the minor, although they have been summoned to declare them, they may be
removed from office.
(4)Claims that the guardian or any of the members of the family council, the spouse, a
relative in a straight line or their brothers or sisters have on the minor may be voluntarily paid
only with the authorization of the guardianship court.
Article 141: Documents made in the absence of inventory
Before drawing up the inventory, the guardian may, on behalf of the minor, only acts of
preservation and acts of administration that do not suffer delay.
Article 142: Administration of the minor's assets
(1)The guardian has the duty to administer in good faith the minor's assets. To that end, the
guardian shall act as the administrator responsible for the mere administration of the minor's
assets, the provisions of Title V of Book III being applied accordingly, unless otherwise
provided in this Chapter.
(2)Assets acquired by the minor are not subject to administration free of charge unless the
testator or donor has stipulated otherwise. These assets are administered by the curator or by
the one designated by the disposition deed or, as the case may be, appointed by the
guardianship court.
Article 143: Representation of the minor
The guardian has the duty to represent the minor in the legal acts, but only until he/she
reaches the age of 14.
Article 144: Legal status of disposition acts
(1)The guardian may not, on behalf of the minor, make donations or guarantee the obligation
of another. The exception is the usual gifts, appropriate to the material condition of the minor.
(2)The guardian may not, without the advice of the family council and the authorization of
the guardianship court, make acts of alienation, sharing, mortgage or encumbrance with other
real charges of the minor's assets, renounce his patrimonial rights, as well as validly conclude
any other acts exceeding the right of administration.
(3)Acts done in breach of the provisions of paragraphs 1 and 2 shall be voidable. In these
cases, the action for annulment may be exercised by the guardian, the family council or any
of its members, as well as by the public prosecutor, ex officio or upon referral to the
guardianship court.
(4)However, the guardian may alienate, without the approval of the family council and
without the authorization of the guardianship court, the assets subject to destruction,
degradation, alteration or depreciation, as well as those that have become useless for the
minor.
Article 145: Authorisation of the guardianship court
(1)The guardianship court grants the guardian authorization only if the act meets a need or is
of undoubted use to the minor.
(2)Authorization shall be given for each act separately, setting out, where appropriate, the
conditions for concluding the act.
(3)In the case of sale, the authorisation shall indicate whether the sale will be made by
agreement between the parties, by public auction or otherwise.
(4)In all cases, the guardianship court may indicate to the guardian how the sums of money
obtained are used.
Article 146: Consent and authorization of documents of the minor who has reached the
age of 14 years
(1)The minor who has reached the age of 14 years concludes the legal acts with the written
consent of the guardian or, as the case may be, of the curator.
(2)If the act that the minor who has reached the age of 14 is to conclude is one of those that
the guardian can do only with the authorization of the guardianship court and with the
opinion of the family council, both his authorization and the opinion of the family council
will be required.
(3)The minor may not make donations or wills, other than the usual gifts according to his
material condition or testamentary dispositions concerning goods of small value, nor
guarantee the obligations of another.
(4)Acts carried out in breach of paragraphs 1 to 3 shall be voidable, the provisions of Article
144(3) being applicable accordingly.
Article 147: Prohibition of certain legal acts
(1)It is forbidden, under the sanction of relative nullity, the conclusion of legal acts between
the guardian or the spouse, a relative in a straight line or the brothers or sisters of the
guardian, on the one hand, and a minor, on the other hand.
(2)However, any of the persons referred to in paragraph 1 may purchase at public auction an
asset of the minor if he has a real guarantee over that property or holds it in co-ownership
with the minor, as the case may be.
Article 148: Annual amount required for the maintenance of the minor
(1)The family council shall determine the annual amount necessary for the maintenance of
the minor and the administration of his or her property and may, according to the
circumstances, modify this amount. The decision of the family council shall be notified
immediately to the guardianship court.
(2)The expenses necessary for the maintenance of the minor and the administration of his
assets shall be covered by his/her income. If the minor's income is not sufficient, the
guardianship court will order the sale of the minor's assets, by agreement of the parties or by
public auction.
(3)Items that have affective value for the minor's family or for the minor will be sold only
exceptionally.
(4)If the minor is deprived of assets and has no parents or other relatives who are obliged by
law to provide maintenance or this is not sufficient, the minor is entitled to social assistance,
according to the law.
Article 149: Establishment of bank deposits
(1)Sums of money exceeding the needs of the minor's maintenance and the management of
his or her assets, as well as financial instruments, shall be deposited, in the minor's name,
with a credit institution indicated by the family council, no later than 5 days from the date of
their collection.
(2)The guardian may dispose of these amounts and financial instruments only with the prior
authorisation of the guardianship court, with the exception of the operations referred to in
paragraph 3.
(3)However, under no circumstances may he use the sums of money and financial
instruments referred to in paragraph 1 to conclude, in the name of the minor, transactions on
the capital market, even if he had obtained the authorisation of the guardianship court.
(4)The guardian may also deposit with a credit institution the amounts necessary for
maintenance, also in the name of the minor. They are entered into a separate account and can
be picked up by the guardian without the authorization of the guardianship court.
Article 150: Cases of appointment of the special curator
(1)Whenever contrary interests arise between the guardian and the minor, which are not one
of those that must lead to the replacement of the guardian, the guardianship court will appoint
a special curator.
(2)Also, if due to illness or other reasons the guardian is prevented from performing a certain
act on behalf of the minor he represents or whose acts he/she approves of, the guardianship
court will appoint a special curator.
(3)For good reasons, in the probate proceedings, the notary public, at the request of any
interested person or ex officio, may provisionally appoint a special curator, who will be
validated or, as the case may be, replaced by the guardianship court.
SECTION 5:Control of the exercise of guardianship
Article 151: Review of the guardianship court
(1)The guardianship court will carry out an effective and continuous control over the way in
which the guardian and the family council carry out their duties with regard to the minor and
his/her assets.
(2)In carrying out the control activity, the guardianship court will be able to request the
cooperation of the public administration authorities, of the institutions and public services
specialized for the protection of children or of the protection institutions, as the case may be.
Article 152: Report
(1)The guardian owes it to the guardianship court annually to report to the guardianship court
on how he cared for the minor, as well as on the administration of his/her assets.
(2)The report will be submitted to the guardianship court within 30 days from the end of the
calendar year.
(3)If the minor's assets are of little significance, the guardianship court may authorize the
report on the administration of the minor's assets to be made for longer terms, which will not
exceed 3 years.
(4)In addition to the annual report, the guardian is obliged, at the request of the guardianship
court, to give at any time reports on the way he cared for the minor, as well as on the
administration of his assets.
Article 153: Downloading the guardian
The guardianship court will verify the accounts regarding the minor's income and the
expenses incurred with his/her maintenance and the administration of his/her assets and, if
they are correctly drawn up and correspond to reality, it will give discharge to the guardian.
Article 154: Prohibition of the dispensation to account
The dispensation of accountability granted by the parents or by a person who would have
made the minor a liberality is considered as unwritten.
Article 155: Complaint against the guardian
(1)The minor who has reached the age of 14, the family council, any member thereof, as well
as all those referred to in Article 111 may lodge a complaint with the guardianship court
regarding the acts or deeds of the guardian who is harmful to the minor.
(2)The complaint is resolved urgently, by an enforceable conclusion, by the guardianship
court, summoning the parties and the members of the family council. The minor who has
reached the age of 10 will be heard if the guardianship court deems it necessary.
SECTION 6:Termination of guardianship
Article 156: Cases of termination
(1)Guardianship ceases if the situation that led to the establishment of guardianship is no
longer maintained, as well as in the case of the minor's death.
(2)The guardian's position ceases by his/her death, by the removal from the guardianship's
task or by the replacement of the guardian.
Article 157: Death of the guardian
(1)In the event of the guardian's death, his/her heirs or any other person referred to in Article
111 shall have a duty to notify the guardianship court immediately.
(2)Until a new guardian is appointed, the heirs will take over the duties of guardianship. If
there are several heirs, they may designate, by special power of attorney, one of them to
provisionally perform the duties of guardianship.
(3)If the heirs are minors, the guardianship court may be notified by any person concerned
and by those referred to in Article 111. In this case, the guardian's heirs will not take over the
guardianship duties, but the guardianship court will urgently appoint a special curator, who
may be the executor of the will.
Article 158: Removal of the guardian
Apart from other cases provided by law, the guardian is removed if he commits an abuse,
gross negligence or other acts that make him unworthy of being a guardian, as well as if he
does not properly perform his task.
Article 159: Appointment of the special curator
Until the new guardian takes office, in the cases provided for in Articles 157 and 158, the
guardianship court may appoint a special curator.
Article 160: General report
(1)Upon termination of the guardianship for any reason, the guardian or, as the case may be,
his/her heirs shall be obliged, within a maximum of 30 days, to submit to the guardianship
court a general report. The guardian has the same duty in case of removal from guardianship.
(2)If the guardian's position ceases upon his/her death, the general report shall be drawn up
by his/her major heirs or, in case of incapacity of all the heirs, by their legal representative,
within 30 days from the date of acceptance of the inheritance or, as the case may be, from the
date of the request by the guardianship court. If there are no heirs or they are unable to act,
the general report will be drawn up by a special curator, appointed by the guardianship court,
within the term established by it.
(3)The general report will have to include the statements of incomes and expenses for the last
years, to indicate the assets and liabilities, as well as the stage of the minor's trials.
(4)The guardianship court may compel the person obliged to make the general report, in
accordance with the provisions of Article 163.
Article 161: Delivery of goods
The assets which have been administered by the guardian shall be handed over, as the case
may be, to the former minor, his/her heirs or to the new guardian by the guardian, his/her
heirs or their legal representative or, in the absence thereof, by the special curator appointed
in accordance with the provisions of Article 160(2).
Article 162: Discharge
(1)After handing over the assets, verifying the reckonings and approving them, the
guardianship court will give the guardian discharge.
(2)Even if the guardianship court gave the guardian discharge, he is liable for the damage
caused by his fault.
(3)The guardian who replaces another guardian has the obligation to ask him/ her, even after
discharge, for compensation for the damage he/she has caused to the minor through no fault
of his/her own, under the sanction of being obliged himself to repair these damages.
Article 163: Civil fine
(1)In case of refusal to continue the guardianship, in cases other than those provided for in
Article 120 (2), the guardian may be sanctioned with a civil fine, for the benefit of the State,
which may not exceed the amount of a minimum wage in the economy. The fine can be
repeated no more than 3 times, every 7 days, after which another guardian will be appointed.
(2)Also, if the guardian, due to his fault, performs defectively the task of guardianship, he
will be obliged to pay a civil fine, for the benefit of the state, which cannot exceed 3 average
salaries in the economy.
(3)The civil fine is applied by the guardianship court, by an enforceable decision.
CHAPTER III:The protection of the major through judicial counseling and special
guardianship
Article 164: Conditions
(1)A minor who cannot take care of his own interests because of a deterioration in the mental
faculties, temporary or permanent, partial or total, established as a result of the medical and
psychosocial evaluation, and who needs support in the formation or expression of his will,
may benefit from judicial counsel or special guardianship, if such a measure is necessary for
the exercise of his civil capacity, on an equal footing with others.
(2)A person may benefit from judicial counseling if the deterioration of his mental faculties is
partial and it is necessary to be continuously advised in the exercise of his rights and
freedoms.
(3)The institution of judicial counseling can be done only if adequate protection of the
protected person cannot be ensured by the institution of assistance for the conclusion of legal
acts.
(4)A person may benefit from special guardianship if the deterioration of his mental faculties
is total and, as the case may be, permanent and it is necessary to be continuously represented
in the exercise of his rights and freedoms.
(5)The establishment of special guardianship can be done only if adequate protection of the
protected person cannot be ensured by the institution of assistance for the conclusion of legal
acts or judicial counsel.
(6)Minors with limited exercise capacity may also benefit from special guardianship.
However, where the guardianship court considers that the protection of the person can be
achieved by establishing the trusteeship or by putting him under judicial advice, this measure
may be ordered one year before the date of his 18th birthday and shall take effect from that
date.
Article 165: Persons who can ask for protection
The establishment of judicial counseling or special guardianship may be required by the
person in need of protection, his spouse or relatives, affinities, the person who lives with him
or her and the other persons, bodies, institutions or authorities referred to in Article 111,
which shall apply accordingly.
Article 166: Appointment of the guardian. Protection mandate
(1)Any person who has full legal capacity may designate by unilateral act or agreement,
concluded in authentic form, the person to be appointed guardian to take care of the person
and his property if he were to be placed under judicial advice or special guardianship. The
provisions of Article 114(3) to (5) shall apply accordingly.
(2)The person who has full legal capacity or the person receiving legal advice may conclude
a mandate of protection for the situation in which he would no longer be able to take care of
himself or his/her own person or to manage his/her property.
Article 167: Appointment of a special curator
In case of need and until the resolution of the application for the establishment of judicial
counseling or special guardianship, the guardianship court may appoint a special curator for
the care and representation of the person whose protection has been requested, as well as for
the administration of his assets.
Article 168: Procedure. Duration of the measure
(1)The settlement of the application for the establishment of a protection measure is made
according to the provisions of the Code of Civil Procedure.
(2)The establishment of judicial counseling is ordered for a period not exceeding 3 years.
(3)The establishment of special guardianship is ordered for a period not exceeding 5 years.
However, if the deterioration of the mental faculties of the protected person is permanent, the
court may order the extension of the special guardianship measure for a longer duration,
which may not exceed 15 years.
(4)By the decision establishing the judicial counseling or special guardianship, the
guardianship court determines, depending on the degree of autonomy of the protected person
and his specific needs, the categories of acts for which it is necessary to approve his acts or,
as the case may be, to represent him. The court may order that the protection measure
concern even only one category of acts. The court may also order that the protection measure
shall relate only to the person of the person being protected or only to his or her property.
(5)If the guardianship court proceeds in accordance with paragraph (4), the ordering of the
protection measure shall not prejudice any capacity of the person protected to conclude legal
acts for which the court has established that the consent of the protector or, as the case may
be, his representation is not necessary.
(6)The protector or the representative of the protected person is obliged to notify the
guardianship court whenever it finds that there are data and circumstances that justify the
reassessment of the measure, as well as at least 6 months before the expiry of the term for
which it was ordered, in order to reassess it. The guardianship authority verifies the
performance of this duty, and in the absence of its performance it refers the matter to the
guardianship court itself. The court may order, following the same procedure, the extension,
replacement or lifting of the measure.
Article 169: Effectiveness vis-a-vis third parties
(1)The protection measure takes effect from the date when the court decision became final.
(2)However, the lack of capacity to exercise the protected person may be opposed to a third
person only from the date of completion of the publicity formalities provided for by the Code
of Civil Procedure, unless the third has been aware of the imposition of the protection
measure by another means.
Article 170: Appointment of guardian
(1)By the decision by which the protection measure was taken, the guardianship court
appoints the person who will exercise the function of guardian from the date of the final
decision. The provisions of Articles 114 to 117, 119 and 120 shall apply accordingly.
(2)In the absence of an appointed guardian, the guardianship court shall, if no good reasons
are opposed, appoint as a matter of priority in that capacity the spouse, parent, relative or
affinity, a friend or a person who lives with the protected person if the latter has close and
stable ties with the protector, able to perform this task, taking into account, as the case may
be, the bonds of affection, the personal relations, the material conditions, the moral
guarantees presented by the one called to be appointed guardian, as well as the proximity of
the domiciles or residences.
(3)If none of the persons referred to in paragraph 2 is able to assume guardianship, the
guardianship court shall appoint a personal representative who has acquired this
capacity under the terms of the special law.
*) ATTENTION! According to Article 26(2) of Law. 140/2022, the provisions of Article 170
paragraph (3), as regulated, respectively amended by this Law, shall enter into force on the
date to be provided by the special law on personal representative.
(4)When appointing the guardian, the court takes into account the preferences expressed by
the protected person, his usual relations, the interest shown in his/her person, but also the
possible recommendations made by the persons close to him/her, as well as the lack of
contrary interests with the protected person.
Article 171: Application of guardianship rules
(1)The rules regarding the guardianship of a minor who has reached the age of 14 shall also
apply to the person receiving judicial counseling, unless otherwise provided by law.
(2)The rules regarding the guardianship of a minor who has not reached the age of 14 years
shall also apply to the person who benefits from special guardianship, to the extent that the
law does not provide otherwise.
(3)The provisions of Article 168(4) shall remain applicable.
Article 172: Acts concluded by the person receiving judicial advice or special
guardianship
(1)Legal acts concluded by the person benefiting from the measure of judicial counsel or
special guardianship, other than those referred to in Articles 41 (3) and 43 (3), as well as
those authorized by the guardianship court, shall be voidable or the benefits arising therefrom
may be reduced, even without proof of damage and even if at the time of their conclusion he
would have had discernment.
(2)Legal acts concluded before the establishment of judicial counsel or special guardianship
may be annulled or the benefits arising therefrom may be reduced only if at the time when the
lack of discernment was concluded was well known or known to the other party.
(3)The testamentary dispositions made by the protected person after the institution of the
judicial counseling are valid, if authorized or confirmed by the guardianship court, taking into
account their nature and the circumstances in which they were made.
Article 173: Replace the guardian
(1)The guardian of the protected person is entitled to request his replacement after 3 years
from the appointment.
(2)For good reasons, the guardian may request his replacement even before the end of the 3-
year term.
Article 174: Guardian's obligations
(1)The guardian owes it to himself to take care of the protected one, to speed up his healing,
to restore his autonomy, to improve his living conditions and to ensure his moral and material
well-being, taking into account his condition, his abilities, the degree of his incapacity, but
also the other circumstances in which he finds himself. For this purpose, it will be possible to
use the incomes and, if necessary, all the assets of the protected person. However, family
memories, personal belongings and goods indispensable to the person being protected or
intended for his care shall be kept at his disposal by the person under the care of the legal
representative or protector and, where appropriate, of the institution in which he is being
cared for.
(2)In the performance of his/her task, the guardian is liable to:
a)to take into account, as a matter of priority, the will, preferences and needs of the person
being protected, to provide him or her with the necessary support in the formation and
expression of his or her will, and to encourage him or her to exercise her rights and to fulfil
her obligations on her own;
b)to cooperate with the protected person and to respect his or her private life and dignity;
c)to ensure and allow, when possible, the information and clarification of the protected
person, in ways adapted to his state, about all the acts and facts that could affect him or her,
about their usefulness and degree of urgency, as well as about the consequences of a refusal
on the part of the protected person to conclude them;
d)to take all necessary measures to protect and realize the rights of the protected person;
e)to cooperate with natural and legal persons with duties in the care of the protected person;
f)to maintain, as far as possible, a personal relationship with the protected person;
g)in the cases provided by law, to take the necessary steps to draw up the medical and
psychological evaluation reports of the protected person and to notify the guardianship court.
(3)The guardianship court, after hearing the protected person, taking the opinion of the family
council and consulting the reports of medical, psychological evaluation and social
investigation, will decide whether the protected person will be cared for at his home, in a
social service or in another institution, according to the law. The change of the place of care
of the protected person is made with the authorization of the guardianship court, at the
request of the protected one, of his protector, of the social service or of the institution in
which he is cared for or of another person authorized according to the law.
(4)When the care of the protected person is not done at his home, he and the furniture are
kept at his disposal. The power of administration in respect of these assets allows only the
conclusion of lease agreements, which automatically terminate, by way of derogation from
other legal provisions, upon the return of the protected person to his home.
(5)If it becomes necessary and it is in the interest of the protected person to dispose of the
furniture or the rights regarding his/her dwelling, the document is subject to the authorization
of the guardianship court.
(6)When the protected one is married, his husband will also be heard.
(7)The guardian has no right to prevent correspondence, social relations or the choice of the
profession of the protected person. Misunderstandings are settled by the guardianship court,
with the hearing of the protected person.
Article 175: Liberalities received by the descendants of the person placed under special
tutelage
From the assets of the one placed under special guardianship, his descendants may be
gratified by the guardian, with the approval of the family council and with the authorization
of the guardianship court, but without being able to give exemption from the report.
Article 176: The minor who benefits from special guardianship
(1)The minor who, at the time of the establishment of the special guardianship, was under the
protection of his parents, remains under this protection until the date when he becomes of
age, without being appointed a guardian. The provisions of Article 174 shall also apply to the
situation referred to in this paragraph.
(2)If at the time the minor becomes of age he or she is still under special guardianship, the
guardianship court appoints a guardian. In this case, the parent or, as the case may be, their
parents together, will be appointed as a priority guardian.
(3)If, at the time of the establishment of the special guardianship, the minor was under
guardianship, the guardianship court will decide whether the minor's former guardian retains
the guardianship's task or whether a new guardian should be appointed.
(4)The provisions of paragraph 3 shall also apply accordingly where the guardianship court
orders the person to be placed under judicial counsel or to establish a trusteeship from the age
of 18.
Article 177: Termination of the measure
(1)The protection measure shall cease upon the death of the protected person, upon expiry of
the period for which it was instituted, in the event of its replacement, as well as upon its
removal.
(2)If the causes that led to the taking of the measure have ceased or have changed, the
guardianship court will order its removal or, as the case may be, its replacement.
(3)The application may be made at any time by the person who is protected, by his spouse or
relatives, by the person who lives with him, by the guardian, as well as by the persons or
institutions referred to in Article 111.
(4)The provisions of Article 168(6) shall remain applicable.
(5)The decision granting the extension, replacement or lifting of the measure shall take effect
from the date on which it became final.
(6)However, the termination of the guardian's power of representation may be opposed only
under the conditions laid down in Article 169(2), which shall apply accordingly.
CHAPTER IV:The Curator
Article 178: Cases of establishment
In addition to the cases provided for by law, the guardianship court may establish the
guardianship of:
a)if, because of old age, illness or physical infirmity, a person, although capable, is unable,
personally, to administer his property or to defend his interests under appropriate conditions
and, for good reasons, cannot appoint a representative or administrator;
b)if, because of illness or for other reasons, a person, although capable, is unable, either
personally or through his representative, to take the necessary measures in cases the
resolution of which has not been delayed;
c)if a person, being obliged to be absent for a long time from his domicile, has not left a
trustee or a general manager;
d)if a person has disappeared without any information about him or her and has not left a
trustee or a general manager.
Article 179: Jurisdiction of the guardianship court
The competent guardianship court is:
a)in the case referred to in Article 178(a), the court of the domicile of the represented person;
b)in the case referred to in Article 178(b), either the court of the domicile of the represented
person or the court of the place where the urgent measures are to be taken;
c)in the cases referred to in Article 178(c) or (d), the court of the last domicile in the country
of the missing person or the missing person.
Article 180: The person who can be appointed curator
(1)Any natural person with full exercise capacity and who is able to perform this task can be
appointed curator.
(2)Where the person concerned has appointed, by unilateral act or by convention, concluded
in authentic form, a person to be appointed curator, he shall be appointed as a priority. The
appointment may be rejected only for good reasons, the provisions of Articles 114 to 120
being applied accordingly.
Article 181: Effects of cleaning
In the cases provided for in Article 178, the establishment of the trusteeship shall be without
prejudice to the capacity of the person whom the curator represents.
Article 182: Establishment procedure
(1)The trusteeship may be instituted at the request of the person to be represented, of his
spouse, of the relatives or of those referred to in Article 111.
(2)The trusteeship may be instituted only with the consent of the person represented, except
in cases where consent cannot be given.
(3)The appointment of the curator is made by the guardianship court, with the consent of the
designated one, by a conclusion that is communicated in writing to the curator and is
displayed at the headquarters of the guardianship court, as well as at the city hall of the
domicile of the represented one.
(4)The court seised of the establishment of the trusteeship may order the institution of judicial
counsel or special guardianship. The provisions of Articles 164 to 177 shall apply.
Article 183: Contents of the trusteeship
(1)In cases where the trusteeship is established, the rules of the mandate apply, unless, at the
request of the interested person or ex officio, the guardianship court will decide that it is
necessary to invest the curator with the rights and obligations of an administrator in charge of
the simple administration of another's assets.
(2)If the rules of the mandate are applicable, the guardianship court may set the limits of the
mandate and give instructions to the curator, instead of the one represented, in all cases where
the latter is unable to do so.
Article 184: Replacement of curator
(1)The curator is entitled to ask for his replacement 3 years after his appointment.
(2)For good reasons, the curator may request its replacement even before the end of the 3-
year term.
Article 185: Termination of trusteeship
If the cases that caused the establishment of the trusteeship have ceased, it will be lifted by
the guardianship court at the request of the represented person, the spouse or his relatives, the
affinities, the person who lives with him, the curator or those referred to in Article 111.
Article 186: Special provisions
The provisions of this Chapter shall not apply to the special curator referred to in Articles
150, 159 and 167. In the latter cases, the rights and obligations established by law in the
charge of the guardian shall also apply accordingly to the special curator.
TITLE IV:Legal person
CHAPTER I:General provisions
Article 187: Constituents
Any legal person must have an organization in its own right and its own patrimony, affected
by the achievement of a certain legal and moral purpose, in accordance with the general
interest.
Article 188: The status of legal person
The entities provided by law are legal persons, as well as any other legally established
organizations which, although not declared legal persons by law, meet all the conditions set
out in Article 187.
Article 189: Categories of legal entities
Legal persons are governed by public or private law.
Article 190: Legal person governed by private law
Legal persons governed by private law may freely be constituted in one of the forms provided
by law.
Article 191: Legal person governed by public law
(1)Legal entities of public law are established by law.
(2)By way of exception from the provisions of paragraph (1), in the specific cases provided
by the law, legal entities of public law may be established by acts of the central or local
public administration authorities or by other ways provided by law.
Article 192: Applicable legal regime
Legally established legal persons shall be subject to the provisions applicable to the category
to which they belong, as well as to those contained in this Code, unless otherwise provided by
law.
Article 193: Effects of legal personality
(1)The legal person participates in its own name in the civil circuit and is liable for the
obligations assumed with its own assets, unless otherwise ordered by law.
(2)No one may invoke against a person in good faith the status of a legal person as a subject
of law, if it is intended to conceal fraud, abuse of rights or an infringement of public order.
CHAPTER II:Establishment of the legal entity
SECTION 1:Common provisions
Article 194: Ways of setting up
(1)The following shall be established by the legal person:
a)by the act of establishment of the competent body, in the case of public authorities and
institutions, of the administrative-territorial units, as well as of the economic operators that
are established by the state or by the administrative-territorial units. In all cases, the act of
establishment must expressly state whether the public authority or public institution is a legal
person;
b)by the act of establishment of those who constitute it, authorized, according to the law;
c)in any other way provided for by law.
(2)Unless otherwise provided by law, the act of establishment shall mean the act of
constitution of the legal person and, where appropriate, its statutes.
Article 195: Duration of the legal person
The legal person shall be established for an indefinite period of time, unless otherwise
provided by law by the act of incorporation or bylaws.
SECTION 2:Invalidity of the legal person
Article 196: Grounds for invalidity
(1)The nullity of a legal person may be established or, as the case may be, declared by
the court only when:
a)the act of establishment is missing or has not been concluded in authentic form in the
specific situations provided by law;
b)all the founders or associations were, according to the law, incapable, at the date of
establishment of the legal entity;
c)the object of activity is illicit, contrary to public order or morality;
d)the administrative authorisation required for its establishment is lacking;
e)the act of establishment does not provide for the name, the registered office or the object of
activity;
f)the act of establishment does not provide for the contributions of the founders or associates
or the subscribed and paid-up share capital;
g)the legal provisions regarding the initial patrimony or the minimum share capital,
subscribed and paid up, have been violated;
h)the minimum number of founders or associates provided by law was not respected;
i)other mandatory legal provisions provided under the sanction of nullity of the act
establishing the legal person have been disregarded.
(2)Failure to comply with the provisions of paragraph 1 (a), (c) to (g) shall be punishable by
absolute nullity.
Article 197: Special aspects of the invalidity regime
(1)The relative nullity of the legal person may be invoked within one year from the date of its
registration or establishment, as the case may be.
(2)The absolute or relative nullity of the legal person shall be covered in all cases if, before
the closing of the proceedings before the first court, the plea for invalidity has been removed.
Article 198: Effects of invalidity
(1)From the date on which the court decision establishing or declaring the invalidity became
final, the legal person shall cease without retroactive effect and shall enter into liquidation.
(2)By the court decision establishing or declaring invalidity, they are also called liquidators.
(3)The final judgment shall be served, ex officio, for entry in all the public registers in which
the legal person was registered or, as the case may be, mentioned.
(4)In all cases, the founders or associates are liable, under the law, for the obligations of the
legal person that arose in its charge from the date of its establishment until the date of noting
in the public registers the court decision referred to in paragraph (3).
Article 199: Rules of legal acts concluded with third parties
(1)The finding or, as the case may be, the declaration of invalidity shall be without prejudice
to acts previously concluded on behalf of the legal person by the administrative bodies,
directly or by representation, as the case may be.
(2)Neither the legal person nor the founders or associations may oppose to third parties its
nullity, unless it is proved that they knew of the ground of invalidity at the time of the
conclusion of the act.
SECTION 3:Registration of the legal person
Article 200: Registration of the legal person
(1)Legal persons are subject to registration if the laws applicable to them provide for such
registration.
(2)Registration means the registration, registration or, as the case may be, any other publicity
formality provided for by law, made for the purpose of acquiring legal personality or of
recording the legal persons legally established, as the case may be.
(3)Registration is made upon request or, in the specific cases provided by law, ex officio.
Article 201: Obligation to verify published documents
The legal person is obliged to verify the identity between the text of the articles of
incorporation or bylaws and the text submitted to the public register and that which appeared
in an official publication. In the event of discrepancy, third parties may oppose to the legal
person any of these texts, unless proof is furnished that they were aware of the text deposited
in the register.
Article 202: Lack of registration
(1)If the registration of the legal person is of a constituent nature, the legal person shall not be
considered legally established as long as the registration has not been made.
(2)If, however, registration is required only for opposability against third parties, legal acts or
deeds made in the name or on behalf of the legal person, for which the publicity provided for
this purpose by law was not carried out, may not be opposed to third parties, unless it is
proved that they knew that the advertising was not carried out.
Article 203: Liability for failure to carry out registration formalities
The founders, the representatives of the legal entity subject to registration, as well as the first
members of its management, administration and control bodies are liable unlimitedly and
jointly for the damage caused by the failure to comply with the formalities for the registration
of the legal entity, if these formalities had to be requested by these persons.
Article 204: Registration of amendments to the act of establishment
The provisions of Article 200-203 shall also apply to the registration of amendments to the
act establishing a legal person, made in compliance with the conditions laid down by law or
by the act establishing it, as the case may be.
CHAPTER III:Civil capacity of the legal person
SECTION 1:The capacity of use of the legal person
Article 205: Date of acquisition of capacity to use
(1)Legal entities that are subject to registration have the capacity to have rights and
obligations from the date of their registration.
(2)Other legal persons have the capacity to have rights and obligations, as the case may be,
according to Article 194, from the date of the act of establishment, from the date of
authorization of their establishment or from the date of fulfillment of any other requirement
provided by law.
(3)However, the legal persons referred to in paragraph 1 may, from the date of the act of
establishment themselves, acquire rights and assume obligations, but only to the extent
necessary for the legal person to be validly established.
(4)The founders, associates, representatives and any other persons who have worked on
behalf of a legal person in the process of being set up shall be liable indefinitely and jointly
and severally to third parties for legal acts concluded on its behalf in breach of the provisions
of paragraph (3), unless the newly created legal person, after having acquired legal
personality, has taken them over. The acts thus taken over shall be deemed to be those of the
legal person from the date of their conclusion and shall have full effect.
Article 206: Content of the capacity to use
(1)The legal person may have any civil rights and obligations, except those which, by their
nature or according to the law, may belong only to the natural person.
(2)Non-profit legal persons may have only those civil rights and obligations which are
necessary for the achievement of the purpose established by law, the act of incorporation or
the statutes.
(3)A legal act concluded in contravention of the provisions of paragraphs (1) and (2) shall be
null and void.
Article 207: Carrying out authorized activities
(1)In the case of activities to be authorized by the competent bodies, the right to carry out
such activities arises only from the moment of obtaining the authorization in question, unless
otherwise provided by law.
(2)The acts and operations committed without the authorizations provided by law are null and
void, and the persons who made them are liable unlimitedly and jointly for all the damages
caused, regardless of the application of other sanctions provided by law.
Article 208: The ability to receive liberalities
By way of exception from the provisions of Article 205 paragraph (3) and unless otherwise
provided by law, any legal person may receive liberalities under the common law, from the
date of the act of establishment or, in the case of testamentary foundations, from the moment
of opening the testator's inheritance, even if the liberalities are not necessary for the legal
person to be legally established.
SECTION 2:Capacity to exercise and functioning of the legal person
SUBSECTION 1:Exercise capacity
Article 209: Date of acquisition of exercise capacity
(1)The legal person exercises its rights and fulfills its obligations through its administrative
bodies, from the date of their establishment.
(2)The natural or legal persons who, by law, the instrument of incorporation or the statutes,
are appointed to act, in relations with third parties, individually or collectively, in the name
and on behalf of the legal person, shall have the status of administrative bodies within the
meaning of paragraph 1.
(3)The relations between the legal person and those who make up its administrative bodies
are subject, by analogy, to the rules of the mandate, unless otherwise provided by law, the act
of incorporation or the statute.
Article 210: Lack of administrative organs
(1)Until the date of establishment of the administrative bodies, the exercise of the rights and
the fulfillment of the obligations concerning the legal person shall be made by the founders or
by the natural or legal persons designated for this purpose.
(2)The legal acts concluded by the founders or by the persons designated with the exceeding
of the powers conferred according to the law, the act of constitution or the statute, for the
establishment of the legal entity, as well as the acts concluded by other non-appointed
persons, oblige the legal entity under the conditions of business management.
(3)The person who contracts for the legal person shall remain personally bound by third
parties if it is not established or if he does not assume the contractual obligation, unless the
contract has been relieved of this obligation.
Article 211: Incapacity and incompatibilities
(1)The incapable, those with limited capacity to exercise the right to exercise a position
within these bodies, as well as those declared by law or by the act of incorporation
incompatible to occupy such a position, cannot be part of the administrative and control
bodies of the legal person. However, those who benefit from judicial advice may be part of
the administrative bodies of the non-profit-making legal person.
(2)Acts concluded in breach of paragraph 1 shall be voidable. They may not be annulled
simply because the persons belonging to these bodies are incapable or incompatible, as the
case may be, or because they have been appointed in violation of legal or statutory
provisions, unless an injury has occurred.
SUBSECTION 2:Operation of the legal person
Article 212: Acts issued by the bodies of the legal entity
(1)The decisions and decisions taken by the management and administration bodies in
accordance with the law, the articles of incorporation or the statute are binding even for those
who did not take part in the deliberation or voted against.
(2)In relation to third parties, the decisions and decisions taken in accordance with the law, of
the act of incorporation or of the statute shall take effect only from the date of their
publication, in the cases and conditions provided by the law, unless it is proved that they have
known them by another means.
Article 213: Obligations of the members of the administrative bodies
The members of the administrative bodies of a legal person must act in its interest, with the
prudence and diligence required of a good owner.
Article 214: Separation of assets
(1)The members of the administrative bodies have the obligation to ensure and maintain the
separation between the patrimony of the legal entity and their own patrimony.
(2)They may not use for their own benefit or for their own benefit or for the benefit of third
parties, as the case may be, the assets of the legal person or the information which they obtain
by virtue of their function, unless they would be authorized for this purpose by those who
appointed them.
Article 215: Contradiction of interests
(1)It is voidable the legal act concluded in the fraud of the interests of the legal person by a
member of the administrative bodies, if the latter, his spouse, ascendants or descendants,
collateral relatives or his affinities, up to and including the fourth degree, had any interest in
concluding that act and if the other party knew or should have known this.
(2)Where the person who sits on the administrative bodies of the legal person or one of the
persons referred to in paragraph 1 has an interest in a matter subject to the decision of those
bodies, he must notify the legal person and not take part in any deliberation thereon.
Otherwise, he is liable for the damage caused to the legal person, if without his vote it would
not have been possible to obtain the required majority.
Article 216: Nullity of acts issued by the bodies of the legal person
(1)Decisions and decisions contrary to the law, the articles of incorporation or the statutes
may be challenged in court by any of the members of the management or administrative
bodies who did not participate in the deliberation or who voted against it and asked to insert it
in the minutes of the meeting, within 15 days from the date when they were communicated
the copy of the respective decision or decision or from the date when the meeting took place,
where applicable.
(2)However, the administrators may not appeal against the decision on their removal from
office. They have only the right to be compensated if the revocation was unjustified or
untimely and they have thus suffered injury.
(3)The application for annulment shall be dealt with in the council chamber by the competent
court in whose district the legal person has its registered office, in contradiction with the legal
person concerned, represented by administrators. The court's decision is subject to appeal
only.
(4)If the decision is appealed by all the administrators, the legal person is represented in court
by the person appointed by the president of the court from among the members of the legal
person, who will carry out the mandate with which it was entrusted until the competent
management body, convened for this purpose, elects another person.
(5)The final decision of annulment will be mentioned in the public register in which the legal
person is registered, being enforceable from this date against any person, including the
members of that legal person.
(6)Where grounds of absolute nullity are invoked, the right to an action for a declaration of
invalidity shall be imprescriptible and the application may be made by any interested party.
Paragraphs 3 to 5 shall remain applicable.
(7)The provisions of this article shall apply to the extent that special laws do not provide
otherwise.
Article 217: Suspension of the contested acts
(1)Once the action for annulment is brought, the plaintiff may request the court, by way of a
presidential order, to suspend the enforcement of the contested acts.
(2)In order to approve the suspension, the court may order the plaintiff to lodge a bail,
according to the law.
Article 218: Participation in the civil circuit
(1)The legal acts made by the administrative bodies of the legal entity, within the limits of the
powers conferred on them, are the acts of the legal entity itself.
(2)In relations with third parties, the legal person shall be engaged by the acts of its bodies,
even if these acts exceed the power of representation conferred by the instrument of
incorporation or the statutes, unless it proves that the third parties knew it at the time of the
conclusion of the act. The mere publication of the act of incorporation or of the statutes of the
legal person does not constitute proof of knowledge of this fact.
(3)The clauses or provisions of the articles of incorporation or of the statute, as well as the
decisions of the statutory bodies of the legal person that limit or extend the powers conferred
exclusively by law on these bodies, shall be considered unwritten, even if they have been
published.
Article 219: Liability for legal facts
(1)The lawful or unlawful acts committed by the bodies of the legal person bind the legal
person itself, but only if they are related to the attributions or the purpose of the functions
entrusted to them.
(2)The wrongdoings also entail the personal and joint and several liability of those who
committed them, both towards the legal person and towards third parties.
Article 220: Liability of the members of the bodies of the legal entity
(1)The action for liability against administrators, censors, directors and other persons who
acted as members of the bodies of the legal person, for the damages caused to the legal
person by them by them by violating the duties established in their charge, belongs, on behalf
of the legal person, to the competent management body, which will decide by the majority
required by law, and in the absence thereof, by the majority required by the statutory
provisions.
(2)A decision may be taken even if the question of the liability of the persons referred to in
paragraph 1 is not on the agenda.
(3)The competent management body shall designate by the same majority the person
responsible for bringing proceedings.
(4)If it has been decided to bring an action for liability against the directors, their term of
office shall automatically cease and the competent management body shall replace them.
(5)If the action is brought against the directors employed on the basis of a contract other than
an individual employment contract, they are automatically suspended from office until the
court decision becomes final.
SUBSECTION 3:Special provisions
Article 221: Liability of legal persons governed by public law
Unless otherwise provided by law, legal persons governed by public law are obliged for
lawful or unlawful acts of their bodies, under the same conditions as legal persons governed
by private law.
Article 222: Patrimonial independence
The legal person under the subordination of another legal person is not liable for the non-
performance of the latter's obligations, nor is the subordinated legal person liable for the legal
person to which it is subordinated, unless otherwise provided by law.
Article 223: State and administrative-territorial units
(1)In civil relations in which it presents itself directly, in its own name, as the holder of rights
and obligations, the state participates through the Ministry of Public Finance, unless the law
establishes another body in this respect.
(2)The provisions of paragraph (1) shall be applicable accordingly also to the administrative-
territorial units participating in civil relations in their own name, through the bodies provided
by law.
Article 224: Civil liability of the state and of the administrative-territorial units
(1)Unless otherwise provided by law, the State is liable only in a subsidiary manner for the
obligations of public bodies, authorities and institutions which are legal persons and none of
these legal persons is liable for the obligations of the State.
(2)The provisions of paragraph 1 shall also apply accordingly to the administrative-territorial
units which are responsible only in a subsidiary manner for the obligations of the bodies,
institutions and public services subordinated to them when they have legal personality.
CHAPTER IV:Identification of the legal entity
Article 225: Nationality of the legal person
They are of nationality Romanian all legal entities whose headquarters, according to the
articles of incorporation or bylaws, is established in Romania.
Article 226: Name of the legal person
(1)The legal person bears the name established, according to the law, by the act of
incorporation or by statute.
(2)With the registration of the legal entity, its name and the other identification attributes will
be entered in the public register.
Article 227: Headquarters of the legal entity
(1)The headquarters of the legal entity shall be established according to the articles of
incorporation or the statutes.
(2)Depending on the object of activity, the legal person may have several secondary offices
for its branches, territorial representations and work points. The provisions of Article 97 shall
apply accordingly.
Article 228: Change of name and registered office
The legal person may change its name or registered office, under the conditions provided by
law.
Article 229: Proof of name and registered office
(1)In relations with third parties, the proof of the name and the registered office of the legal
entity shall be made with the entries in the registers of advertising or record keeping provided
by law for the respective legal person.
(2)In the absence of such indications, the establishment or change of name and registered
office may not be opposed to other persons.
Article 230: Other identifying attributes
Depending on the specificity of the object of activity, the legal entity may also have other
identification attributes, such as the registration number in the Trade Register or in another
public register, the unique registration code and other identification elements, according to
the law.
Article 231: Compulsory particulars
All documents, regardless of the form, emanating from the legal person must include the
name and headquarters, as well as other identification attributes, in the cases provided by law,
under the sanction of payment of damages to the injured person.
CHAPTER V:Reorganization of the legal entity
Article 232: Notion
The reorganization of a legal person is the legal operation in which one or more legal persons
may be involved and which has the effect of their establishment, modification or termination.
Article 233: Modes of reorganization
(1)The reorganization of the legal entity is carried out by merger, division or transformation.
(2)The reorganization is carried out in compliance with the conditions provided for the
acquisition of legal personality, unless by law, the act of incorporation or statute is otherwise
ordered.
Article 234: Merger
The merger is made by the absorption of a legal person by another legal person or by merging
several legal entities to form a new legal person.
Article 235: Effects of the merger
(1)In case of absorption, the rights and obligations of the absorbed legal person shall be
transferred to the patrimony of the legal entity that absorbs it.
(2)In case of merger of legal entities, their rights and obligations shall be transferred to the
patrimony of the newly established legal entity.
Article 236: Division
(1)The division may be total or partial.
(2)The total division shall be made by dividing the entire patrimony of a legal person
between two or more legal persons which already exist or which are established by division.
(3)The partial division consists in the detachment of a part of the assets of a legal person,
which continues to exist, and in the transfer of that part to one or more legal persons which
exist or which are thus established.
Article 237: Effects of division
(1)The patrimony of the legal person which ceased to be established by division shall be
divided equally among the acquiring legal persons, unless another proportion has been
established by the act ordering the division.
(2)In the case of partial division, when a part of the assets of a legal person is detached and
transmitted to a single legal person already existing or which is thus established, the
reduction of the patrimony of the divided legal person shall be proportional to the part
transmitted.
(3)If the detached part is transmitted to several legal persons already existing or thus
established, the division of the estate between the legal person in respect of which the
detachment was made and the acquiring legal persons shall be made in accordance with the
provisions of paragraph 2 and between the acquiring legal persons, the division of the
detached part shall be made in accordance with the provisions of paragraph 1, what will apply
accordingly.
Article 238: Extent of liability in the event of division
(1)In the event of division, each of the acquiring legal entities shall respond to:
a)for liabilities relating to assets forming the object of rights acquired or fully retained;
b)for the other obligations of the legal person being divided, in proportion to the value of the
rights acquired or retained, counted after deduction of the obligations referred to in (a).
(2)If a legal person established under Article 194 (1) (a) is subject to division, the act of
reorganisation may also determine a method of distribution of obligations other than that
provided for in this Article.
Article 239: Apportionment of contracts in the event of division
In the event of division, contracts shall be apportioned, in compliance with the provisions of
Articles 206(2), 237 and 238, so that the performance of each of them is entirely carried out
by a single acquiring legal person, unless this is not possible.
Article 240: Termination of contracts
(1)In the case of contracts concluded taking into account the status of the legal person subject
to reorganisation, they shall not cease to have effect, unless the parties have expressly
stipulated otherwise or the maintenance or distribution of the contract is subject to the
agreement of the interested party.
(2)If the maintenance or distribution of the contract is subject to the agreement of the party
concerned, it shall be notified or, as the case may be, notified by registered letter, with
acknowledgment of receipt, in order to give or not give its consent within 10 working days of
service of the service. The lack of response within this term is equivalent to the refusal to
maintain or take over the contract by the successor legal entity.
Article 241: Conversion of the legal person
(1)The transformation of the legal person occurs in the cases provided by the law, when a
legal person ceases to exist, simultaneously with the establishment, in its place, of another
legal person.
(2)In case of transformation, the rights and obligations of the legal entity that has ceased to
exist shall be transferred to the patrimony of the newly established legal entity, unless the act
ordering the transformation provides otherwise. In the latter cases, the provisions of Articles
239, 240 and 243 shall remain applicable.
Article 242: Date of transmission of rights and obligations
(1)In case of reorganization of legal entities subject to registration, the transmission of rights
and obligations is carried out both between the parties and towards third parties, only by
registering the operation and from its date.
(2)As regards other legal persons not subject to registration, the transmission of rights and
obligations, in the cases referred to in paragraph 1, shall be made both between the parties
and vis-a-vis third parties only on the date of approval by the competent body of the
inventory, the balance sheet drawn up for the purposes of handing over and receiving,
recording and apportioning all the contracts in the course of execution, as well as any other
such acts provided by law.
(3)In the case of immovable property that is the object of transmission, the property right and
the other rights in rem shall be acquired only by registering in the Land Register, on the basis
of the reorganization act concluded in authentic form or, as the case may be, of the
administrative act by which the reorganization was ordered, in both cases accompanied, if
applicable, by the certificate of registration of the newly established legal entity.
Article 243: Oppositions
(1)The acts by which the reorganization was decided may be challenged, unless otherwise
ordered by law, by opposition, by the creditors and any other interested persons, within 30
days from the date when they became aware of the approval of the reorganization, but not
later than one year from the date of its publication, or, as the case may be, from the date of its
approval by the competent body, according to the law.
(2)The opposition suspends enforcement against opponents until the court decision becomes
final, unless the debtor legal person proves the enforcement of obligations or offers
guarantees accepted by the creditors or concludes with them an agreement for the payment of
debts.
(3)The opposition shall be heard in the council chamber, with the summoning of the parties,
by the competent court.
(4)The judgment given on the opposition shall be subject to appeal only.
CHAPTER VI:Termination of the legal person
SECTION 1:General provisions
Article 244: Termination modes
The legal person shall cease, as the case may be, by finding or declaring nullity, by merger,
total division, transformation, dissolution or dissolution or by another way provided for by
the articles of incorporation or by law.
SECTION 2:Dissolution of the legal entity
Article 245: Dissolution of legal entities governed by private law
Legal entities governed by private law shall be dissolved:
a)if the time limit for which they were constituted has expired;
b)whether the purpose has been achieved or can no longer be achieved;
c)if the purpose they pursue or the means used to achieve it have become contrary to law or
public order, or if they pursue a purpose other than the stated one;
d)by decision of their competent bodies;
e)by any other means provided for by law, the instrument of incorporation or the statutes.
Article 246: Dissolution of legal entities governed by public law
Legal entities of public law shall be dissolved only in the cases and under the specific
conditions provided by the law.
Article 247: Oppositions
Where the legal person is dissolved by a decision of the competent body, the creditors or any
other interested persons may object, the provisions of Article 243 being applied accordingly.
Article 248: Liquidation
(1)Through the effect of dissolution, the legal entity enters into liquidation in order to
capitalize the assets and pay the liabilities.
(2)The legal entity retains its civil capacity for the operations necessary for the liquidation
until its completion.
(3)If the termination of the legal person takes place by merger, transformation or total
division, the liquidation procedure shall not be initiated.
Article 249: The destination of assets remaining after liquidation
(1)Whatever the causes of dissolution, the assets of the legal entity remaining after
liquidation will receive the destination set out in the act of incorporation or statute or the
destination established in the decision of the competent body taken before the dissolution.
(2)In the absence of such a provision in the instrument of incorporation or bylaws or in the
absence of a decision taken under paragraph (1), as well as where the provision or decision is
contrary to law or public order, on the proposal of the liquidator, the assets remaining after
liquidation shall be assigned by the competent court, by decision subject only to appeal, to a
legal person with the same or similar purpose, unless otherwise provided by law. When there
are several such legal entities, the liquidator proposes at least 3 legal entities, in which case
the assets are assigned by drawing lots.
(3)If the legal person has been dissolved for the reasons provided for in Article 245 letter d),
as well as if no legal person agrees to take over the assets remaining after liquidation under
the conditions of paragraph (2), they shall transfer to the property of the commune, city or
municipality in whose territorial jurisdiction the assets are located.
(4)In all cases, the transfer of ownership of assets remaining after liquidation takes place on
the date of their takeover by the beneficiaries, unless otherwise provided by law. The
delivery-receipt protocol and the final court decision, in the cases provided for in paragraph
(2) or (3), constitute a property title or, as the case may be, may serve as a legal basis for
tabulation in the land register. In the case of immovable property, the provisions of Article
1.244 and those relating to the land register shall remain applicable.
SECTION 3:Special provisions
Article 250: Dissolution of legal entities
(1)Legal entities set up by central or local public authorities, not subject to dissolution, may
be abolished by the decision of the body that established them.
(2)In this case, unless otherwise provided by the competent body, the rights and obligations
of the dissolved legal person shall be transferred to the acquiring legal person in proportion to
the value of the assets transmitted to it, but also taking into account the nature of those
obligations.
Article 251: Date of termination of legal personality
(1)Legal persons subject to registration shall cease on the date of removal from the registers
in which they were entered.
(2)The other legal persons shall cease on the date of the act by which the termination was
ordered or, as the case may be, on the date of fulfilment of any other requirement provided by
law.
TITLE V:Defence of non-patriotic rights
Article 252: Protection of the human personality
Every natural person has the right to the protection of the values intrinsic to the human being,
such as life, health, physical and mental integrity, dignity, privacy of private life, freedom of
conscience, scientific, artistic, literary or technical creation.
Article 253: Means of defence
(1)The natural person whose non-patrimonial rights have been violated or threatened
may at any time apply to the court for:
a)the prohibition of committing the wrongful act, if it is imminent;
b)an end to the breach and a ban on the future, if it still lasts;
c)a finding that the offence committed is unlawful, if the disturbance which it has caused
persists.
(2)By way of exception from the provisions of paragraph (1), in the event of violation of non-
patrimonial rights by exercising the right to free expression, the court may order only the
measures provided for in paragraph (1) (b) and (c).
(3)At the same time, the person who has suffered a violation of such rights may ask the
court to oblige the perpetrator to carry out any measures deemed necessary by the
court in order to achieve the restoration of the right attained, such as:
a)order the author, at his own expense, to publish the sentencing decision;
b)any other measures necessary to put an end to the wrongful act or to make good the damage
caused.
(4)Also, the injured person may claim compensation or, as the case may be, a patrimonial
compensation for the damage, even non-patrimonial, that was caused to him/ her, if the injury
is attributable to the author of the harmful act. In these cases, the right of action is subject to
the extinctive prescription.
Article 254: Defence of the right to a name
(1)The one whose name is being challenged may ask the court for recognition of his right to
that name.
(2)Also, the one who is harmed by the usurpation, in whole or in part, of his name may at any
time ask the court to order the cessation of this illegitimate encumbrance.
(3)The provisions of this Article shall apply accordingly to the defence of the right to a
pseudonym, chosen under the law.
Article 255: Interim
(1)If the person who considers himself/herself to be harmed provides credible proof that
his/her non-patrimonial rights are the subject of an unlawful, actual or imminent action and
that this action risks causing him damage that is difficult to repair, he/she may apply to the
court for interim measures.
(2)The court may, in particular, order:
a)the prohibition of the infringement or its provisional termination;
b)taking the necessary measures to ensure the preservation of the samples.
(3)In the case of damage caused by means of the written or audiovisual press, the court may
order the provisional cessation of the harmful action only if the damage caused to the
applicant is serious, if the action is manifestly not justified, in accordance with Article 75,
and if the measure taken by the court does not appear to be disproportionate to the damage
caused. The provisions of Article 253(2) shall remain applicable.
(4)The court hears the claim in accordance with the provisions relating to the presidential
order, which apply accordingly. If the application is made before the action on the merits is
brought, the decision ordering the interim measure shall also fix the time limit within which
the action on the merits must be brought, under penalty of the de jure cessation of that
measure. The provisions of paragraph 6 shall apply.
(5)If the measures taken are liable to cause harm to the opposing party, the court may order
the plaintiff to give a security in the amount fixed by him, under penalty of the de jure
termination of the measure ordered.
(6)The measures taken under this Article prior to the bringing of legal proceedings for the
defence of the non-pecuniary right violated shall cease de jure if the plaintiff has not brought
an action before the court has been brought within the time limit set by it, but not later than
30 days after taking them.
(7)The applicant shall be required to make good, at the request of the party concerned, the
damage caused by the interim measures taken if the action on the merits is dismissed as
unfounded. However, if the plaintiff was not at fault or had a slight fault, the court, in view of
the specific circumstances, may either refuse to order him to pay the compensation claimed
by the opposing party or order its reduction.
(8)If the opposing party does not claim damages, the court will order the release of the bail, at
the request of the plaintiff, by decision given with the summoning of the parties. The
application shall be judged in accordance with the provisions relating to the presidential
order, which shall apply accordingly. If the defendant opposes the release of the security, the
court will fix a time limit for bringing the action on the merits, which may not be longer than
30 days from the date of delivery of the judgment, under the sanction of the de jure
termination of the measure of freezing the amount deposited as bail.
Article 256: Death of the holder of the non-pecuniary right
(1)The action for the restoration of the violated non-patrimonial right may be continued or
started, after the death of the injured person, by the surviving spouse, by any of the relatives
in a straight line of the deceased person, as well as by any of his collateral relatives up to and
including the fourth degree.
(2)The action to restore the integrity of the memory of a deceased person may be initiated by
those referred to in paragraph 1.
Article 257: Protection of non-patrimonial rights of the legal person
The provisions of this Title shall be applied by similarity to the non-patrimonial rights of
legal persons.
BOOK II:About family*)
*) The transitional and implementing provisions of Book II are contained in Article 24-51 of
Law no. 71/2011.

TITLE I:General provisions

Article 258: Family
(1)The family is founded on the freely consented marriage between the spouses, on their
equality, and on the right and duty of the parents to ensure the upbringing and upbringing of
their children.
(2)The family has the right to protection from society and the state.
(3)The state is obliged to support, through economic and social measures, the conclusion of
marriage, as well as the development and consolidation of the family.
(4)For the purposes of this Code, husbands mean the man and woman united by marriage.
Article 259: Marriage
(1)Marriage is the freely consented union between a man and a woman, concluded under the
law.
(2)Man and woman have the right to marry for the purpose of starting a family.
(3)The religious celebration of marriage can be made only after the conclusion of the civil
marriage.
(4)The conditions of conclusion and the grounds for invalidity of the marriage shall be
established by this Code.
(5)The marriage ceases upon the death or court declaration of the death of one of the spouses.
(6)The marriage can be dissolved by divorce, according to the law.
Article 260: Equal rights of children
Children out of wedlock are equal before the law to those in marriage as well as to adopted
children.
Article 261: Parents' duty
Parents are the ones who have, first and foremost, the duty of raising and educating their
minor children.
Article 262: Relationships between parents and children
(1)The child may not be separated from his or her parents without their consent, except in the
cases provided by law.
(2)A child who does not live with his or her parents or, as the case may be, with one of them
has the right to have personal ties with them. The exercise of this right may be limited only
under the conditions laid down by law, for good reasons, taking into account the best interests
of the child.
Article 263: The principle of the best interests of the child
(1)Any measure concerning the child, regardless of its author, must be taken with respect for
the best interests of the child.
(2)In order to deal with requests relating to copies, the competent authorities shall be obliged
to give all necessary guidance for the parties to have recourse to methods of settling disputes
amicably.
(3)Procedures relating to relations between parents and children must ensure that the wishes
and interests of parents relating to children can be brought to the attention of the authorities
and that they take them into account in their decisions.
(4)Proceedings concerning children must be carried out within a reasonable time so that the
best interests of the child and family relations are not affected.
(5)For the purposes of the legal provisions on child protection, a child means a person who
has not reached the age of 18 and has not acquired full legal capacity, according to the law.
Article 264: Listening to the child
(1)In administrative or judicial proceedings concerning him or her, the hearing of a child who
has reached the age of 10 is compulsory. However, a child who has not reached the age of 10
years may also be heard if the competent authority deems it necessary to resolve the case.
(2)The right to be heard implies the possibility for the child to request and receive any
information, according to his age, to express his opinion and to be informed of the
consequences that it may have, if it is respected, as well as of the consequences of any
decision concerning him or her.
(3)Any child may ask to be heard, as provided for in paragraphs 1 and 2. Reasons shall be
given for the rejection of the application by the competent authority.
(4)The opinions of the child being listened to will be taken into account in relation to his or
her age and degree of maturity.
(5)The special legal provisions concerning the consent or presence of the child in proceedings
concerning him or her, as well as the provisions relating to the appointment by the court of a
representative in the event of a conflict of interest, remain applicable.
Article 265: Competent court
All the measures given by this Book to the jurisdiction of the court, all disputes concerning
the application of the provisions of this Book, as well as the measures of child protection
provided for in special laws shall fall within the jurisdiction of the guardianship court. The
provisions of Article 107 shall apply accordingly.
TITLE II:Marriage
CHAPTER I:Engagement
Article 266: End of engagement
(1)Betrothal is the mutual promise to end the marriage.
(2)The provisions on the substantive conditions for the conclusion of the marriage are
applicable accordingly, except for the medical opinion and the authorisation of the
guardianship court.
(3)The conclusion of the engagement is not subject to any formalities and can be proved by
any means of proof.
(4)The conclusion of the marriage is not conditioned by the conclusion of the betrothal.
(5)The engagement can only end between the man and the woman.
Article 267: Breaking the engagement
(1)The fiancée who breaks the engagement cannot be coerced into ending the marriage.
(2)The criminal clause stipulated for the breaking of the engagement is considered unwritten.
(3)The breaking of the engagement is not subject to any formalities and can be proved by any
means of proof.
Article 268: Restitution of gifts
(1)In the event of the break of the betrothal, the gifts which the fiancées have received in
consideration of the betrothal or, during its duration, for the purpose of marriage, with the
exception of the usual gifts, are subject to restitution.
(2)The gifts shall be returned in kind or, if this is no longer possible, to the extent of
enrichment.
(3)The obligation to restitution does not exist if the engagement has ceased by the death of
one of the fiancées.
Article 269: Liability for breaking off engagement
(1)The party who breaks the engagement in an abusive manner may be liable to
compensation for expenses incurred or contracted for the purpose of the marriage, to the
extent that they were appropriate to the circumstances, as well as for any other damages
caused.
(2)The party who, in a culpable manner, caused the other to break off the engagement may be
ordered to pay compensation under the conditions of paragraph 1.
Article 270: Limitation period
The right of action based on the provisions of Articles 268 and 269 shall be time-barred
within one year of the break of the engagement.
CHAPTER II:Conclusion of marriage
SECTION 1:Substantive conditions for the conclusion of the marriage
Article 271: Consent to marriage
Marriage is concluded between man and woman by their personal and free consent.
Article 272: Matrimonial age
(1)The marriage can be concluded if the future spouses have reached the age of 18.
(2)For good reasons, the minor who has reached the age of 16 may marry on the basis of a
medical opinion, with the consent of his parents or, as the case may be, of the guardian and
with the authorization of the guardianship court in whose district the minor has his domicile.
If one of the parents refuses to approve the marriage, the guardianship court also decides on
this divergence, taking into account the best interests of the child.
(3)If one of the parents is deceased or is unable to manifest his or her will, the consent of the
other parent is sufficient.
(4)Also, under the conditions of Article 398, the consent of the parent exercising parental
authority is sufficient.
(5)If there are neither parents nor guardians who can approve the marriage, the consent of the
person or authority who has been empowered to exercise parental rights is required.
Article 273: Bigamy
It is forbidden for the person who is married to enter into a new marriage.
Article 274: Prohibition of marriage between relatives
(1)It is forbidden to conclude marriage between relatives in a straight line, as well as between
those in collateral line up to and including the fourth degree.
(2)For good reasons, marriage between relatives in collateral line of the fourth degree may be
authorized by the guardianship court in whose district the person requesting the consent
resides. The court may rule on the basis of a special medical opinion given in this regard.
(3)In the case of adoption, the provisions of paragraphs 1 and 2 shall apply both between
those who have become relatives by adoption and between those whose natural kinship has
ceased by the effect of adoption.
Article 275: Prohibition of marriage between the guardian and the person being
protected
The marriage is stopped between the guardian and the person benefiting from his/her
protection.
Article 276: Conclusion of marriage by the person in respect of whom judicial advice or
special guardianship has been established
The person benefiting from judicial counseling or special guardianship shall notify in
advance, in writing, about the formulation of the declaration of marriage the guardian under
whose protection he is under, the latter being able to formulate opposition to the marriage
under the law.
Article 277: Prohibition or equivalence of some forms of cohabitation with marriage
(1)Same-sex marriage is prohibited.
(2)Same-sex marriages concluded or contracted abroad either by Romanian citizens or
by foreign citizens are not recognized in Romania.
*) The Court admits the exception of unconstitutionality and finds that the provisions of
Article 277 paragraph (2) and (4) of the Civil Code are constitutional insofar as they allow
the granting of the right to stay on the territory of the Romanian State, under the conditions
stipulated by the European law, to the spouses - citizens of the Member States of the
European Union and / or citizens of third countries - from marriages between persons of the
same sex, concluded or contracted in a Member State of the European Union.
(3)Civil partnerships between persons of the opposite sex or of the same sex concluded or
contracted abroad either by Romanian citizens or by foreign citizens are not recognized in
Romania.
(4)The legal provisions regarding the free movement on the Romanian territory of the
citizens of the Member States of the European Union and the European Economic Area
remain applicable.
*) The Court admits the exception of unconstitutionality and finds that the provisions of
Article 277 paragraph (2) and (4) of the Civil Code are constitutional insofar as they allow
the granting of the right to stay on the territory of the Romanian State, under the conditions
stipulated by the European law, to the spouses - citizens of the Member States of the
European Union and / or citizens of third countries - from marriages between persons of the
same sex, concluded or contracted
SECTION 2:Formalities for the conclusion of marriage
Article 278: Communication of the state of health
The marriage does not end unless the future spouses declare that they have communicated to
each other the state of their health. The legal provisions stopping the marriage of those
suffering from certain diseases remain applicable.
Article 279: Place of the conclusion of the marriage
(1)The marriage is celebrated by the civil status officer at the city hall.
(2)By way of exception, the marriage may be celebrated, with the mayor's approval, by a
civil status officer from a different city hall than the one in whose territorial area the future
spouses reside or reside, with the obligation to notify the city hall of the domicile or residence
of the future spouses, for publication.
Article 280: Marriage declaration
(1)Those who want to get married will personally make the marriage declaration, according
to the law, at the city hall where the marriage is to be concluded.
(2)In the cases provided by law, the declaration of marriage can also be made outside the city
hall.
(3)When the future spouse is a minor, the parents or, as the case may be, the guardian will
personally make a statement approving the conclusion of the marriage. The provisions of
Article 272(5) shall remain applicable.
(4)If one of the future spouses, parents or guardian is not in the locality where the marriage is
to be concluded, they can make the declaration to the town hall in whose territorial area they
have their domicile or residence, which transmits it, within 48 hours, to the town hall where
the marriage is to be concluded.
Article 281: Content of the marriage declaration
(1)In the marriage declaration, the future spouses will show that there is no legal impediment
to the marriage and will mention the surname they will wear during the marriage, as well as
the matrimonial property regime chosen.
(2)With the declaration of marriage, they will present the evidence required by law for the
conclusion of the marriage.
Article 282: Choosing your last name
The future spouses may agree to keep their premarital names, to take the name of any of them
or their reunited names. One spouse may also keep his or her premarital name and the other
may bear their reunited names.
Article 283: Advertising of the marriage declaration
(1)On the same day as receiving the declaration of marriage, the civil status officer shall
order its publication, by displaying it in excerpts, in a specially arranged place at the city hall
and on its website where the marriage is to be concluded and, as the case may be, at the city
hall where the other spouse has his domicile or residence.
(2)The extract from the marriage declaration compulsorily includes: the date of display, the
civil status data of the future spouses and, as the case may be, the consent of the parents or
guardian, as well as the notification that any person may object to the marriage, within 10
days from the date of posting.
(3)The marriage ends 10 days after the display of the marriage declaration, a term in which
both the date of posting and the date of the conclusion of the marriage are included.
(4)The mayor of the municipality, of the district of Bucharest municipality, of the city or of
the commune where the marriage is to be concluded may approve, for good reasons, the
conclusion of the marriage before the expiry of the term provided for in paragraph (3).
Article 284: Renewal of the marriage declaration
If the marriage has not been concluded within 30 days from the date of posting of the
declaration of marriage, or if the future spouses wish to modify the original declaration, a
new declaration of marriage must be made and its publication ordered.
Article 285: Opposition to marriage
(1)Any person may object to the marriage if there is a legal impediment or if other
requirements of the law are not met.
(2)Opposition to marriage is made only in writing, showing the evidence on which it is based.
Article 286: Refusal to celebrate marriage
(1)The civil status officer refuses to celebrate the marriage if, on the basis of the checks he is
obliged to carry out, the oppositions received or the information he holds, in so far as the
latter are well known, he finds that the conditions laid down by law are not met.
(2)If the opposition is formulated with regard to the marriage of a person benefiting from
judicial counseling or special guardianship, the civil status officer shall immediately refer the
matter to the guardianship court, which shall decide on the merits of the opposition.
Article 287: Celebration of marriage
(1)The future spouses are obliged to present themselves together at the city hall, in order to
give their consent to the marriage in public, in the presence of 2 witnesses, in front of the
civil status officer.
(2)However, in the cases provided for by law, the civil status officer may also celebrate the
marriage outside the seat of the civil status service, subject to the other conditions referred to
in paragraph 1.
(3)Persons belonging to national minorities may apply for marriage to be celebrated in their
mother tongue, provided that the civil status officer or the person officiating the marriage
knows this language.
Article 288: Witnesses to marriage
(1)Witnesses attest to the fact that the spouses have given their consent pursuant to Article
287.
(2)The conclusion of the marriage may not witness the incapables and those who, because of
a mental or physical impairment, are unable to prove the facts referred to in paragraph 1.
(3)Witnesses can also be relatives or affinities, regardless of degree, with any of the future
spouses.
Article 289: Time of marriage
The marriage is concluded when, after taking the consent of each of the future spouses, the
civil status officer declares them married.
CHAPTER III:Formalities following the conclusion of the marriage
Article 290: Marriage act
After the conclusion of the marriage, the civil status officer immediately draws up, in the
register of civil status acts, the marriage act, which is signed by the spouses, by the 2
witnesses and by the civil status officer.
Article 291: Formalities concerning the matrimonial property regime
The civil status officer makes mention on the marriage deed about the chosen matrimonial
property regime. He shall be obliged, of his own motion and immediately, to communicate to
the register provided for in Article 334(1) and, where appropriate, to the notary public who
authenticated the marriage contract a copy of the marriage document.
Article 292: Proof of marriage
(1)The marriage is proved by the marriage act and by the marriage certificate issued on its
basis.
(2)However, in the cases provided for by law, the marriage may be proved by any means of
proof.
CHAPTER IV:Invalidity of marriage
SECTION 1:Absolute nullity of marriage
Article 293: Cases of absolute nullity
(1)A marriage concluded in breach of the provisions of Articles 271, 273, 274 and 287(1)
shall be null and void.
(2)If the spouse of a person declared dead has remarried and, after that, the declaratory decree
of death is annulled, the new marriage shall remain valid if the spouse of the person declared
dead was in good faith. The first marriage shall be deemed to have been dissolved on the date
of the conclusion of the new marriage.
Article 294: Lack of marital age
(1)The marriage concluded by the minor who has not reached the age of 16 is null and void.
(2)However, the nullity of the marriage is covered if, by the time the court decision becomes
final, both spouses have reached the age of 18 or if the wife has given birth or became
pregnant.
Article 295: Fictitious marriage
(1)Marriage entered into for purposes other than that of founding a family is null and void.
(2)However, the nullity of the marriage is covered if, until the final decision of the court, the
cohabitation of the spouses has intervened, the wife has given birth or became pregnant or 2
years have passed since the marriage was concluded.
Article 296: Persons who may invoke absolute nullity
Any interested person may bring an action for a declaration of absolute nullity of the
marriage. However, the public prosecutor may not bring an action after the termination or
dissolution of the marriage, unless he or she would act to defend the rights of minors or
persons in respect of whom judicial advice or special guardianship has been instituted.
SECTION 2:Relative nullity of marriage
Article 297: Lack of consents required by law
(1)A marriage concluded without the consent or authorisation provided for in Article 272(2),
(4) and (5) shall be voidable.
(2)Voidability may be invoked only by the person whose consent was required. The
provisions of Article 46(3) shall apply accordingly.
Article 298: Vices of consent
(1)The marriage may be annulled at the request of the spouse whose consent has been vitiated
by error, fraud or violence.
(2)Error constitutes a defect in consent only when it concerns the physical identity of the
future spouse.
Article 299: Lack of discernment
The marriage concluded by the person temporarily indiscriminate at the time of its conclusion
is voidable.
Article 300: Existence of guardianship
(1)The marriage concluded between the guardian and the person under his/her protection is
voidable.
(2)Voidability can only be invoked by the one under protection.
Article 301: Limitation period
(1)The annulment of the marriage can be applied for within 6 months.
(2)In the case provided for in Article 297, the time limit shall run from the date on which
those whose consent or authorisation was necessary for the conclusion of the marriage
became aware of it.
(3)In case of nullity for vices of consent or lack of discernment, the term runs from the date
of cessation of violence or, as the case may be, from the date on which the interested party
knew the fraud, error or temporal lack of discernment.
(4)In the case provided for in Article 300, the time limit shall run from the date of the
conclusion of the marriage.
Article 302: Personal character of the action
The right to an action for annulment shall not be passed on to the heirs. However, if the
action was initiated by one of the spouses, it may be continued by any of his/her heirs.
Article 303: Invalidity coverage
(1)In the cases provided for in Article 272(2), (4) and (5), the annulment of the marriage shall
be covered if, by the time the court decision becomes final, the consents and authorisation
required by law have been obtained.
(2)The marriage cannot be annulled if the spouses have lived together for 6 months from the
date of cessation of violence or from the date of discovery of the fraud, error or temporary
lack of mental faculties.
(3)In all cases, the nullity of the marriage is covered if, in the meantime, both spouses have
reached the age of 18 or if the wife has given birth or became pregnant.
SECTION 3:Effects of the nullity of marriage
Article 304: Putative marriage
(1)The bona fide spouse upon entering into a void or annulled marriage shall, until the date
when the judgment becomes final, preserve the situation of a spouse from a valid marriage.
(2)In the situation referred to in paragraph 1, the property relations between the former
spouses shall be subject, by similarity, to the provisions relating to divorce.
Article 305: Children's situation
(1)The nullity of the marriage has no effect on the children, who retain the situation of
children from the marriage.
(2)As regards the rights and obligations between parents and children, the provisions on
divorce apply by similarity.
Article 306: Enforceability of the judgment
(1)The court decision establishing the nullity or annulment of marriage is enforceable against
third parties, according to the law. The provisions of Articles 291, 334 and 335 shall apply
accordingly.
(2)The nullity of the marriage may not be invoked against a third person against an act
previously concluded by that person with one of the spouses, unless the publicity formalities
laid down by law have been completed in respect of the action for a declaration of invalidity
or for annulment, or the third party has otherwise known before the conclusion of the act, the
ground of invalidity of the marriage. The provisions of Articles 291, 334 and 335 shall also
apply accordingly to the publicity of the action for a declaration of invalidity or for the
annulment of marriage.
CHAPTER V:Personal rights and duties of the spouses
Article 307: Regulation of personal relations between spouses
The provisions of this Chapter shall apply to personal relations between the spouses,
irrespective of their matrimonial property regime.
Article 308: Decision-making by the spouses
The spouses decide by mutual agreement on all matters relating to the marriage.
Article 309: Duties of the spouses
(1)The spouses owe each other respect, fidelity and moral support.
(2)They have a duty to live together. For good reasons, they may decide to live separately.
Article 310: Independence of the spouses
A spouse shall not have the right to censor correspondence, social relations or the choice of
the other spouse's profession.
Article 311: Change your last name
(1)The spouses are obliged to bear the declared name at the conclusion of the marriage.
(2)If the spouses have agreed to bear a common name during the marriage and have declared
it in accordance with the provisions of Article 281, one of the spouses may request that that
name be changed administratively only with the consent of the other spouse.
CHAPTER VI:Patrimonial rights and obligations of the spouses
SECTION 1:Common provisions
SUBSECTION 1:About the matrimonial property regime in general
Article 312: Matrimonial property regimes
(1)The future spouses may choose as their matrimonial property regime: the legal
community, the separation of property or the conventional community of property.
(2)Regardless of the matrimonial property regime chosen, the provisions of this Section may
not be derogated from, unless otherwise provided by law.
Article 313: Effects of the matrimonial property regime
(1)Between the spouses, the matrimonial property regime takes effect only from the day of
the conclusion of the marriage.
(2)In relation to third parties, the matrimonial property regime is enforceable from the date of
completion of the publicity formalities provided for by law, unless they have known it
otherwise.
(3)Failure to comply with the publicity formalities leads to the spouses being considered, in
relation to bona fide third parties, to be married under the matrimonial property regime of the
statutory community of property.
Article 314: Conventional mandate
A spouse may give a mandate to the other spouse to represent him or her for the exercise of
his or her rights under the matrimonial property regime.
Article 315: Judicial mandate
(1)If one of the spouses is unable to manifest his/her will, the other spouse may ask the
guardianship court for permission to represent him/her for the exercise of his/her rights under
the matrimonial property regime. The decision rendered lays down the conditions, limits and
period of validity of this mandate.
(2)Except in other cases provided for by law, the term of office shall cease when the
represented spouse is no longer in the situation referred to in paragraph 1 or when a guardian
or, as the case may be, a trustee is appointed.
(3)The provisions of Articles 346 and 347 shall apply accordingly.
Article 316: Disposition acts that seriously endanger the interests of the family
(1)Exceptionally, if one of the spouses concludes legal acts seriously endangering the
interests of the family, the other spouse may apply to the guardianship court that, for a fixed
period of time, the right to dispose of certain property may be exercised only with his or her
express consent. The duration of this measure may be extended, but not exceeding a total of 2
years. The decision approving the measure shall be served with a view to carrying out the
formalities of real estate or movable advertising, as the case may be.
(2)Acts concluded in violation of the court decision are voidable. The right of action shall be
time-barred within one year, which shall begin to run from the date on which the injured
spouse became aware of the existence of the act.
(3)The provisions of Articles 346 and 347 shall apply accordingly.
Article 317: Patrimonial independence of the spouses
(1)Unless otherwise provided by law, each spouse may conclude any legal acts with the other
spouse or with third parties.
(2)Each spouse may make own, without the consent of the other, bank deposits, as well as
any other operations in connection therewith.
(3)In relation to the credit institution company, the spouse holding the account has, even after
the dissolution or termination of the marriage, the right to dispose of the funds deposited,
unless otherwise decided by an enforceable court decision.
Article 318: Right to information
(1)Each spouse may ask the other to inform him of his/her assets, income and debts, and in
case of unjustified refusal, he/she may apply to the guardianship court.
(2)The court may order the spouse of the person who brought the matter before it or any third
party to provide the information requested and to submit the evidence necessary for this
purpose.
(3)Third parties may refuse to provide the requested information when, according to the law,
the refusal is justified by the maintenance of professional secrecy.
(4)When the information requested by one spouse can be obtained, according to the law, only
at the request of the other spouse, his refusal to request it gives rise to the relative
presumption that the claims of the complaining spouse are true.
Article 319: Termination of the matrimonial property regime
(1)The matrimonial property regime is terminated by a declaration of invalidity, annulment,
dissolution or termination of the marriage.
(2)During the marriage, the matrimonial property regime may be modified, according to the
law.
Article 320: Liquidation of the matrimonial property regime
In case of termination or change, the matrimonial property regime shall be liquidated
according to the law, by good will or, in case of misunderstanding, by judicial means. The
final judgment or, as the case may be, the document drawn up in authentic notarial form
constitutes an act of liquidation.
SUBSECTION 2:Family home
Article 321: Notion
(1)The family home is the joint home of the spouses or, failing that, the home of the spouse
where the children are located.
(2)Any of the spouses may request the notation in the Land Registry, under the law, of a real
estate as a family home, even if he is not the owner of the building.
Article 322: Rules governing legal acts
(1)Without the written consent of the other spouse, neither of the spouses, even if he is the
exclusive owner, may dispose of the rights to the family home, nor may he conclude acts that
would affect its use.
(2)Also, a spouse may not move from the dwelling the goods furnishing or decorating the
family home and may not dispose of them without the written consent of the other spouse.
(3)If consent is refused without a legitimate reason, the other spouse may refer the matter to
the guardianship court for the purpose of authorising the conclusion of the act.
(4)The spouse who has not given his/her consent at the conclusion of the act may request its
annulment within one year from the date on which he/she became aware of it, but not later
than one year from the date of termination of the matrimonial property regime.
(5)In the absence of noting the family home in the land register, the spouse who has not given
his/her consent may not request the annulment of the deed, but only damages from the other
spouse, unless the acquiring third party has otherwise known the status of the family's
dwelling.
(6)The provisions of paragraph 5 shall apply accordingly to acts concluded in breach of the
provisions of paragraph 2.
Article 323: The spouses' rights over the rented house
(1)If the home is owned under a lease, each spouse has his or her own right of dwelling, even
if only one of them is the holder of the contract or the contract is concluded before the
marriage.
(2)The provisions of Article 322 shall apply accordingly.
(3)In the event of the death of one of the spouses, the surviving spouse shall continue
exercising his or her right of residence, unless he expressly waives it, within the period
provided for in Article 1.834.
Article 324: Award of the benefit of the lease
(1)When the marriage is dissolved, if it is not possible for both spouses to use the dwelling
and they do not agree, the benefit of the lease may be attributed to one of the spouses, taking
into account, in order, the best interests of the minor children, the fault in the dissolution of
the marriage and the own housing possibilities of the former spouses.
(2)The spouse who has been awarded the benefit of the lease is liable to pay the other spouse
an allowance to cover the costs of setting up in another dwelling, unless the divorce was
granted through the sole fault of the latter. If there are common property, the allowance may
be charged, upon division, on the share due to the spouse to whom the benefit of the lease has
been awarded.
(3)The award of the benefit of the lease is made with the summoning of the lessor and takes
effect against him from the date when the court decision became final.
(4)The provisions of paragraphs (1) to (3) shall apply in a similar way if the property is the
common property of the 2 spouses, the award of the benefit of the marital dwelling taking
effect until the date of the final decision of division.
SUBSECTION 3:Expenses of marriage
Article 325: Contribution of the spouses
(1)The spouses are obliged to provide material support to each other.
(2)They are obliged to contribute, in relation to their respective means, to the costs of the
marriage, unless otherwise provided for in the marriage contract.
(3)Any agreement which provides that the payment of the costs of the marriage lies solely
with one of the spouses shall be deemed unwritten.
Article 326: Household work
The work of either spouse in the household and in raising children is a contribution to the
costs of the marriage.
Article 327: Income from the profession
Each spouse is free to exercise a profession and to dispose, in accordance with the law, of the
income received, in compliance with his obligations regarding the expenses of the marriage.
Article 328: Right to compensation
The spouse who has actually participated in the professional activity of the other spouse may
obtain compensation, to the extent of the latter's enrichment, if his or her participation
exceeded the limits of the obligation of material support and of the obligation to contribute to
the costs of the marriage.
SUBSECTION 4:Choice of matrimonial property regime
Article 329: Marriage contract
The choice of a matrimonial property regime other than that of the statutory community of
property is made by concluding a matrimonial property agreement.
Article 330: Conclusion of the marriage contract
(1)Under the sanction of absolute nullity, the marriage contract is concluded by a deed
authenticated by the notary public, with the consent of all the parties, expressed personally or
by proxy with authentic, special power of attorney and having predetermined content.
(2)A marriage contract concluded before the marriage takes effect only from the date of the
conclusion of the marriage.
(3)The agreement concluded during the marriage shall take effect from the date specified by
the parties or, failing that, from the date of its conclusion.
Article 331: Simulation of the marriage contract
The secret act by which another matrimonial property regime is chosen or the matrimonial
property regime is modified for which the publicity formalities provided for by law are
completed takes effect only between the spouses and cannot be opposed to bona fide third
parties.
Article 332: Subject matter of the marriage contract
(1)The marriage contract may derogate, under penalty of absolute nullity, from the legal
provisions on the chosen matrimonial property regime only in the specific cases provided for
by law.
(2)Likewise, the marriage contract cannot affect equality between the spouses, parental
authority or legal devolution of succession.
Article 333: Preciput clause
(1)By marriage agreement, it may be stipulated that the surviving spouse shall take over
without payment, before the division of the inheritance, one or more of the common property,
held in debauchery or co-ownership. The preciput clause may be stipulated for the benefit of
each of the spouses or only in favour of one of them.
(2)The preciput clause is not subject to the donation ratio, but only to reduction, under the
conditions of Article 1.096(1) and (2).
(3)The preciput clause does not affect the right of the common creditors to pursue, even
before the community ends, the assets covered by the clause.
(4)The preciput clause becomes obsolete when the community ceases during the spouses'
lifetime, when the recipient spouse died before the disposed spouse or when they died at the
same time or when the property that was the subject of it was sold at the request of the joint
creditors.
(5)The execution of the preciput clause shall be made in kind or, if this is not possible, by
equivalent.
Article 334: Publication of the marriage contract
(1)In order to be enforceable against third parties, matrimonial agreements are registered in
the National Notary Register of Matrimonial Property Regimes, organized according to the
law.
(2)After authenticating the marriage contract during the marriage or after receiving the copy
of the deed of marriage, in accordance with Article 291, the notary public shall, of his own
motion, send a copy of the agreement to the civil status service where the celebration of
marriage took place, in order to make mention of the marriage deed, to the register referred to
in paragraph 1 and to the other registers of publicity, under the conditions of paragraph 4.
(3)The provisions of paragraph 2 shall not preclude the right of either spouse to require the
completion of the publication formalities.
(4)Taking into account the nature of the assets, the matrimonial conventions will be recorded
in the land register, will be entered in the Trade Register, as well as in other registers of
publicity provided by law. In all such cases, failure to comply with the particular advertising
formalities may not be covered by the entry made in the register referred to in paragraph 1.
(5)Any person, without being required to justify any interest, may search the register referred
to in paragraph 1 and request, in accordance with the law, the issue of certified extracts.
Article 335: Unenforceability of the marriage contract
(1)A marriage contract may be opposed by third parties in respect of acts concluded by them
with one of the spouses only if the publicity formalities provided for in Article 334 have been
completed or if the third parties have otherwise known it.
(2)Likewise, the marriage contract cannot be opposed to third parties in respect of acts
concluded by them with either of the spouses before the marriage is concluded.
Article 336: Amendment of the marriage contract
The marriage contract may be amended before the marriage is concluded, subject to the
conditions laid down in Articles 330 and 332. The provisions of Articles 334 and 335 shall
apply.
Article 337: Conclusion of the marriage contract by the minor or the person benefiting
from judicial counseling or special guardianship
(1)The minor who has reached the matrimonial age or the majority of the person who benefits
from judicial counseling or special guardianship may conclude or modify a marriage contract
only with the consent of his/her legal guardian and with the authorization of the guardianship
court.
(2)In the absence of the consent or authorisation provided for in paragraph 1, the agreement
concluded by the minor may be annulled under the conditions of Article 46, which shall
apply accordingly.
(3)An action for annulment may not be brought if one year has elapsed since the marriage
was entered into.
Article 338: Invalidity of the marriage contract
If the marriage contract is void or annulled, the statutory community of property regime
applies between the spouses, without affecting the rights acquired by bona fide third parties.
SECTION 2:Legal community regime
Article 339: Common property
Assets acquired during the statutory community of property regime by either spouse are, from
the date of their acquisition, the spouses' common property in vain.
Article 340: Own property
They are not common property, but the separate property of each spouse:
a)property acquired by legal inheritance, legacy or donation, unless the disposer has expressly
provided that they will be common;
b)goods for personal use;
c)property intended for the exercise of the profession of one of the spouses, if they are not
components of a goodwill forming part of the community property;
d)the patrimonial rights of intellectual property over his creations and on the distinctive signs
he has registered;
e)goods acquired as a prize or reward, scientific or literary manuscripts, sketches and artistic
projects, invention projects and other such goods;
f)insurance indemnity and compensation for any material or non-material damage caused to
one of the spouses;
g)goods, sums of money or any securities which replace an asset of their own, as well as the
property acquired in return therefor;
h)fruits of own goods.
Article 341: Income from work and assimilated to them
Income from work, sums of money due as a pension under social security and the like, as
well as income due under an intellectual property right, are common property, regardless of
the date of their acquisition, but only if the claim on their collection becomes due during the
community.
Article 342: Legal regime of own property
Each spouse may freely use, administer and dispose of his or her own property, in accordance
with the law.
Article 343: Proof of the spouses' property
(1)The quality of the common good does not need to be proven.
(2)Proof that an asset is of its own may be made between the spouses by any means of proof.
In the case provided for in Article 340 letter a), the proof shall be made in accordance with
the law.
(3)For movable property acquired prior to the marriage, an inventory shall be drawn up
before its conclusion by the notary public or under private signature, if the parties so agree. In
the absence of an inventory, it is presumed, until proven otherwise, that the goods are
common.
Article 344: Advertising formalities
Either spouse may request that mention be made in the land register or, as the case may be, in
other registers of publicity provided by law about the belonging of an asset to the community.
Article 345: Acts of preservation, use and administration
(1)Each spouse has the right to use the common property without the express consent of the
other spouse. However, the change of destination of the common property can be done only
by mutual consent of the spouses.
(2)Also, each spouse may conclude alone acts of preservation, acts of administration in
respect of any of the common property, as well as acts of acquisition of common property.
(3)The provisions of Article 322 shall remain applicable.
(4)To the extent that his interests relating to the community property have been harmed by a
legal act, the spouse who did not participate in the conclusion of the act may only claim
damages from the other spouse, without affecting the rights acquired by third parties in good
faith.
Article 346: Acts of alienation and encumbrance
(1)Acts of disposal or encumbrance with rights in rem concerning the community property
may be concluded only with the consent of both spouses.
(2)However, either of the spouses may dispose alone, for consideration, of the common
movable property, the disposal of which is not subject, according to the law, to certain
publicity formalities. The provisions of Article 345(4) shall remain applicable.
(3)Ordinary gifts shall also be exempted from the provisions of paragraph 1.
Article 347: Relative invalidity
(1)The act concluded without the express consent of the other spouse, when it is required by
law, is voidable.
(2)The acquiring third party who has taken the necessary care to inform himself of the nature
of the property is protected from the effects of nullity. The provisions of Article 345(4) shall
remain applicable.
Article 348: Contribution of common property
The common property may be the subject of a contribution to companies, associations or
foundations, according to the law.
Article 349: Arrangements for contributions
(1)Under the penalty provided for in Article 347, neither spouse alone may, without the
written consent of the other spouse, dispose of the joint property as a contribution to a
company or for the acquisition of shares or, as the case may be, shares. In the case of
companies whose shares are dealt in on a regulated market, the spouse who has not given
his/her written consent to the use of the common property may only claim damages from the
other spouse, without affecting the rights acquired by third parties.
(2)In the case referred to in paragraph 1, the status of member shall be conferred on the
spouse who contributed the common property, but the shares or shares are joint property. The
associated spouse exercises by himself the rights arising from this capacity and may carry out
the transfer of the shares or, as the case may be, of the shares held by himself.
(3)The status of associate may also be recognized to the other spouse, if he/she has expressed
his/her will to do so. In this case, each of the spouses has the status of a shareholder in respect
of the shares or shares awarded in exchange for half the value of the property, unless, by
agreement, the spouses have stipulated other shares. The shares or shares of each of the
spouses are separate property.
Article 350: Testamentary provisions
Each spouse may dispose of the part due to him or her, upon termination of the marriage, of
the community property.
Article 351: Joint debts of the spouses
The spouses are liable with the common property for:
a)obligations arising in connection with the preservation, administration or acquisition of
common property;
b)the obligations they have contracted together;
c)the obligations assumed by either spouse to cover the ordinary expenses of the marriage;
d)compensation for the damage caused by the appropriation, by one of the spouses, of
property belonging to a third party, in so far as it has increased the spouses' common
property.
Article 352: Subsidiary liability for common debts
(1)To the extent that the joint obligations have not been covered by the pursuit of the
common property, the spouses are jointly and severally liable with their separate property. In
this case, the person who paid the joint debt shall be subrogated to the creditor's rights for
what he has borne in excess of his share of the community if the liquidation were to be made
on the date of payment of the debt.
(2)The spouse who has paid the joint debt under paragraph 1 shall have a right of retention in
respect of the assets of the other spouse until the claims owed to him or her are fully covered.
Article 353: Pursuit of common property
(1)The joint property cannot be pursued by the personal creditors of one of the spouses.
(2)However, after tracing the debtor spouse's separate property, his or her personal creditor
may request the division of the joint property, but only to the extent necessary to cover his or
her claim.
(3)The goods thus divided become separate property.
Article 354: Tracking income from the profession
A spouse's income from work, as well as those treated as such, may not be traced against
joint debts incurred by the other spouse, with the exception of those referred to in Article
351(c).
Article 355: Liquidation of the community regime
(1)Upon termination of the community, it is liquidated by court decision or authentic notarial
deed.
(2)Until the liquidation is completed, the community persists in both assets and obligations.
(3)When the community ceases on the death of one of the spouses, the liquidation is made
between the surviving spouse and the heirs of the deceased spouse. In this case, the deceased
spouse's obligations are divided between the heirs in proportion to their shares of the estate.
Article 356: Effects of the termination of the community regime
If the community of property regime ceases through the dissolution of the marriage, the
former spouses remain co-owners in disarray over the common property until the share of
each of them is determined.
Article 357: Liquidation of the community. Partition
(1)In the context of the liquidation of the community, each of the spouses takes over his/her
separate property, after which the joint property will be divided and the debts are settled.
(2)For this purpose, the share of each spouse is first determined, on the basis of his or her
contribution both to the acquisition of the common property and to the fulfilment of the
common obligations. Unless proven otherwise, it is presumed that the spouses have made an
equal contribution.
(3)The provisions of Article 364(2) shall apply accordingly.
Article 358: Partition during the community regime
(1)During the community regime, the common property may be divided, in whole or in part,
by deed concluded in authentic notarial form, in case of goodwill, or by court, in case of
misunderstanding.
(2)The provisions of Article 357(2) shall apply accordingly.
(3)The property assigned to each spouse by division becomes separate property and the
undivided property remains common property.
(4)The community regime shall not cease except in accordance with the law, even if all the
common property has been divided according to this article.
Article 359: Conventions contrary to the statutory community of law regime
Any convention contrary to the provisions of this Section shall be null and void in so far as it
is not compatible with the conventional Community regime.
SECTION 3:Separation of property regime
Article 360: Property regime
(1)Each of the spouses is the exclusive owner in respect of assets acquired before the
conclusion of the marriage, as well as those which he acquires in his own name after that
date.
(2)By marriage contract, the parties may provide for clauses on the liquidation of this regime
according to the mass of property acquired by each of the spouses during the marriage, on the
basis of which the participation claim will be calculated. Unless the parties have agreed
otherwise, the participation claim represents half of the difference in value between the two
masses of net acquisitions and will be due by the spouse whose net purchasing table is larger
and can be paid in cash or in kind.
Article 361: Inventory of movable property
(1)When adopting this regime, the civil-law notary draws up an inventory of his own
movable property, regardless of the way in which they are acquired.
(2)An inventory may also be drawn up for movable property acquired during the separation
of property.
(3)In all cases, for opposability vis-a-vis third parties, the inventory shall be attached to the
marriage contract, subject to the same publicity formalities as the marriage contract.
(4)In the absence of an inventory, it is presumed, until proven otherwise, that the exclusive
property right belongs to the possessing spouse.
(5)If the asset was acquired by a legal act subject, according to the law, to a formal condition
for validity or to publicity requirements, the exclusive property right can be proved only by
the document that meets the forms required by law.
Article 362: Common property by shares
(1)The assets acquired jointly by the spouses belong to them in common property on the
shares, according to the law.
(2)Proof of co-ownership shall be furnished under the conditions of Article 361, which shall
apply accordingly.
Article 363: Use of the other spouse's property
(1)A spouse who makes use of the other spouse's property without opposing the latter shall
have the obligations of a usufructuary, with the exception of those provided for in Articles
723, 726 and 727. He is obliged to return only the fruits existing on the date of their request
by the other spouse or, as the case may be, on the date of termination or change of the
matrimonial property regime.
(2)If one of the spouses concludes alone an act by which he acquires an asset, using, in whole
or in part, property belonging to the other spouse, the latter may choose, in the proportion of
the separate property used without his consent, between claiming for himself the property of
the acquired asset and claiming damages from the acquiring spouse. However, the property
may not be claimed until the acquiring spouse disposes of the acquired property, unless the
acquiring third party has known that the property was acquired by the selling spouse through
the realisation of the other spouse's property.
Article 364: Liability for personal obligations
(1)Neither spouse may be bound by obligations arising from acts committed by the other
spouse.
(2)However, the spouses are jointly and severally liable for the obligations assumed by either
of them to cover the ordinary expenses of the marriage and those related to the upbringing
and upbringing of the children.
Article 365: Retention of title
Upon termination of the separation of property regime, each of the spouses has a right of
retention over the other's property until the debts they have towards each other are fully
covered.
SECTION 4:Conventional Community Regime
Article 366: Scope of application
The conventional community of community of property regime shall apply where, under the
conditions and within the limits set out in this section, the provisions on the statutory
community of community of property regime are derogated from by marriage contract.
Article 367: Subject matter of the marriage contract
Where the conventional community is adopted, the marriage contract may concern one or
more of the following:
a)the inclusion in the community, in whole or in part, of acquired assets or debts arising
before or after the marriage, with the exception of the assets referred to in Article 340(b) and
(c);
b)the restriction of the community to assets or debts specifically determined in the marriage
contract, whether acquired or, as the case may be, born before or during the marriage, with
the exception of the obligations laid down in Article 351(c);
c)the obligation of consent of both spouses for the conclusion of certain acts of
administration; in this case, if one of the spouses is unable to express his/her will or abusively
opposes it, the other spouse may conclude the act alone, but only with the prior consent of the
guardianship court;
d)inclusion of the preciput clause; the execution of the preciput clause is made in kind or, if
this is not possible, by equivalent, of the net asset value of the community;
e)arrangements for the winding up of the conventional community.
Article 368: Other applicable provisions
Unless otherwise provided by a marriage contract, the legal regime of the conventional
community of property is supplemented by the legal provisions on the statutory community
of property regime.
SECTION 5:Amendment of the matrimonial property regime
SUBSECTION 1:Conventional amendment
Article 369: Conditions
(1)At least one year after the conclusion of the marriage, the spouses may, whenever they
wish, replace the existing matrimonial property regime with another matrimonial property
regime or modify it, in compliance with the conditions laid down by law for the conclusion of
marriage contracts.
(2)The provisions of Articles 291, 334, 335 and 361 shall apply accordingly.
(3)Creditors harmed by the change or liquidation of the matrimonial property regime may
bring the action for revocation within one year from the date on which the disclosure
formalities were completed or, as the case may be, from when they became aware of these
circumstances beforehand by some other means.
(4)The creditors referred to in paragraph 3 may at any time, by way of exception, invoke the
unenforceability of the modification or liquidation of the matrimonial property regime made
in the event of fraud against their interests.
SUBSECTION 2:Judicial amendment
Article 370: Judicial separation of property
(1)If the spouses' matrimonial property regime is that of a statutory or conventional
community of property, the court may, at the request of one of the spouses, decide on the
separation of property when the other spouse concludes acts which endanger the economic
interests of the family.
(11)At the request of the guardian of the spouse receiving legal counsel or special
guardianship, or at the request of the family council, the court may decide on the separation
of property when it is in the interest of the protected person.
(2)At the same time, the court will apply the provisions of Article 357.
(3)The provisions of Articles 291, 334, 335 and 361 shall apply accordingly.
Article 371: Effects between spouses
(1)The separation of property pronounced by the court causes the previous matrimonial
property regime to cease and the spouses are subject to the matrimonial property regime
provided for in Articles 360 to 365.
(2)Between the spouses, the effects of the separation occur from the date of the application,
unless the court, at the request of either of them or, as the case may be, of the guardian of the
spouse receiving judicial counsel or special guardianship, or at the request of the family
council, orders that these effects apply to them from the date of the de facto separation.
Article 372: Effects vis-a-vis third parties
(1)The creditors of the spouses may not apply for separation of property, but may intervene in
the case.
(2)The provisions of Article 369(3) and (4) shall apply accordingly.
CHAPTER VII:Dissolution of marriage
SECTION 1:Divorce cases
SUBSECTION 1:General provisions
Article 373: Grounds for divorce
Divorce can take place:
a)by mutual consent of the spouses, at the request of both spouses or of one of the spouses
accepted by the other spouse;
b)when, for good reasons, the relations between the spouses are seriously damaged and the
continuation of the marriage is no longer possible;
c)at the request of one of the spouses, after a de facto separation that lasted at least 2 years;
d)at the request of the spouse whose state of health makes it impossible to continue the
marriage.
SUBSECTION 2:Divorce by mutual consent of the spouses by judicial means
Article 374: Conditions
(1)Divorce by mutual consent may be granted regardless of the duration of the marriage and
regardless of whether or not there are minor children born of the marriage.
(2)(the text of Article 374, paragraph (2) of Book II, Title II, Chapter VII, Section 1,
subsection 2 was repealed on 18-Aug-2022 by Article 7, point 50. of Chapter II of Law
140/2022)
(3)The court is obliged to verify the existence of the free and uninjured consent of each
spouse.
SUBSECTION 3:Divorce by mutual consent of the spouses by administrative means or
by notarial procedure
Article 375: Conditions
(1)If the spouses agree to the divorce and do not have minor children, born in wedlock, out of
wedlock or adopted, the civil status officer or notary public at the place of the marriage or the
last common dwelling of the spouses may ascertain the dissolution of the marriage by the
consent of the spouses, issuing them a divorce certificate, according to the law.
(2)Divorce by agreement of the spouses may also be ascertained by the notary public if there
are minor children born in wedlock, out of wedlock or adopted, if the spouses agree on all the
aspects relating to the surname to bear after the divorce, the exercise of parental authority by
both parents, the establishment of the children's home after the divorce, the way of keeping
the personal ties between the separated parent and each of the children, as well as establishing
the parents' contribution to the expenses of raising, educating, teaching and professional
training of the children. If the social enquiry report shows that the consent of the spouses to
the joint exercise of parental authority or to the establishment of the children's home is not in
the interests of the child, the provisions of Article 376(5) shall apply.
(3)Divorce by mutual consent cannot be granted if one of the spouses benefits from judicial
counsel or special guardianship.
Article 376: Procedure
(1)The application for divorce is filed by the spouses together. The civil status officer or the
notary public registers the application and grants them a reflection period of 30 days.
(2)By way of exception from the provisions of paragraph (1), the divorce application may be
submitted to the notary public and by proxy with an authentic power of attorney.
(3)At the expiry of this term, the spouses present themselves in person, and the civil status
officer or, as the case may be, the notary public checks whether the spouses persist in
divorcing and whether, in this respect, their consent is free and not vitiated.
(4)If the spouses persist in divorce, the civil status officer or, as the case may be, the notary
public issues the divorce certificate without making any mention of the fault of the spouses.
(5)The provisions of Article 383(1) and (3) shall apply accordingly. If the spouses do not
agree on the surname to bear after the divorce or, in the case provided for in Article 375(2),
on the joint exercise of parental rights, the civil status officer or, as the case may be, the
notary public issues an order rejecting the application for divorce and directs the spouses to
apply to the court, according to the provisions of Article 374.
(6)The settlement of applications for other effects of divorce on which the spouses do not
agree falls within the jurisdiction of the court.
Article 377: Mention in the marriage act
(1)When the application for divorce is submitted to the town hall where the marriage was
concluded, the civil status officer, after issuing the divorce certificate, makes the appropriate
mention in the marriage act.
(2)In case of submitting the application to the city hall in whose territorial area the spouses
had the last common dwelling, the civil status officer issues the divorce certificate and
immediately submits a certified copy of it to the city hall of the place where the marriage was
concluded, in order to make mention in the marriage act.
(3)In case of finding the divorce by the notary public, he/she issues the divorce certificate and
immediately submits a certified copy of it to the town hall of the place where the marriage
was concluded, in order to make mention in the marriage act.
Article 378: Refusal of the civil status officer or notary public
(1)If the conditions of Article 375 are not met, the civil status officer or, as the case may be,
the notary public shall reject the application for divorce.
(2)There is no appeal against the refusal of the civil status officer or notary public, but the
spouses may apply for divorce to the court to order the dissolution of the marriage by their
consent or on the basis of another basis provided by law.
(3)In order to compensate for the damage by the abusive refusal of the civil status officer or
the notary public to ascertain the dissolution of the marriage by the consent of the spouses
and to issue the divorce certificate, either of the spouses may apply, separately, to the
competent court.
SUBSECTION 4:Divorce by fault
Article 379: Conditions
(1)In the case referred to in Article 373(b), divorce may be granted if the court establishes the
fault of one of the spouses in the breakdown of the marriage. However, if the evidence
adduced shows the fault of both spouses, the court may grant the divorce on their common
fault, even if only one of them has applied for divorce. If the fault lies entirely with the
plaintiff, the provisions of Article 388 shall apply.
(2)In the case provided for in Article 373(c), divorce is pronounced through the sole fault of
the applicant spouse, unless the defendant agrees to the divorce, when he or she decides
without mention of the fault of the spouses.
Article 380: Continuation of the divorce action
(1)In the situation referred to in Article 379(1), if the applicant spouse dies during the trial,
his or her heirs may continue the divorce action.
(2)The action continued by the heirs is allowed only if the court finds the exclusive fault of
the respondent spouse.
SUBSECTION 5:Divorce due to the state of a husband's health
Article 381: Conditions of divorce
In the case referred to in Article 373(d), the dissolution of the marriage shall be pronounced
without mention of the fault of the spouses.
SECTION 2:Effects of divorce
SUBSECTION 1:Date of dissolution of marriage
Article 382: Date of dissolution of marriage
(1)The marriage is dissolved from the day when the judgment granting the divorce became
final.
(2)By way of exception, if the divorce action is continued by the heirs of the applicant
spouse, according to Article 380, the marriage shall be deemed to have been dissolved at the
time of death.
(3)In the case provided for in Article 375, the marriage is dissolved on the date of issue of the
divorce certificate.
SUBSECTION 2:Effects of divorce on non-pecuniary relations between spouses
Article 383: Last name after marriage
(1)When the marriage is dissolved by divorce, the spouses may agree to keep the name worn
during the marriage. The court takes note of this agreement by the divorce decree.
(2)For good reasons, justified by the interests of one of the spouses or by the best interests of
the child, the court may allow the spouses to keep their names during the marriage, even in
the absence of an agreement between them.
(3)If no agreement has been reached or if the court has not given its consent, each of the
former spouses bears the name before the marriage.
Article 384: Rights of a divorced spouse
(1)Divorce is deemed to have been pronounced against the spouse for whose sole fault the
marriage was dissolved.
(2)The spouse against whom the divorce was granted loses the rights that the law or
agreements previously concluded with third parties confer on him or her.
(3)These rights are not lost in the event of joint fault or divorce by mutual consent of the
spouses.
SUBSECTION 3:Effects of divorce on the property relations between the spouses
SUBSECTION 31:Effects on the matrimonial property regime
Article 385: Termination of the matrimonial property regime
(1)In the case of divorce, the matrimonial property regime ceases between the spouses on the
date of the application for divorce.
(2)However, either or both of the spouses, together, in the event of divorce by mutual
consent, may ask the divorce court to declare that the matrimonial property regime has ceased
since the date of the de facto separation.
(3)The provisions of this Article shall also apply accordingly in the case of divorce under
Article 375.
Article 386: Acts concluded in the fraud of the other spouse
(1)Acts referred to in Article 346(2), as well as acts from which community obligations arise,
concluded by one of the spouses after the date of filing of the application for divorce, shall be
voidable if they were made in the defraud of the other spouse.
(2)The provisions of Article 345(4) shall remain applicable.
Article 387: Effectiveness vis-a-vis third parties
(1)The court decision granting the divorce and, where appropriate, the divorce certificate
provided for in Article 375 shall be enforceable against third parties, in accordance with the
law.
(2)The provisions of Articles 291, 334 and 335 shall apply accordingly, including in the case
provided for in Article 375.
SUBSECTION 32:Right to compensation
Article 388: Award of compensation
Apart from the right to the compensatory allowance provided for in Article 390, the innocent
spouse, who suffers damage as a result of the dissolution of the marriage, may apply to the
guilty spouse to compensate him or her. The guardianship court hears the application by
means of the divorce decree.
 SUBSECTION 33:Maintenance obligation between former spouses
Article 389: Maintenance obligation
(1)Through the dissolution of the marriage, the maintenance obligation between the spouses
ceases.
(2)The divorced spouse is entitled to maintenance if he or she is in need because of an
incapacity for work occurring before the marriage or during the marriage. He is also entitled
to maintenance where the incapacity arises within one year of the dissolution of the marriage,
but only if the incapacity is caused by a circumstance connected with the marriage.
(3)Maintenance due under paragraph 2 shall be determined up to one-fourth of the net income
of the person liable to pay it in relation to his means and the state of need of the creditor. This
maintenance, together with the maintenance due to the children, may not exceed half of the
net income of the person liable to pay.
(4)Where the divorce is granted through the exclusive fault of one of the spouses, the latter
shall benefit from the provisions of paragraphs 2 and 3 only for a period of one year after the
dissolution of the marriage.
(5)Except in other cases provided for by law, the maintenance obligation shall cease upon the
remarriage of the person entitled.
SUBSECTION 34:Compensatory benefit
Article 390: Conditions of the compensatory benefit
(1)If the divorce is pronounced through the exclusive fault of the respondent spouse, the
plaintiff spouse may receive a benefit that compensates, as far as possible, for a significant
imbalance that the divorce would cause in the living conditions of the applicant.
(2)The compensatory allowance may be granted only if the marriage has lasted for at least 20
years.
(3)The spouse applying for the compensatory allowance may not also claim maintenance
from his or her former spouse under the terms of Article 389.
Article 391: Determination of the compensatory benefit
(1)The compensatory allowance may be claimed only once the marriage is dissolved.
(2)In determining the compensatory benefit, account shall be taken both of the resources of
the spouse applying for it and of the means of the other spouse at the time of the divorce, of
the effects which the liquidation of the matrimonial property regime has or will have, and of
any other foreseeable circumstances likely to alter them, such as the age and state of health of
the spouses, the contribution to the upbringing of minor children that each spouse had and is
to have, the professional training, the possibility to carry out an income-producing activity
and the like.
Article 392: Form of compensatory benefit
(1)The compensatory benefit may be determined in cash, in the form of a lump sum or a life
annuity, or in kind, in the form of a usufruct on movable or immovable property belonging to
the debtor.
(2)The annuity may be fixed in a percentage share of the debtor's income or in a determined
amount of money.
(3)The annuity and usufruct may be constituted throughout the life of the person applying for
the compensatory benefit or for a shorter period, which is determined by the divorce decree.
Article 393: Guarantees
The court, at the request of the creditor spouse, may order the debtor spouse to provide a
security in rem or to give bail to enforce the annuity.
Article 394: Modification of the compensatory benefit
(1)The court may increase or decrease the compensatory benefit if the debtor's means and the
creditor's resources are significantly altered.
(2)If the compensatory benefit consists of an amount of money, it shall be indexed by right,
on a quarterly basis, to the rate of inflation.
Article 395: Termination of the compensatory allowance
The compensatory allowance is terminated by the death of one of the spouses, by the
remarriage of the creditor spouse, and when he/she obtains resources capable of providing
him/her with living conditions similar to those during the marriage.
SUBSECTION 4:Effects of divorce on relations between parents and their minor
children
Article 396: Relations between divorced parents and their minor children
(1)The guardianship court decides, once the divorce is granted, on the relations between the
divorced parents and their minor children, taking into account the best interests of the
children, the conclusions of the psychosocial investigation report and, where appropriate, the
consent of the parents, whom it hears.
(2)The provisions of Article 264 shall apply.
Article 397: Exercise of parental authority by both parents
After divorce, parental authority rests jointly with both parents, unless the court decides
otherwise.
Article 398: Exercise of parental authority by a single parent
(1)If there are good reasons, having regard to the best interests of the child, the court decides
that parental authority is to be exercised only by one of the parents.
(2)The other parent retains the right to watch over the child's upbringing and upbringing, as
well as the right to consent to his or her adoption.
Article 399: Exercise of parental authority by other persons
(1)Exceptionally, the guardianship court may decide on the placement of the child with a
relative or other family or person, with their consent, or in a care institution. They exercise
the rights and duties of the parents with regard to the person of the child.
(2)The court determines whether the rights in respect of the child's property are exercised by
the parents jointly or by one of them.
Article 400: The child's home after divorce
(1)In the absence of an agreement between the parents or if this is contrary to the best
interests of the child, the guardianship court shall determine, once the divorce is granted, the
dwelling of the minor child with the parent with whom he/she steadfastly resides.
(2)If, until the divorce, the child lived with both parents, the court establishes his/her home
with one of them, taking into account his/her best interests.
(3)Exceptionally, and only if it is in the best interests of the child, the court may determine
his/her home with grandparents or other relatives or persons, with their consent, or at a
protection institution. They exercise the supervision of the child and perform all the usual
acts concerning his health, education and teaching.
Article 401: Rights of the parent separated from the child
(1)In the cases provided for in Article 400, the parent or, where appropriate, the parents
separated from their child shall have the right to have personal ties with him or her.
(2)In case of disagreement between the parents, the guardianship court decides on the
modalities of exercising this right. The hearing of the child is compulsory, Article 264 being
applicable.
Article 402: Establishing the parents' contribution
(1)The guardianship court, through the divorce decision, establishes the contribution of each
parent to the costs of raising, educating, teaching and professional training of the children.
(2)The provisions of Title V concerning maintenance obligations shall apply accordingly.
Article 403: Modification of the measures taken with regard to the child
In case of change of circumstances, the guardianship court may modify the measures
regarding the rights and duties of divorced parents towards their minor children, at the
request of either of the parents or of another family member, of the child, of the welfare
institution, of the specialized public institution for child protection or of the prosecutor.
Article 404: Relations between parents and their minor children in other cases
In the case referred to in Article 293(2), the court shall decide on the relationship between
parents and their minor children, the provisions of Articles 396 to 403 being applicable
accordingly.
TITLE III:Kinship
CHAPTER I:General provisions
Article 405: Notion
(1)Natural kinship is the relationship based on the lineage of one person from another person
or on the fact that several people have a common ascendant.
(2)Civil kinship is the link resulting from the adoption concluded under the conditions
provided by the law.
Article 406: Kinship in a straight or collateral line
(1)Kinship is in a straight line in the case of the lineage of a person from another person and
can be ascending or descending.
(2)Kinship is in collateral line when it results from the fact that several people have a
common ascendancy.
(3)The degree of kinship is established as follows:
a)in a straight line, according to the number of births: thus, children and parents are first-
degree relatives, grandchildren and grandparents are second-degree relatives;
b)in collateral line, according to the number of births, ascending from one of the relatives to
the common ascendant and descending from him to the other relative; thus the brothers are
second-degree relatives, uncle or aunt and nephew, third degree, first cousins, fourth degree.
Article 407: Affinity
(1)Affinity is the bond between one husband and the relatives of the other spouse.
(2)The husband's relatives are, in the same line and the same degree, the affinities of the other
spouse.
CHAPTER II:Sonship
SECTION 1:Establishment of parentage
SUBSECTION 1:General provisions
Article 408: Ways of establishing parentage
(1)Sonship to the mother results from the fact of childbirth; it may also be established by
recognition or by judicial decision.
(2)Sonship to the father in the marriage is established by the effect of the presumption of
paternity.
(3)Parentage to the father outside the marriage shall be established by recognition or by court
order, as the case may be.
Article 409: Proof of parentage
(1)Parentage is proved by the birth certificate drawn up in the civil status register, as well as
by the birth certificate issued on its basis.
(2)In the case of the child from the marriage, the proof is made by the birth certificate and by
the marriage act of the parents, entered in the civil status registers, as well as by the
corresponding civil status certificates.
Article 410: State possession
(1)State possession is the state of affairs that indicates the bonds of lineage and kinship
between the child and the family to which he is claimed to belong. It consists mainly in
any of the following circumstances:
a)a person behaves towards a child as his own, caring for his upbringing and upbringing, and
the child behaves towards that person as his parent;
b)the child is recognized by the family, in society and, where appropriate, by the public
authorities, as belonging to the person claimed to be his or her parent;
c)the child bears the name of the person claimed to be his or her parent.
(2)State possession must be continuous, peaceful, public and unequivocal.
Article 411: State possession in accordance with the birth certificate
(1)No person may claim any other lineage to the mother than that resulting from his/her birth
certificate and state possession in conformity with it.
(2)No one may dispute the parentage of a person who has a state possession in accordance
with his or her birth certificate.
(3)However, if a court decision has established that there has been a substitution of a child or
that a woman other than the one who gave birth to it has been registered as the mother of a
child, proof of true parentage may be provided by any means of proof.
Article 412: Legal time of conception
(1)The time interval between the three hundredth and one hundred and eighteenth day before
the birth of the child is the legal time of conception. He is calculated daily.
(2)By means of scientific evidence, proof of the child's conception may be furnished within a
certain period of the time period referred to in paragraph 1 or even outside that period.
Article 413: Scope of application
The provisions of this Chapter concerning the child shall also apply to the adult whose
parentage is being investigated.
SUBSECTION 2:Presumption of paternity
Article 414: Presumption of paternity
(1)The child born or conceived during the marriage has as a father the husband of the mother.
(2)Fatherhood can be denied if it is impossible for the mother's husband to be the father of the
child.
SUBSECTION 3:Child recognition
Article 415: Types of recognition
(1)If the birth has not been registered in the civil status register or the child has been entered
in the civil status register as born to unknown parents, the mother can recognise the child.
(2)The child conceived and born out of wedlock may be recognized by his/her father.
(3)After the death of the child, it can be recognized only if it has left natural offspring.
Article 416: Forms of recognition
(1)Recognition can be made by declaration to the civil status service, by authentic deed or by
will.
(2)If the recognition is made by authentic document, a copy of it is sent ex officio to the
competent civil status service, in order to make the appropriate mention in the civil status
registers.
(3)Recognition, even if it was made by will, is irrevocable.
Article 417: Recognition by the unmarried minor
The unmarried minor can recognize his or her child alone if he/she has discernment at the
time of recognition.
Article 418: Absolute nullity of recognition
Recognition shall be null and void if:
a)a child has been recognized whose sonship, established according to the law, has not been
removed. However, if the previous lineage has been removed by court order, recognition is
valid;
b)it was made after the death of the child, and the child did not leave any natural descendants;
c)it was made in forms other than those prescribed by law.
Article 419: Relative nullity of recognition
(1)Recognition can be undone for error, fraud or violence.
(2)The prescription of the right of action begins to run from the date of cessation of the
violence or, as the case may be, of the discovery of error or fraud.
Article 420: Contesting the recognition of lineage
(1)Recognition which does not correspond to the truth may be contested at any time and by
any interested person.
(2)If recognition is contested by the other parent, the recognized child or his/her descendants,
the proof of parentage shall be borne by the author or his/her heirs.
SUBSECTION 4:Actions concerning parentage
SUBSECTION 41:Contestation of parentage
Article 421: The action in the appeal of lineage
(1)Any interested person may at any time challenge, by legal action, the lineage established
by a birth certificate which does not conform to the State possession.
(2)In this case, the lineage shall be proved by the medical certificate ascertaining the birth, by
the forensic expertise establishing the parentage or, in the absence of the certificate or in the
case of impossibility of carrying out the expertise, by any means of proof, including by state
possession.
(3)However, proof of parentage shall be furnished by witnesses only in the case referred to in
Article 411(3) or where there are documents which render the action formulated worthy of
credence.
SUBSECTION 42:The action in establishing parentage to the mother
Article 422: Action in establishing motherhood
If, for any reason, the proof of parentage to the mother cannot be made by the birth certificate
or if the reality of those included in the birth certificate is disputed, the parentage to the
mother may be established by an action in establishing the maternity ward, within which any
means of proof can be administered.
Article 423: The legal regime of the action in establishing the maternity ward
(1)The right of action in establishing parentage to the mother belongs to the child and starts,
on his behalf, by his legal representative.
(2)The action may be initiated or, as the case may be, continued by the child's heirs,
according to the law.
(3)The action may also be brought against the heirs of the alleged mother.
(4)The right of action is imprescriptible.
(5)If, however, the child died before bringing the action, his/her heirs may bring it within one
year from the date of death.
SUBSECTION 43:The Action for establishing paternity outside of marriage
Article 424: Establishing paternity by court decision
If the father out of wedlock does not recognize the child, his paternity can be established by
court order.
Article 425: The action in establishing paternity
(1)The action in establishing paternity outside the marriage belongs to the child and is started
on his behalf by the mother, even if she is a minor, or by his legal representative.
(2)It can be started or, as the case may be, continued by the child's heirs, according to the
law.
(3)The action in establishing paternity can also be initiated against the heirs of the alleged
father.
Article 426: Presumption of sonship towards the alleged father
(1)Paternity is presumed if it is proved that the alleged father cohabited with the child's
mother during the legal time of conception.
(2)The presumption is dispelled if the alleged father proves that it is impossible for him to
have conceived the child.
Article 427: Limitation period
(1)The right of action in establishing paternity is not prescribed during the child's lifetime.
(2)The provisions of Article 423(5) shall apply accordingly.
Article 428: Compensation
(1)The child's mother may ask the alleged father to pay him half of:
a)the costs of childbirth and lehusia;
b)the expenses made with its maintenance during pregnancy and during the period of lehusia.
(2)The mother can claim this compensation even when the child was born dead or died before
the decision on the establishment of paternity was made.
(3)The mother's right of action is prescribed within 3 years from the birth of the child.
(4)The mother cannot claim these damages unless she has also brought an action to establish
paternity.
(5)In addition to the expenses referred to in paragraph 1, the mother and her heirs shall be
entitled to compensation for any other damage under common law.
SUBSECTION 44:Actions relating to parentage to the father in the marriage
Article 429: The action in the denial of paternity
(1)The action in the denial of fatherhood can be started by the mother's husband, the mother,
the biological father, as well as the child. It can be started or, as the case may be, continued
by their heirs, according to the law.
(2)The action is brought by the mother's husband against the child; when he is deceased,
proceedings are initiated against his mother and, where appropriate, his other heirs.
(3)If the spouse benefits from special guardianship, the action can be started by the guardian,
and in absentia, by a curator appointed by the court.
(4)The mother or child may bring the action against the spouse. If he is deceased, the action
is initiated against his heirs.
(5)The biological father may bring the action against the husband of the mother and the child.
If they are deceased, the action is initiated against the heirs.
Article 430: The denial of paternity by the mother's husband
(1)The husband of the mother may bring the action in denial of paternity within 3 years,
which runs either from the date on which the husband knew he was presumed father of the
child, or from a later date, when he found out that the presumption does not correspond to
reality.
(2)The term does not run against the spouse who benefits from judicial counseling or special
guardianship and, even if the action has not been initiated by the guardian, it may be brought
by the spouse within 3 years from the date of termination of the protection measure.
(3)If the spouse died before the end of the period referred to in paragraph 1, without initiating
the action, it may be initiated by the heirs within one year of the date of death.
Article 431: Denial of fatherhood by the mother
(1)The action in the denial of paternity can be started by the mother within 3 years from the
date of birth of the child.
(2)The provisions of Article 429(3) and Article 430(2) and (3) shall apply accordingly.
Article 432: Denial of paternity by the alleged biological father
(1)The action for denial of paternity brought by the person claiming to be a biological father
may be admitted only if he provides proof of his paternity to the child.
(2)The right of action is not prescribed during the life of the biological father. If he has died,
the action may be brought by his heirs no later than one year after the date of death.
(3)The provisions of Article 429(3) shall apply accordingly.
Article 433: Denial of paternity by children and heirs
(1)The action in the denial of paternity is started by the child, during his minority, through his
legal representative.
(2)The right of action is not time-barred during the child's lifetime.
(3)The provisions of Articles 423(5) and 429(3) shall apply accordingly.
Article 434: Contesting parentage to the father in the marriage
Any interested person may, at any time, ask the court to find that the conditions for the
presumption of paternity to apply to a child registered in the civil status acts as having been
born of marriage are not met.
SUBSECTION 45:Common provisions on actions relating to parentage
Article 435: Legally established lineage
(1)As long as a legally established bond of lineage has not been challenged in court, no other
lineage can be established by any means.
(2)The provisions of Article 99(4) shall remain applicable.
Article 436: Summoning parents and children
The parents and the child will be summoned in all cases relating to parentage, even when
they are not the plaintiff or the defendant.
Article 437: Inadmissibility of the waiver
(1)In actions concerning sonship, the right cannot be renounced.
(2)Also, the person who brings an action concerning parentage on behalf of a child or a
person benefiting from special guardianship, as well as the person receiving judicial
counseling or the minor child who has brought such an action alone, according to the law,
cannot renounce its trial.
Article 438: Situation of the child
(1)By the decision to admit the action, the court also rules on the establishment of the child's
name, the exercise of parental authority and the obligation of the parents to support the child.
(2)If the court grants an action to challenge parentage, it may, if appropriate, determine how
the child maintains personal ties with the child who raised him or her.
Article 439: Action brought in the event of vacant inheritance
If, according to the law, an action regarding the lineage can be initiated against the heirs, and
the inheritance is vacant, the action may be brought against the commune, the city or, as the
case may be, the municipality from the place of the opening of the inheritance. Summoning
the renouncers to the trial, if any, is mandatory.
Article 440: Effects of establishing parentage on a criminal trial
In the case of offences the qualification of which presupposes the existence of a lineage
relationship which is not legally established, the criminal judgment may not be issued until
the civil judgment on the parentage relationship has become final.
SECTION 2:Medically assisted human reproduction with third-party donor
Article 441: Filiation regime
(1)Medically assisted human reproduction with a third-party donor does not cause any bond
of parentage between the child and the donor.
(2)In this case, no liability action can be brought against the donor.
(3)Parents, for the purposes of this section, can only be a man and a woman or a single
woman.
Article 442: Conditions
(1)Parents who, in order to have a child, wish to have recourse to medically assisted
reproduction with a third-party donor must give their prior consent, under conditions that
ensure full confidentiality, before a notary public expressly explaining to them the
consequences of their act of parentage.
(2)Consent remains without effect in the event of death, filing for divorce or separation in
fact, occurring prior to the moment of conception made in the framework of medically
assisted human reproduction. It may be revoked at any time in writing, including before the
doctor called upon to provide assistance for reproduction with a third-party donor.
Article 443: Contestation of parentage
(1)No one may challenge the child's parentage for reasons related to medically assisted
reproduction, nor may the child thus born contest his parentage.
(2)However, the mother's husband may deny the paternity of the child, under the law, if he or
she has not consented to the medically assisted reproduction performed with the help of a
third-party donor.
(3)If the child has not been conceived in this way, the provisions on denial of paternity
remain applicable.
Article 444: Father's liability
The one who, after consenting to the medically assisted reproduction with the third-party
donor, does not recognize the child thus born out of wedlock is liable to the mother and to the
child. In this case, the paternity of the child is established by the court under Articles 411 and
423.
Article 445: Confidentiality of information
(1)Any information on medically assisted human reproduction is confidential,
(2)However, if, in the absence of such information, there is a risk of serious harm to the
health of a person so conceived or of his descendants, the court may authorise it to be
transmitted in confidence to the doctor or competent authorities.
(3)In addition, any of the descendants of the person so conceived may avail themselves of
this right if the fact of being deprived of the information which he requests is likely to
seriously harm his or her health or that of a person close to him.
Article 446: Relations between father and children
The father has the same rights and obligations towards the child born through medically
assisted reproduction with the donor third party as to a child born by natural conception.
Article 447: Applicable rules
Medically assisted human reproduction with a third-party donor, its legal regime, ensuring
the confidentiality of information related to it, as well as the way of its transmission shall be
established by special law.
SECTION 3:Legal status of the child
Article 448: Equal rights of children
The child out of wedlock whose lineage was established according to the law has, towards
each parent and his relatives, the same situation as that of a child from the marriage.
Article 449: Name of the child in the marriage
(1)The child in the marriage takes the common surname of his parents.
(2)If the parents do not have a common name, the child takes the name of one of them or
their reunited name. In this case, the name of the child is established by the consent of the
parents and is declared, with the birth of the child, at the civil status service.
(3)In the absence of the consent of the parents, the guardianship court shall immediately
decide and communicate the final judgment to the civil status service where the birth was
registered.
Article 450: Name of the child out of wedlock
(1)The child out of wedlock takes the surname of the one of the parents to whom the
parentage was first established.
(2)If the parentage was subsequently established and towards the other parent, the child, by
parental consent, may take the surname of the parent to whom he/she subsequently
established his/her lineage or their reunited names. The new surname of the child is declared
by the parents, together, at the civil status service where the birth was registered. In the
absence of parental consent, the provisions of Article 449(3) shall apply.
(3)Where the child has established parentage at the same time to both parents, article 449(2)
and (3) shall apply accordingly.
CHAPTER III:Adoption
 SECTION 1:General provisions
Article 451: Notion
Adoption is the legal operation that creates the bond of lineage between the adopter and the
adopted, as well as kinship ties between the adoptee and the adopter's relatives.
Article 452: Principles of adoption
Adoption is cumulatively subject to the following principles:
a)the best interests of the child;
b)the need to ensure the upbringing and education of the child in a family environment;
c)the continuity of the child's upbringing and education, taking into account his or her ethnic,
linguistic, religious and cultural origin.
d)speed in the performance of any acts relating to the adoption procedure.
Article 453: International adoption
The conditions and procedure of international adoption, as well as its effects on the child's
citizenship, shall be established by a special law.
Article 454: Adoption procedure
(1)Adoption shall be granted by the guardianship court if it is in the best interests of the child
and all other conditions provided by law are met.
(2)The adoption procedure is governed by a special law.
SECTION 2:Substantive conditions of adoption
SUBSECTION 1:Persons who can be adopted
Article 455: Age of the adoptee
(1)The child can be adopted until the full capacity for exercise is acquired.
(2)However, the person who has acquired full legal capacity may also be adopted, under the
law, if he was raised during the minority by the person who wishes to adopt it.
Article 456: The Plurality of Adoptions - Brothers and Sisters
The adoption of siblings, regardless of gender, by different persons or families can only be
done if it is in their best interests.
Article 457: Prohibition of adoption between siblings
Adoption between siblings, regardless of gender, is prohibited.
Article 458: Situation of the spouses
The adoption of 2 spouses or former spouses by the same adopter or adoptive family, as well
as adoption between spouses or former spouses are prohibited.
SUBSECTION 2:Persons who can adopt
Article 459: Capacity and state of health
People who do not have full exercise capacity, as well as people with mental illness and
mental disabilities, cannot adopt.
Article 460: Age difference
(1)The adopter must be at least 18 years of age older than the adoptee.
(2)For good reasons, the guardianship court may approve the adoption even if the age
difference between the adoptee and the adopter is less than 18 years, but not less than 16
years.
Article 461: Moral and material conditions
(1)The adopter or the adopting family must meet the moral guarantees and material
conditions necessary for the upbringing, education and harmonious development of the child.
(2)The fulfilment of the conditions provided for in paragraph (1) shall be certified by the
competent authorities, in accordance with the special law.
Article 462: Simultaneous or successive adoption
(1)Two persons may not adopt together, either simultaneously or successively, unless they
are husband and wife.
(2)However, a new adoption may be approved where:
a)the adopter or adoptive spouses have died; in this case, the previous adoption shall be
deemed to have been dissolved on the date of the final decision of the court approving the
new adoption;
b)the previous adoption was terminated for any other reason.
(3)Two people of the same sex cannot adopt together.
SUBSECTION 3:Consent to adoption
Article 463: Persons consenting to adoption
(1)The consent of the following persons shall be required to conclude an adoption:
a)the natural parents or, as the case may be, the guardian of the child whose natural parents
are deceased, unknown, declared dead or missing or who benefit from judicial counseling or
special guardianship and are unable to manifest their will due to lack of discernment,
according to the law;
b)the adoptee who has reached the age of 10;
c)the adopter or, where appropriate, the spouses of the adopting family, when they adopt
together;
d)the spouse of the adopter, unless the lack of discernment makes it impossible for him to
manifest his will.
(2)The consent given in consideration of the promise or the actual obtaining of benefits,
regardless of their nature, is not valid.
Article 464: Special situations regarding the consent of the parents
(1)If one of the natural parents is unknown, dead, declared dead, as well as if he is, for any
reason, unable to manifest his will, the consent of the other parent is sufficient. When both
parents are in one of these situations, the adoption may end without their consent.
(2)The parent or parents who have fallen from the exercise of parental rights or who have
been punished by the prohibition of parental rights retain the right to consent to the adoption
of the child. In these cases, the consent of the person exercising parental authority is also
mandatory.
(3)A married person who has adopted a child must consent to the adoption of the same child
by his or her spouse. The consent of the natural parents is no longer required in this case.
Article 465: Freedom of parental consent
The child's natural parents or, where appropriate, the guardian must consent to the adoption
freely, unconditionally and only after having been duly informed of the consequences of
adoption, in particular the termination of the child's kinship with his or her family of origin.
Article 466: Giving and revoking the consent of the parents
(1)The consent to adoption of the natural parents or, as the case may be, of the guardian may
be given only after a period of 60 days has elapsed from the date of birth of the child.
(2)The consent given under the conditions of paragraph (1) may be revoked within 30 days
from the date of its expression.
Article 467: Refusal of parents to give their consent
Exceptionally, the guardianship court may override the refusal of the natural parents or, as the
case may be, of the guardian to consent to the adoption, if it is proved, by any means of
proof, that it is abusive and the court considers that the adoption is in the best interests of the
child, taking into account also his opinion, given under the law, with the express motivation
of the decision in this regard.
Article 468: Conditions for consent
The conditions under which the persons called upon to consent to adoption express their
consent are governed by a special law.
SECTION 3:Effects of adoption
Article 469: Date of adoption
The adoption takes effect from the date of the final decision of the court by which it was
approved.
Article 470: Effects on kinship
(1)Adoption establishes the lineage between the adoptee and the adopter, as well as the
kinship ties between the adoptee and the adopter's relatives.
(2)The kinship relationship ceases between the adoptee and his descendants, on the one hand,
and his natural parents and their relatives, on the other.
(3)When the adopter is the spouse of the natural or adoptive parent, the kinship ties of the
adoptee cease only in relation to the natural parent and relatives of the natural parent who is
not married to the adopter.
Article 471: Relations between the adopter and the adoptee
(1)The adopter has to the adopted child the rights and duties of the parent towards his/her
natural child.
(2)If the adopter is the spouse of the natural parent of the adoptee, the parental rights and
duties are exercised by the adopter and the natural parent married to him.
(3)The adoptee has to the adopter the rights and duties that any person has towards his natural
parents.
Article 472: The decline of the adopter from the exercise of parental rights
If the adopter is deprived of the exercise of parental rights, the guardianship court, taking into
account the best interests of the child, may establish guardianship or one of the protection
measures provided for by law. The hearing of the child is compulsory, the provisions of
Article 264 being applicable.
Article 473: Name of the adoptee
(1)The adopted child acquires by adoption the surname of the adopter.
(2)If the adoption is done by 2 spouses or by the spouse who adopts the child of the other
spouse, and the spouses have a common name, the adopted child bears this name. If the
spouses do not have a common surname, they are obliged to declare to the court which
approves the adoption the name it is to bear. If the spouses do not agree, the court decides.
The provisions of Article 264 shall remain applicable.
(3)For good reasons, the court, by approving the adoption, at the request of the adopter or of
the adopting family and with the consent of the child who has reached the age of 10, may
order the change of the first name of the adopted child.
(4)In the case of adoption of a married person who bears a common name with the other
spouse, the adopted spouse may take the name of the adopter, with the consent of the other
spouse, given before the court approving the adoption.
(5)On the basis of the final decision approving the adoption, the competent civil status
service draws up, in accordance with the law, a new act of birth of the child, in which the
adopters will be listed as his natural parents. The old birth act is kept, mentioning on it the
drawing up of the new act.
Article 474: Information on adoption
Information on adoption shall be confidential. The manner in which the adoptee is informed
about the adoption and his/her family of origin, as well as the general legal status of the
information on adoption, shall be determined by special law.
SECTION 4:Termination of adoption
Article 475: Termination of adoption
The adoption shall be terminated by dissolution or as a result of its annulment or finding that
it is invalid.
Article 476: Dissolution of adoption
(1)Adoption shall be automatically terminated in the case referred to in Article 462(2)(a).
(2)Also, the adoption may be dissolved if it is necessary to take a measure of protection
provided for by law, if the dissolution of the adoption is in the best interests of the child. In
this case, the adoption shall be considered dissolved on the date of the final decision of the
court ordering the protection measure, according to the law.
Article 477: Dissolution of adoption at the request of the adopter
(1)The adoption may be terminated at the request of the adopter or of the adopting family, if
the adoptee has encroached on their life or that of their ascendants or descendants, as well as
when the adoptee has been guilty against the adopters of criminal acts punishable by a
custodial sentence of at least 2 years.
(2)If the adopter died as a result of the acts of the adoptee, the adoption may be dissolved at
the request of those who would have come to the inheritance together with the adoptee or in
his absence.
(3)The adoption may be dissolved at the request of the adopter only after the adoptee has
acquired full legal capacity, under the law, even if the acts were committed before that date.
Article 478: Dissolution of adoption at the request of the adoptee
The adoption may be terminated at the request of the adoptee if the adopter has been guilty of
the acts referred to in Article 477.
Article 479: Cancellation of adoption
(1)The adoption may be annulled at the request of any person called upon to consent to its
conclusion and whose consent has been vitiated by error in the identity of the adoptee, fraud
or violence.
(2)The action can be brought within 6 months from the discovery of the error or fraud or
from the date of cessation of the violence, but not later than 2 years from the end of the
adoption.
Article 480: Absolute nullity of adoption
(1)Fictitious adoption, as well as that concluded in violation of formal or substantive
conditions, are void if, in the latter case, the law does not sanction it with relative nullity.
(2)The adoption is fictitious if it was concluded for a purpose other than that of protecting the
best interests of the child.
(3)An action for a declaration of invalidity of the adoption may be brought by any interested
party.
Article 481: Maintenance of adoption
The court may reject the application for a declaration of invalidity if it is in the interests of
the adoptee to be maintained. It shall always be heard, the provisions of Article 264 being
applied accordingly.
Article 482: Effects of cessation of adoption
(1)Upon termination of the adoption, the child's natural parents regain the parental rights and
duties, unless the court decides that it is in the best interests of the child to establish
guardianship or other measure of child protection, according to the law.
(2)Also, the adoptee regains the surname and, where appropriate, the first name he had before
the adoption was granted. However, for good reasons, the court may agree that it retains the
name acquired by adoption.
(3)The adoptee shall always be heard under the terms of Article 264.
TITLE IV:Parental authority
CHAPTER I:General provisions
Article 483: Parental authority
(1)Parental authority is the set of rights and duties that concern both the person and the child's
property and belong equally to both parents.
(2)The parents exercise parental authority only in the best interests of the child, with the
respect due to the child, and associate the child with all decisions concerning him or her,
taking into account his/her age and degree of maturity.
(3)Both parents are responsible for raising their minor children.
Article 484: Duration of parental authority
Parental authority is exercised until the child acquires full legal capacity.
Article 485: The duty of respect
The child owes respect to his parents regardless of his age.
Article 486: Misunderstandings between parents
Whenever there are disagreements between the parents regarding the exercise of their rights
or the performance of parental duties, the guardianship court, after hearing the parents and
taking into account the conclusions of the report on the psychosocial investigation, decides
according to the best interests of the child. The hearing of the child is compulsory, the
provisions of Article 264 being applicable.
CHAPTER II:Parental rights and duties
Article 487: Content of parental authority
Parents have the right and duty to raise the child, taking care of his/her physical, mental and
intellectual health and development, his/her education, teaching and professional training,
according to their own convictions, qualities and needs of the child; they are obliged to give
the child the guidance and advice necessary for the proper exercise of the rights which the
law recognizes to him.
Article 488: Specific duties
(1)The parents have the duty to raise the child in conditions that ensure his/her physical,
mental, spiritual, moral and social development harmoniously.
(2)For this purpose, the parents are obliged:
a)cooperate with the child and respect his/her intimate, private life and dignity;
b)to present and allow the information and clarification of the child about all the acts and
facts that could affect him/her and to take into account his/her opinion;
c)to take all necessary measures to protect and realize the rights of the child;
d)to cooperate with natural and legal persons with attributions in the field of child care,
education and professional training.
Article 489: Disciplinary measures
Disciplinary measures may be taken by the parents only with respect for the dignity of the
child. It is forbidden to take some measures, as well as to apply physical punishments, which
may affect the physical, mental or emotional development of the child.
Article 490: Rights of the minor parent
(1)The minor parent who has reached the age of 14 has only parental rights and duties with
regard to the person of the child.
(2)The rights and duties with regard to the child's assets are vested in the guardian or, as the
case may be, on another person, according to the law.
Article 491: Religion of the child
(1)The parents guide the child, according to their own convictions, in choosing a religion,
according to the law, taking into account his opinion, age and degree of maturity, without
being able to force him to adhere to a certain religion or to a certain religious cult.
(2)A child who has reached the age of 14 has the right to freely choose his religious
denomination.
Article 492: Child's name
The parents choose the first name and, where appropriate, the child's last name, according to
the law.
Article 493: Child supervision
Parents have the right and duty to supervise the minor child.
Article 494: Social relations of the child
The parents or legal representatives of the child may, only on the basis of good reasons,
prevent the correspondence and personal ties of the child under the age of 14.
Misunderstandings shall be settled by the guardianship court, hearing the child, under the
terms of Article 264.
Article 495: Return the child from other people
(1)Parents may at any time ask the guardianship court for the return of the child from any
person who holds him or her without right.
(2)The guardianship court may reject the application only if the return is manifestly contrary
to the best interests of the child.
(3)The hearing of the child is compulsory, the provisions of Article 264 being applicable.
Article 496: The child's home
(1)The minor child lives with his or her parents.
(2)If the parents do not live together, they will determine, by mutual agreement, the child's
home.
(3)In case of disagreement between the parents, the guardianship court decides, taking into
account the conclusions of the psychosocial investigation report and listening to the parents
and the child, if he or she has reached the age of 10. The provisions of Article 264 shall
remain applicable.
(4)The child's home, established according to this article, may be changed without the
consent of the parents only in the cases expressly provided for by law.
(5)The parent with whom the child does not live steadfastly has the right to have personal ties
with the minor at his/her home. The guardianship court may limit the exercise of this right if
it is in the best interests of the child.
Article 497: Changing the child's home
(1)If it affects the exercise of parental authority or rights, the change of the child's home,
together with the parent where he lives, can take place only with the prior consent of the other
parent.
(2)In case of disagreement between the parents, the guardianship court decides according to
the best interests of the child, taking into account the conclusions of the psychosocial
investigation report and listening to the parents. The hearing of the child is compulsory, the
provisions of Article 264 being applicable.
Article 498: Changing the type of teaching or training
(1)The child who has reached the age of 14 years may ask the parents to change the type of
teaching or professional training or the dwelling necessary for the completion of his/her
teaching or professional training,
(2)If the parents object, the child may refer the matter to the guardianship court, which
decides on the basis of the psychosocial investigation report. The hearing of the child is
compulsory, the provisions of Article 264 being applicable.
Article 499: Maintenance obligation
(1)The father and the mother are jointly and severally obliged to provide maintenance to their
minor child, providing him with the necessities of his/her living, as well as his/her education,
teaching and vocational training.
(2)If the minor has his own income that is not sufficient, the parents have the obligation to
provide him/her with the necessary conditions for his/her upbringing, education and
professional training.
(3)Parents are obliged to support the child who has reached the age of majority, if he/she is
continuing his/her studies, until they are finished, but without exceeding the age of 26.
(4)In case of misunderstanding, the extent of the maintenance obligation, the type and
modalities of execution, as well as the contribution of each of the parents shall be established
by the guardianship court on the basis of the psychosocial investigation report.
Article 500: Patrimonial independence
The parent has no right over the child's property or the child over the parent's property, apart
from the right to inheritance and maintenance.
Article 501: Administration of the child's assets
(1)The parents have the right and the duty to manage the assets of their minor child, as well
as to represent him/her in the civil legal acts or to approve these acts, as the case may be.
(2)After reaching the age of 14, the minor exercises his/her rights and executes his/her
obligations alone, according to the law, but only with the consent of the parents and, as the
case may be, of the guardianship court.
Article 502: Other applicable provisions
(1)The rights and duties of the parents with regard to the child's property are the same as
those of the guardian, the provisions governing guardianship being applicable accordingly.
(2)However, the inventory provided for in Article 140 shall not be drawn up if the child has
no property other than those for personal use.
CHAPTER III:Exercise of parental authority
Article 503: How to exercise parental authority
(1)The parents exercise parental authority together and equally.
(11)In the case of the parent receiving judicial counseling, the guardianship court may decide
that the rights and duties with regard to the child's property shall be exercised only by the
other parent. When the protected person exercises the parental authority alone, the
guardianship court decides, depending on the circumstances, on the continuation of the
exercise of parental authority or on the institution of guardianship over his child; the
provisions of Article 507(2) shall remain applicable.
(2)In relation to bona fide third parties, any of the parents, who alone performs a current act
for the exercise of the rights and the performance of the parental duties, is presumed to have
the consent of the other parent.
Article 504: Exercise of parental authority in case of divorce
If the parents are divorced, parental authority is exercised according to the provisions on the
effects of the divorce in the relations between the parents and the children.
Article 505: The child out of wedlock
(1)In the case of a child out of wedlock whose parentage has been established concurrently
or, as the case may be, successively vis-a-vis both parents, parental authority shall be
exercised jointly and equally by the parents, if they live together.
(2)If the parents of the child outside the marriage do not live together, the manner of
exercising parental authority is established by the guardianship court, being applicable by
similarity the provisions regarding the divorce.
(3)The court seised of an application for the establishment of parentage is obliged to rule on
the manner in which parental authority is exercised, the provisions relating to divorce being
applicable by similarity.
Article 506: Consent of the parents
With the consent of the guardianship court, the parents may agree on the exercise of parental
authority or on the taking of a measure to protect the child, if his or her best interests are
respected. The hearing of the child is compulsory, the provisions of Article 264 being
applicable.
Article 507: Exercise of parental authority by a single parent
(1)If one of the parents is deceased, declared dead by court decision, benefits from special
guardianship, is deprived of the exercise of parental rights or if, for any reason, he is unable
to express his will, the other parent exercises parental authority himself.
(2)The parent in respect of whom the special guardianship has been established retains the
right to watch over the way of raising and educating the child, as well as the right to consent
to his adoption, unless he is unable to manifest his will due to lack of discernment.
CHAPTER IV:Disqualification from the exercise of parental rights
Article 508: Conditions
(1)The guardianship court, at the request of the public administration authorities with
attributions in the field of child protection, may pronounce the revocation from the exercise
of parental rights if the parent endangers the life, health or development of the child through
the ill-treatment applied to him/ her, through the consumption of alcohol or narcotics, through
abusive conduct, through gross negligence in fulfilling parental obligations or by seriously
harming the best interests of the child.
(2)The request is judged urgently, with the summoning of the parents and on the basis of the
psychosocial investigation report. The participation of the public prosecutor is mandatory.
Article 509: Extent of decay
(1)The disqualification from the exercise of parental rights is total and extends to all children
born at the time of the judgment.
(2)However, the court may order disqualification only with regard to certain parental rights or
to certain children, but only if, in this way, the upbringing, education, teaching and
professional training of the children are not endangered.
Article 510: Maintenance obligation
Disqualification from the exercise of parental rights does not relieve the parent of his
obligation to provide maintenance to the child.
Article 511: Establishment of guardianship
If, after the disqualification from the exercise of parental rights, the child is in the situation of
being deprived of the care of both parents, guardianship is established.
Article 512: Restoring the exercise of parental rights
(1)The court restores to the parent the exercise of parental rights, if the circumstances that led
to their disqualification from their exercise have ceased and if the parent no longer endangers
the life, health and development of the child.
(2)Until the application is resolved, the court may allow the parent to have personal ties with
the child, if this is in the best interests of the child.
TITLE V:Maintenance obligation
CHAPTER I:General provisions
Article 513: Legality of the maintenance obligation
Maintenance obligations exist only between persons provided for by law. It is due only if the
conditions required by law are met.
Article 514: Personal nature of the maintenance obligation
(1)The maintenance obligation is personal.
(2)It shall be extinguished by the death of the debtor or the creditor of the maintenance
obligation, unless otherwise provided by law.
(3)The right to maintenance may not be assigned and may be pursued only under the
conditions laid down by law.
Article 515: Inadmissibility of maintenance waiver
No one may give up his or her right to maintenance for the future.
CHAPTER II:Persons between whom the maintenance obligation exists and the order
in which it is due
Article 516: Subjects of the maintenance obligation
(1)The maintenance obligation exists between husband and wife, relatives in a straight line,
between brothers and sisters, as well as between the other persons specifically provided for
by law.
(2)The provisions of paragraph 1 concerning maintenance obligations between relatives in a
straight line and between brothers and sisters shall also apply to adoption.
(3)The maintenance obligation exists between the former spouses, under the conditions
provided by law.
Article 517: Maintenance of the child by his/her parent's spouse
(1)The spouse who contributed to the maintenance of the other spouse's child is obliged to
provide maintenance to the child while he or she is a minor, but only if his or her natural
parents have died, are missing or are in need.
(2)In turn, the child may be obliged to give maintenance to the one who has thus maintained
it for 10 years.
Article 518: Maintenance obligation of heirs
(1)The heirs of the person who has been obliged to maintain a minor or who has given him
maintenance without having a legal obligation are required, to the extent of the value of the
inherited assets, to continue maintenance, if the minor's parents have died, are missing or are
in need, but only as long as the one maintained is a minor.
(2)Where there is more than one heir, the obligation shall be joint and several, each of whom
shall contribute to the maintenance of the minor in proportion to the value of the inherited
property.
Article 519: Order of payment of maintenance
Maintenance is due in the following order:
a)husbands and former spouses owe maintenance before the other debtors;
b)the descendant is bound to maintain before the ascendant, and if there are several
descendants or ascendants, the one in the nearest degree before the farthest;
c)brothers and sisters owe maintenance after their parents, but before their grandparents.
Article 520: Maintenance in the event of dissolution of adoption
After the adoption has ceased, the adoptee may request maintenance only from his/her natural
relatives or, as the case may be, from his/her spouse.
Article 521: Plurality of debtors
(1)Where several of the persons referred to in Article 516 are obliged to maintain the same
person, they shall contribute to the payment of the maintenance in proportion to the means
they have.
(2)If the parent has the right to maintenance from several children, he can, in an emergency,
take action against only one of them. The one who has paid maintenance may turn against the
others obliged for each other's share.
Article 522: Subsidiary obligation
If the person primarily liable to maintenance does not have sufficient means to cover the
needs of the person requesting it, the guardianship court may order the other dependants to
complete it, in the order laid down in Article 519.
Article 523: Divisibility of maintenance
Where the person liable is not, at the same time, able to provide maintenance to all those
entitled to claim it, the guardianship court, taking into account the needs of each of these
persons, may decide either that maintenance shall be paid to one of them only or that
maintenance shall be shared between several or all the persons entitled to claim it. In this
case, the court also decides how maintenance is to be divided between the persons who are to
receive it.
CHAPTER III:Conditions of the maintenance obligation
Article 524: Maintenance creditor
Only the one who is in need is entitled to maintenance, not being able to support himself from
his work or goods.
Article 525: Minor's right to maintenance
(1)The minor who asks for maintenance from his parents is in need if he/she cannot support
himself/herself from his/her work, even if he/she had property.
(2)However, if the parents could not provide maintenance without jeopardizing their own
existence, the guardianship court may agree that maintenance is to be ensured by the
realisation of the assets which it has, except for those of strict necessity.
Article 526: Inappropriate behavior
(1)He who has been guilty of the one who is liable to maintenance for serious acts, contrary
to the law or morals, cannot claim maintenance.
(2)He who is in a state of need due to his fault can only ask for maintenance of strict
necessity.
Article 527: Maintenance debtor
(1)Only the person who has the means to pay for it or has the opportunity to acquire it may be
obliged to pay maintenance.
(2)In determining the means of the person who owes maintenance, account shall be taken of
his income and assets, as well as of the possibilities of their realization; its other obligations
shall also be taken into account.
Article 528: Proof of the state of need
The state of need of the person entitled to maintenance, as well as the means of the person
who owes maintenance, may be proved by any means of proof.
CHAPTER IV:Establishment and performance of the maintenance obligation
Article 529: Amount of maintenance
(1)Maintenance is due according to the need of the one who asks for it and with the means of
the one who is to pay it.
(2)When maintenance is due by the parent, it is set up to one-fourth of his net monthly
income for a child, a third for 2 children and a half for 3 or more children.
(3)The amount of maintenance due to children, together with the maintenance due to other
persons, according to the law, may not exceed half of the net monthly income of the obligated
person.
Article 530: Implementing rules
(1)The maintenance obligation is executed in kind, by providing the necessary for living and,
where appropriate, the expenses for education, teaching and professional training.
(2)If the maintenance obligation is not carried out voluntarily, in kind, the guardianship court
shall order its enforcement by paying a maintenance allowance, fixed in cash.
(3)The maintenance allowance may be established in the form of a fixed amount or in a
percentage share of the net monthly income of the person who owes maintenance. The
provisions of Article 529(2) and (3) shall remain applicable.
Article 531: Modification and termination of maintenance
(1)If there is a change in the means of the person providing the maintenance and the need of
the person receiving it, the guardianship court may, according to the circumstances, increase
or decrease the maintenance allowance or decide to cease its payment.
(2)The maintenance allowance established in a fixed amount is indexed by right, quarterly,
according to the inflation rate.
Article 532: Date on which the maintenance allowance is due
(1)The maintenance allowance is due from the date of the summons.
(2)However, the pension may also be granted for an earlier period, if the filing of the
summons has been delayed due to the debtor's fault.
Article 533: Payment of maintenance
(1)The maintenance allowance shall be paid in periodic instalments, on time limits agreed by
the parties or, in the absence of their agreement, at those laid down in a court decision.
(2)Even if the maintenance creditor has died within the period corresponding to a instalment,
maintenance is due in full for that period.
(3)The parties may also agree or, if there are good reasons, the guardianship court may decide
that maintenance shall be enforced by the advance payment of a lump sum covering the
maintenance needs of the person entitled for a longer period or for the entire period during
which maintenance is due, in so far as the maintenance debtor has the means necessary to
cover this obligation.
Article 534: Restitution of undue maintenance
If, for any reason, it transpires that maintenance provided, voluntarily or as a result of a court
decision, was not due, the person who enforced the obligation may request restitution from
the person who received it or from the one who was, in reality, obliged to provide it, in the
latter case, on the basis of unjust enrichment.
BOOK III:About goods*)
*) The transitional and implementing provisions of Book III are contained in Article 55-82 of
Law no. 71/2011.

TITLE I:Property and rights in rem in general

CHAPTER I:About goods in general
SECTION 1:About the distinction of goods
Article 535: Notion
Things are goods, tangible or intangible, that constitute the object of a patrimonial right.
Article 536: Movable and immovable property
The property is movable or immovable.
Article 537: Immovable property
The land, springs and watercourses, the plantations caught in the roots, the constructions and
any other works fixed in the ground of a permanent nature, the platforms and other
installations for the exploitation of the underwater resources located on the continental shelf,
as well as everything that, naturally or artificially, is incorporated in them with a permanent
character, are immovable.
Article 538: Property that remains or becomes immovable
(1)Immovable property remains materials temporarily separated from a building for use
again, as long as they are kept in the same form, as well as the integral parts of a building that
are temporarily detached from it, if they are intended to be reintegrated.
(2)Materials brought for use in place of the old ones become immovable property from the
moment they acquired this destination.
Article 539: Movable property
(1)Assets that the law does not consider to be immovable are movable property.
(2)They are movable goods and electromagnetic waves or assimilated to them, as well as
energy of any kind produced, captured and transmitted, under the law, by any person and put
in his service, regardless of the movable or immovable nature of their source.
Article 540: Movable property by anticipation
(1)The riches of any kind of soil and subsoil, the fruits not yet laid down, the plantations and
constructions embedded in the soil become mobile by anticipation, when, by the will of the
parties, they are viewed in their individual nature for their detachment.
(2)For opposability against third parties, it is necessary to write it down in the land register.
Article 541: Universality of fact
(1)It constitutes a universality of fact all the goods belonging to the same person and having a
common destination established by his will or by the law.
(2)The assets which make up the universality of fact may, jointly or separately, be the subject
of separate legal acts or relationships.
Article 542: The rules applicable to the rights of carrying over property
(1)Unless otherwise stated, they are subject to the rules on immovable property and rights in
rem in rem.
(2)The other patrimonial rights are subject, within the limits provided by law, to the rules on
movable property.
Article 543: Fungible and non-fungible goods
(1)The goods are fungible or non-fungible.
(2)Goods determinable by number, measure or weight are fungible, so that they can be
replaced by each other in the performance of an obligation.
(3)By legal act, a fungible good by its nature can be considered as non-fungible.
Article 544: Consumables and non-consumable goods
(1)Goods are consumable or non-consumable.
(2)Movable property whose usual use involves the disposal or consumption of the substance
shall be consumable.
(3)A consumable good by its nature may become inconsumpable if, by legal act, its use is
changed.
Article 545: Divisible goods and indivisible goods
(1)Goods are divisible or indivisible.
(2)Goods which cannot be divided into kind without changing their destination are indivisible
goods.
(3)By legal act, an asset divisible by its nature can be considered indivisible.
Article 546: Main goods and ancillary goods
(1)The good which has been intended, in a stable and exclusive manner, for the economic use
of another good is accessory as long as it satisfies such use.
(2)The common destination may be determined only by the owner of both goods.
(3)Unless otherwise provided, the accessory shall follow the legal situation of the principal
asset, including in the case of disposal or encumbrance of the principal property.
(4)However, the cessation of the status of ancillary asset cannot be opposed to a third party
who has previously acquired rights in respect of the main property.
(5)The temporary separation of an accessory good from the main asset does not preclude that
quality.
(6)The rights of a third party in respect of an asset cannot be infringed by turning it into an
accessory good.
SECTION 2:Products of goods
Article 547: Products of goods
The products of the goods are the fruits and the products.
Article 548: Fruits
(1)Fruits are those products that derive from the use of a good, without diminishing its
substance. The fruits are: natural, industrial and civil. Civilian fruits are also called income.
(2)Natural fruits are the direct and periodic products of a good, obtained without human
intervention, such as those that the earth produces by itself, the production and growth of
animals.
(3)Industrial fruits are the direct and periodic products of an asset, obtained as a result of
human intervention, such as harvests of any kind.
(4)Civil fruits are income resulting from the use of property by another person by virtue of a
legal act, such as rents, rents, interest, annuity income and dividends.
Article 549: Products
Products are the products obtained from a good with the consumption or diminution of its
substance, such as the trees of a forest, the stone in a quarry and the like.
Article 550: Acquisition of fruit and products
(1)Fruits and products are due to the owner, unless otherwise provided by law.
(2)Ownership of natural and industrial fruits is acquired on the date of separation from the
asset that produced them.
(3)The ownership of civil fruits is acquired day by day.
(4)The person who, without the consent of the owner, advances the costs necessary for the
production and collection of the fruit or production may request reimbursement of the costs.
(5)In that case, the products or their value may be withheld until the costs are reimbursed.
However, the owner may require the owner to be obliged to hand over the products or their
value if he provides a sufficient guarantee.
CHAPTER II:Rights in rem in general
Article 551: Rights in rem
There are real rights:
1.ownership;
2.the right of superficies;
3.the right to usufruct;
4.the right of use;
5.the right of abitation;
6.the easement right;
7.the right of administration;
8.the right of concession;
9.the right to use;
10.rights in rem;
11.other rights to which the law recognizes this character.
Article 552: Forms of ownership
The property is public or private.
Article 553: Private property
(1)All assets of use or of private interest belonging to individuals, legal entities of private law
or public law, including assets that make up the private domain of the state and of the
administrative-territorial units, are the object of private property.
(2)Vacant inheritances are established by successional holiday certificate and enter the
private domain of the commune, city or municipality, as the case may be, without registration
in the land register. The buildings in respect of which the right to property has been
renounced according to article 562 par. (2) shall be acquired, without registration in the land
register, by the commune, city or municipality, as the case may be, and shall enter their
private domain by the decision of the local council.
(3)Vacant inheritances and real estates referred to in paragraph (2), located abroad, shall be
due to the Romanian state.
(4)The object assets of private property, regardless of the owner, are and remain in the civil
circuit, unless otherwise provided by law. They can be alienated, subject to forced
prosecution and be acquired by any way provided by law.
Article 554: Public property
(1)The assets of the state and of the administrative-territorial units which, by their nature or
by the declaration of the law, are of use or of public interest form the object of public
property, but only if they were legally acquired by them.
(2)Unless otherwise provided by law, the provisions applicable to the right to private property
shall also apply to the right to public property, but only to the extent that they are compatible
with the latter.
 TITLE II:Private property
CHAPTER I:General provisions
SECTION 1:Content, extent and extinguishment of the right to private property
Article 555: Content of the right to private property
(1)Private property is the right of the owner to possess, use and dispose of an asset
exclusively, absolutely and perpetually, within the limits established by law.
(2)According to the law, the right to private property is susceptible to modalities and
dismemberments, as the case may be.
Article 556: Limitations on the exercise of the right to private property
(1)The right to property may be exercised within the material limits of its object. These are
the bodily limits of the asset that forms the object of the right to property, with the restrictions
established by law.
(2)The exercise of the attributes of the right to property may be limited by law.
(3)The exercise of the right to property may also be limited by the will of the owner, with the
exceptions provided by law.
Article 557: Acquisition of ownership
(1)The right to property can be acquired, under the law, by agreement, legal or testamentary
inheritance, access, usucapsion, as a result of good-faith possession in the case of movable
property and fruits, by occupation, tradition, as well as by court decision, when it is
translational of property by itself.
(2)In the cases provided for by law, property can be acquired through the effect of an
administrative act.
(3)The law may regulate other ways of acquiring the right to property.
(4)Except for the specific cases provided by law, in the case of immovable property, the right
to property shall be acquired by registration in the Land Register, in compliance with the
provisions laid down in Article 888.
Article 558: The risk of perishing the asset
The owner bears the risk of perishing the asset, if it has not been assumed by another person
or if the law does not provide otherwise.
Article 559: Extent of ownership of land
(1)The ownership of the land extends to the subsoil and the space above the land, respecting
the legal limits.
(2)The owner can make, above and in the basement of the land, all the constructions,
plantations and works that he finds fit, except for the exceptions established by law, and can
draw from them all the benefits that they would produce. It is bound to respect, under the
conditions and within the limits determined by the law, the rights of third parties over the
mineral resources of the subsoil, springs and groundwater, underground works and
installations and the like.
(3)The surface waters and their riverbeds belong to the owner of the land on which they are
formed or flow, under the conditions provided by the law. The owner of a land also has the
right to approach and use, under the law, the water of the springs and lakes located on that
land, the ground water, as well as the rainwater.
Article 560: Obligation to speak
The owners of the neighboring lands are obliged to contribute to the border by reconstituting
the border and fixing the corresponding signs, bearing equally the expenses occasioned by it.
Article 561: Right of confinement
Any owner may restrict his property, bearing, in accordance with the law, the expenses
incurred.
Article 562: Extinguishment of the right to property
(1)The right to private property is extinguished by the destruction of the asset, but it is not
extinguished by inadvertently. It may, however, be acquired by another by usucapsion or in
another way, in the cases and conditions specifically determined by the law.
(2)The owner may abandon his/her movable property or may renounce, by authentic
declaration, the right of ownership over the immovable property, registered in the Land
Register. The right is extinguished at the moment of leaving the movable asset, and if the
property is immovable, by registering in the land register, according to the law, the
declaration of waiver.
(3)The expropriation can be made only for a cause of public utility established according to
the law, with fair and prior compensation, fixed by mutual agreement between the owner and
the expropriator. In the event of a dispute over the amount of compensation, it shall be
determined by the court.
(4)Only the goods intended or used for the commission of a crime or offence or those
resulting from them may be subject to confiscation.
SECTION 2:Defence of the right to private property
Article 563: Claim action
(1)The owner of an asset has the right to claim it from the owner or from another person who
owns it without right. He is also entitled to compensation, if any.
(2)The right of action in the claim is imprescriptible, unless otherwise provided by law.
(3)The right to property acquired in good faith, according to the law, is fully recognized.
(4)The court decision admitting the claim is enforceable and may also be enforced against the
acquiring third party, under the terms of the Code of Civil Procedure.
Article 564: Action negatory
(1)The owner may bring an action against any person who claims to be the holder of any
right in rem other than ownership to his property.
(2)The right to action negatory is imprescriptible.
Article 565: Proof of the property right over the real estate registered in the Land Book
In the case of buildings registered in the Land Register, the proof of the property right is
made with the extract of the land book.
Article 566: Effects of admission of the action in the claim
(1)The defendant will be obliged to return the property or to compensation if the property has
perished through no fault of its own or has been disposed of. Under the same conditions, the
defendant will be obliged to return the products or their value. In all cases, compensation will
be assessed in relation to the time of restitution.
(2)The holder of bad faith or the precarious holder shall be obliged, upon request, also to
return the fruits produced by the good until it is returned to the owner.
(3)The owner may be obliged, upon request, to reimburse the possessor for the necessary
expenses incurred by him.
(4)The useful expenses shall be reimbursed, upon request, within the limit of the increase in
value, unless otherwise provided by law.
(5)Also, the owner may be obliged, upon request, to reimburse the expenses necessary for the
production and collection of fruits or productions.
(6)The defendant shall have a right of retention on the products until the costs incurred in
producing and collecting them have been reimbursed, unless the owner provides the
defendant with a sufficient security.
(7)The right of retention may in no case be exercised over the frugiferous good or where the
entry into the material possession of the asset has been made by violence or fraud or when the
products are perishable goods or are subject, as a result of a short period of time, to a
significant decrease in their value.
(8)The owner is not obliged to cover voluptuous expenses. The owner shall have the right to
appropriate the work carried out with these expenses only if by doing so the property is not
damaged.
(9)The provisions of paragraphs 3, 4 and 8 shall apply only in those situations where the
expenditure does not take the form of a new work, in which case the corresponding
provisions on artificial access to immovable property shall be affected.
CHAPTER II:Access
SECTION 1:General provisions
Article 567: Acquisition of the right to property by access
By way of access, the owner of an asset becomes the owner of everything that is attached to
or incorporated into the asset, unless otherwise provided by law.
Article 568: Forms of access
Access is natural, when the union or incorporation is the result of a natural or artificial event,
when it results from the deed of the owner or of another person.
SECTION 2:Natural real estate access
Article 569: Silt
The additions of land to the banks of the flowing waters belong to the owner of the riparian
fund, only if they are gradually formed.
Article 570: The land left by the flowing waters
The owner of the riparian fund also acquires the land left by the flowing waters that have
gradually withdrawn from that shore.
Article 571: Land left by standing waters
(1)The owner of the land surrounded by ponds, ponds, canals and other such standing waters
does not become the owner of the lands arising by the temporary decrease of these waters
below the height of the drain.
(2)Likewise, the owner of these waters does not acquire any rights to the covered land as a
result of sporadic overflows.
Article 572: Avulsion
The owner of the land from which a running water has suddenly plucked a portion of the
shore from the land, joining it to the land of another riparian owner, does not lose ownership
of the detached part if he claims it within one year from the date of the fact.
Article 573: Riverbeds, islands and gravels
(1)The riverbeds belong to the riparian owners, except for those who, according to the law,
are subject to public property.
(2)Islands and gravels that are not related to land with the shore at medium water level belong
to the owner of the riverbed.
(3)If the island belongs to the riparian owners and passes over the half of the water, each of
them has the ownership of the part of the island that stretches towards it starting from the
halfway point of the water.
Article 574: Ownership of newly formed islands
If a flowing water, forming a new arm, surrounds the land of a riparian owner, he remains the
owner of the island thus created.
Article 575: Riverbeds deserted by flowing waters
The riverbed abandoned by a flowing water that has formed a new course will have the legal
regime established in the special law.
Article 576: Natural access to animals
(1)Domestic animals lost on another's land are the responsibility of the latter if the owner
does not claim them within 30 days from the date of the declaration made to the city hall by
the owner of the land.
(2)Pigeons, rabbits, fish and the like, passing through another owner's background, shall
belong to him for as long as they remain on the background, unless the passage was caused
by fraud or fireworks.
(3)The swarm of bees passed on the land of another belongs to its owner only if the owner of
the swarm does not pursue him or ceases to pursue him for two days.
SECTION 3:Artificial real estate access
SUBSECTION 1:Common provisions
Article 577: Acquisition of the work by the owner of the building
(1)Constructions, plantations and any other work carried out on a building, hereinafter
referred to as works, shall be the responsibility of the owner of that building unless otherwise
provided by law or legal act.
(2)When the work is carried out by the owner of the building with his materials or with
the materials of another, the ownership right over the work is born in favor of the
owner of the building from the moment of the beginning of the work, as its realization,
unless otherwise provided by law or legal act.
*) The lack of a building permit or the non-observance of its provisions, as well as the lack of
the reception report at the end of the works are impediments for the judicial recognition,
within the action for finding, of the property right over a building made by the owner of the
land, with its own materials.
Article 578: Categories of works
(1)Works may be autonomous or added, of a durable or provisional nature.
(2)Autonomous works are constructions, plantations and any other works in their own right
carried out on a building.
(3)The added works have no character in their own right. They can be:
a)necessary, when in their absence the building would perish or deteriorate;
b)useful, when increasing the economic value of the real estate;
c)voluptuation, when made for the simple pleasure of the one who made them, without
increasing the economic value of the real estate.
Article 579: Presumptions in favor of the owner of the building
(1)Any work is presumed to be done by the owner of the building, at his expense and
that it is his, until proven otherwise.
*) The lack of a building permit or the non-observance of its provisions, as well as the lack of
the reception report at the end of the works are impediments for the judicial recognition,
within the action for finding, of the property right over a building made by the owner of the
land, with its own materials.
(2)The contrary proof can be made when a superficie right has been established, when the
owner of the building has not tabulated the ownership right over the new work or in other
cases provided by law.
SUBSECTION 2:Carrying out the work with the materials of another
Article 580: Legal regime
(1)If he has carried out the work with the materials of another, the owner of the building
becomes the owner of the work, being not obliged to abolish it or to return the materials used.
(2)The owner of the materials has only the right to the value of the materials, as well as to the
repair, under the law, of any other damages caused.
SUBSECTION 3:Carrying out an autonomous work of a durable nature on the building
of another
Article 581: Autonomous works of a durable nature carried out in good faith
If the author of the autonomous work of a durable nature on the building of another is in good
faith, the owner of the building has the right:
a)to ask the court to order his/her registration in the Land Register as the owner of the work,
paying, at his/her choice, to the author of the work either the value of the materials and
workmanship, or the increase in value brought to the building by carrying out the work; or
b)to request that the author of the work be obliged to buy the building at the circulation value
that he would have had if the work had not been carried out.
Article 582: Autonomous works of a durable nature carried out in bad faith
(1)If the author of the autonomous work of a sustainable nature on the building of
another is in bad faith, the owner of the building has the right to:
a)to ask the court to order his registration in the Land Register as owner of the work, with the
payment, at his choice, to the author of the work, of half of the value of the materials and
labor or of the increase in value brought to the building; or
b)to request the obligation of the author of the work to abolish it; or
c)to request that the author of the work be obliged to buy the building at the circulation value
that he would have had if the work had not been carried out.
(2)The disbandment of the work is made, in compliance with the legal provisions in the field,
at the expense of its author, who is also obliged to repair any damages caused, including for
lack of use.
SUBSECTION 4:Realization of an added work of a durable character on the building
of another
Article 583: The necessary added works
(1)The owner of the building acquires the ownership right over the added work necessary
from the moment of its execution, paying the author the reasonable expenses made by him,
even if the building no longer exists.
(2)If the work was carried out in bad faith, from the amount owed by the owner of the
building it will be possible to deduct the value of the fruits of the building reduced by the
costs necessary to obtain them.
Article 584: Useful added works
(1)If the author of the useful work is in good faith, the owner of the building becomes
the owner of the work from the moment of its performance, with payment, at his choice:
a)the value of materials and labor; or
b)of the increase in value brought to the building.
(2)If the author of the useful work is in bad faith, the owner of the building has the right
to:
a)to become the owner of the work, depending on its regime, with or without registration in
the land register, as the case may be, paying, at his choice, to the author of the work either
half of the value of the materials and labor, or half of the increase in value brought to the
building; or
b)to request that the author of the work be ordered to abolish it, with the restoration of the
building in the previous situation and the payment of damages.
(3)In both cases, when the value of the work is considerable, the owner of the building may
request that the author be ordered to buy it at the circulation value that the building would
have had if the work had not been carried out.
Article 585: Works added voluptuously
(1)In the case of voluptuous work, the owner of the building has the right to:
a)to become the owner of the work, without registration in the Land Register and without any
obligation to the author of the work;
b)to request the obligation of the author of bad faith of the work to its dissolution, with the
restoration of the building in the previous situation and the payment of damages.
(2)The bona fide author of the work may pick it up before returning the building to the
owner, provided that he restores the building to the previous situation.
SUBSECTION 5:Meaning of terms
Article 586: The good faith of the author of the work
(1)The author of the work is in good faith if he is based either on the content of the land book
in which, at the time of the work, he was registered as the owner of the building, or on a way
of acquisition not subject to registration in the land register, if, in both cases, it did not result
from the land register and did not know in any other way the vice of his title.
(2)However, the one who builds in the absence of or in violation of the permits required by
law cannot invoke the good faith.
(3)The provisions of paragraphs (1) and (2) shall also apply to the author of the work which
is based on a right of superficies or on any other right which, according to the law, allows
him, by carrying out a work on the real estate of another, to become its owner.
SUBSECTION 6:Special provisions
Article 587: Works partially carried out on the author's building
(1)In the case of a durable work carried out in good faith partly on the author's building and
partly on the land of the neighboring owner, the latter may request the registration in a new
land register of a right of co-ownership of the neighbors over the resulting building, including
the related land, in relation to the value of the contribution of each one.
(2)If the work was carried out in bad faith, the owner of the neighboring land can choose
between requesting the lifting of the work from the land, obliging its author to pay damages,
if necessary, and requesting the registration in the land register of a right of co-ownership of
the neighbors. When establishing the quotas-parts will be taken into account the value of the
land of the neighboring owner and half of the value of the contribution of the author of the
work.
(3)In case of disagreement between the parties, the court will establish the value of each
person's contribution to the resulting real estate, respectively of the shares-parts of the
property right.
Article 588: Provisional works
When the work is provisional, in the absence of a contrary agreement, its author will be
obliged to abolish it, in compliance with the legal provisions in the field, and, if it is in bad
faith, to pay compensation for the damages caused, including for lack of use.
Article 589: Registration of the property right in the Land Register
Whenever the acquisition of the property right, exclusive or on the shares, is conditioned,
according to the regulations of this section, by the entry in the land register, the registration is
made on the basis of the agreement of the parties, concluded in authentic form, or, as the case
may be, of the court decision.
Article 590: The right of the author of the work to the collection of materials
(1)Until the date of conclusion of the convention or of the introduction of the action by the
person entitled to the registration in the land register, the author of the work may pick up his
materials.
(2)If the work was carried out in bad faith, its author may be obliged, if necessary, to pay
damages.
Article 591: The rules regarding the exercise of the right of the author of the work to
the allowance
(1)The prescription of the right of action of the author of the work regarding the payment of
the indemnity does not run as long as he is allowed by the owner to own the building.
(2)The author of the good faith work has a legal mortgage right over the real estate for the
payment of the allowance and may request the registration of the mortgage right on the basis
of the agreement concluded in authentic form or of a court decision, according to the
provisions of Article 589.
Article 592: The rules regarding the obligation of the author of the work to buy the real
estate
(1)Whenever the owner chooses to oblige the author of the work to buy the building, in the
absence of agreement of the parties, the owner may ask the court to determine the price and
pronounce a decision that takes the place of the sale-purchase contract.
(2)The initial owner of the building has a legal mortgage right on it for the payment of the
price by the author of the work.
Article 593: Passivity of the owner during the execution of the work
The bad faith author of the work cannot oppose the owner of the land the passivity that he
would have manifested during the execution of the work.
Article 594: The author of the work that uses the materials of another
If the legal conditions for acquiring movable property through good faith possession are not
met, the one who performs a work on another's real estate using the materials of a third party
is obliged to pay the value of the materials, as well as to repair, in accordance with the law,
any other damages caused.
Article 595: Determination of compensation or compensation
Whenever, pursuant to a provision of this Section, the court is invested to determine the
extent of the allowance or compensation, it shall take into account the circulation value of the
property calculated at the time of the court decision.
Article 596: Special cases of access
(1)The holder of the superficie right or of another real right over the real estate of another that
allows him to acquire the ownership of the work performed on that building shall have, in
case of access, accordingly, the regulated rights and obligations for the owner of the building,
unless otherwise provided at the time of the establishment of the real right.
(2)The provisions of Articles 582 and 587(2) shall apply accordingly also to autonomous
works of a durable nature carried out by the holder of a right in rem in respect of the building
of another who does not enable him to acquire ownership of the work carried out on that
building.
(3)In the case of added works carried out by the holder of a right in rem in respect of
another's property which does not enable him to acquire ownership of the work carried out on
that building, the provisions of Article 716 shall apply accordingly, unless otherwise
provided.
Article 597: Work carried out by a precarious holder
The works made by a precarious holder are subject, accordingly, to the rules applicable to the
author of bad faith.
SECTION 4:Movable access
Article 598: Movable access
(1)The movable good produced with the materials of another belongs to the one who made it
or, as the case may be, to the owner of the materials, depending on the ratio between the
workmanship and the value of the materials, determined at the time of making the good.
(2)The owner of the asset owes compensation equal to the value of the workmanship or, as
the case may be, to the value of the materials.
Article 599: The ratio between the value of labor and the value of materials
In all cases where the value of the materials is equal to the workmanship or there is an
insignificant difference, the ownership of the asset is common and is exercised under the
conditions of section 2 of chapter 2. IV of this Title.
Article 600: The union of two movable property
If two movable property having different owners are joined together, each may claim
separation of assets if thereby the other owner would not suffer damage in excess of one-
tenth of the value of his property.
Article 601: Rules applicable in the event of the impossibility of separating the united
property
If it is not possible to obtain the separation of the united movable property, the provisions of
Articles 598 and 599 shall apply accordingly.
CHAPTER III:Legal limits on the right to private property
SECTION 1:Legal limits
SUBSECTION 1:Common provisions
Article 602: Public interest and private interest
(1)The law may limit the exercise of the right to property either in the public interest or in the
private interest.
(2)Legal limits in the private interest may be temporarily modified or abolished by agreement
of the parties. For opposability vis-a-vis third parties, it is necessary to carry out the publicity
formalities provided for by law.
Article 603: Rules on environmental protection and good neighbourliness
The right to property obliges to respect the tasks regarding the protection of the environment
and ensuring the good neighborhood, as well as to the observance of the other tasks that,
according to the law or custom, belong to the owner.
SUBSECTION 2:Use of water
Article 604: Rules on the natural flow of water
(1)The owner of the lower fund cannot in any way prevent the natural flow of water from the
upper background.
(2)If this flow causes damage to the lower fund, its owner may apply for the authorization of
the court to do the necessary work on his merits to change the direction of the waters, bearing
all the costs incurred.
(3)In turn, the owner of the upper fund is obliged not to carry out any work that would
aggravate the situation of the lower fund.
Article 605: Rules on the provoked flow of water
(1)Nor may the owner of the lower fund prevent the flow caused by the owner of the upper
fund or by other persons, as in the case of the waters gushing on the latter fund as a result of
underground works undertaken by its owner, of the water coming from the drying up of the
marshland, of the waters used for a domestic, agricultural or industrial purpose, but only if
this flow precedes the discharge into a watercourse or a ditch.
(2)In this case, the owner of the upper fund is obliged to choose the route and means of
leakage such as to cause minimal damage to the lower fund, remaining liable for the payment
of a fair and prior compensation to the owner of the latter fund.
(3)The provisions of this Article shall not apply where on the lower fund there is a building,
together with the garden and the associated courtyard, or a cemetery.
Article 606: Expenditure relating to irrigation
(1)The owner who wants to use for the irrigation of his land the natural and artificial waters
that he can actually dispose of has the right, at his exclusive expense, to do on the land of the
opposite riparian the necessary works for the abstraction of the water.
(2)The provisions of Article 605(2) and (3) shall apply accordingly.
Article 607: Obligation of the owner to whom the water abounds
(1)The owner to whom the water abounds for current needs is obliged, in exchange for a fair
and prior compensation, to provide this surplus for the owner who could not obtain the
necessary water for his fund except at an excessive expense.
(2)The owner may not be exempted from the obligation laid down in paragraph 1 by claiming
that he is likely to grant the surplus water a destination other than meeting current needs. He
may, however, claim additional compensation from the owner in need, provided that he
proves the actual existence of the claimed destination.
Article 608: Use of springs
(1)The owner may grant any use to the spring which would exist on his merits, subject to the
condition that he does not prejudice the rights acquired by the owner of the lower fund.
(2)The owner of the fund on which the spring is located cannot change its course if this
change would deprive the inhabitants of a locality of the water necessary to meet the current
needs.
Article 609: Compensation due to the owner of the fund on which the spring is located
(1)The owner of the fund on which the spring is located may request the compensation of the
damages caused by the person who, through the works performed, has dried up, decreased or
altered his waters.
(2)If the state of affairs permits, the fund owner may claim restoration of the previous
situation when water was indispensable for the exploitation of his fund.
(3)Where the spring extends over two adjoining funds, the provisions of paragraphs 1 and 2
shall apply accordingly, taking into account the extent of the spring on each fund.
Article 610: Special rules on the use of water
The provisions of this paragraph shall be supplemented by the special rules governing the
water regime.
SUBSECTION 3:Drop the eaves
Article 611: Drop the eaves
The owner is obliged to make the eaves of his house so that the water coming from the rains
does not leak against the background of the neighboring owner.
SUBSECTION 4:Distance and intermediate works required for certain constructions,
works and plantations
Article 612: Minimum distance in construction
Any constructions, works or plantations can be made by the owner of the fund only with the
observance of a minimum distance of 60 cm from the boundary line, unless otherwise
provided by law or by the urban planning regulation, so as not to prejudice the rights of the
neighboring owner. Any derogation from the minimum distance may be made by agreement
of the parties expressed in an authentic document.
Article 613: Minimum distance for trees
(1)In the absence of provisions contained in the law, the urban planning regulation or the
custom of the place, the trees must be planted at a distance of at least 2 meters from the
boundary line, except for those less than 2 meters, plantations and hedges.
(2)In case of non-observance of the distance, the neighboring owner is entitled to request the
removal or, as the case may be, the felling, at the appropriate height, of the trees, plantations
or hedges, at the expense of the owner of the fund on which they are erected.
(3)The owner of the fund over which the roots or branches of the trees belonging to the
neighboring owner lie has the right to cut them down, as well as the right to keep the fruit
naturally fallen on its background.
SUBSECTION 5:View over the neighbor's property
Article 614: Window or opening in the common wall
It is not allowed to make a window or opening in the common wall only with the consent of
the owners.
Article 615: Minimum distance for the view window
(1)It is mandatory to keep a distance of at least 2 meters between the fund, fenced or
unhindered, belonging to the neighboring owner and the window for view, balcony or other
such works that would be oriented towards this fund.
(2)Window for view, balcony or other such non-parallel works with the border line to the
neighboring background are forbidden at a distance of less than one meter.
(3)The distance is calculated from the point closest to the boundary line, existing on the front
of the wall where the view was opened or, as the case may be, on the outer line of the
balcony, to the boundary line. The distance, and in the case of non-parent works, is also
measured perpendicularly, from the point closest to the boundary line and up to this line.
Article 616: Light window
The provisions of Article 615 shall not preclude the right of the owner to open, without a
distance limit, light windows if they are so constructed as to prevent a view of the adjoining
background.
SUBSECTION 6:Right of way
Article 617: Right of way
(1)The owner of the fund who is deprived of access to the public way has the right to allow
him to pass through the fund of his neighbor for the exploitation of his own fund.
(2)The passage must be made in conditions such as to bring a minimum embarrassment to the
exercise of the right of ownership over the fund that has access to the public way; if several
neighbouring funds have access to the public route, the passage will be made against the
background of which the least damage would be done.
(3)The right of passage is imprescriptible. It goes out when the dominant fund gains another
access to the public path.
Article 618: Exercise of the right of way in special situations
(1)If the lack of access comes from the sale, exchange, division or from another legal act, the
passage can only be requested from those who have acquired the part of the land on which
the passage was previously made.
(2)Where the lack of access is attributable to the landlord claiming the passage, it can only be
established with the consent of the fund owner who has access to the public way and with the
payment of double the compensation.
Article 619: Extent and method of determining the right of way
The extent and manner of exercising the right of passage are determined by the agreement of
the parties, by a court decision or by a continuous use for 10 years.
Article 620: Limitation of the action for damages and restitution of the compensation
received
(1)The limitation period for the right of action for damages by the owner of the enslaved fund
against the owner of the dominant fund shall begin to run from the moment the right of way
is established.
(2)If the right of way ceases, the owner of the enslaved fund is obliged to return the
compensation received, deducting the damage suffered in relation to the actual duration of the
right of way.
SUBSECTION 7:Other legal limits
Article 621: The right of passage for utilities
(1)The owner is obliged to allow the passage through his fund of the urban networks serving
neighboring funds or from the same area, of the nature of water, gas or other similar pipes, of
the electrical channels and cables, underground or aerial, as the case may be, as well as of any
other installations or materials with the same purpose.
(2)This obligation only remains for a situation where going elsewhere would be impossible,
dangerous or very costly.
(3)In all cases, the owner is entitled to the payment of fair compensation. If we are talking
about new utilities, the compensation must also be prior.
(4)Buildings, their courtyards and gardens are exempted from this right of passage if it
concerns underground pipes and canals, if these are new utilities.
Article 622: Right of passage for carrying out works
(1)The owner is also obliged to allow the use of his fund to carry out the works necessary for
the neighboring fund, as well as the neighbor's access to his land for cutting the branches and
collecting the fruit, in exchange for compensation, if any.
(2)The provisions of Article 621(2) shall apply.
Article 623: Right of passage for repossession
(1)The owner of a fund may not prevent access by another in order to regain possession of an
asset of his own, which accidentally came to that fund, if he has been notified in advance.
(2)In all cases, the owner of the fund is entitled to fair compensation for the damages caused
by the repossession, as well as for those caused by the property to the fund.
Article 624: State of necessity
(1)If a person has used or destroyed one of another's property to protect himself or another
from imminent danger, the owner of the asset has the right to demand fair compensation only
from the one who was rescued.
(2)No compensation can be claimed by the owner who caused or favored the occurrence of
the danger.
Article 625: Special rules
The restrictions contained in this section shall be supplemented by the provisions of the
special laws on the legal regime of certain assets, such as land and buildings of any kind,
forests, national-cultural heritage assets, sacred assets of religious denominations, as well as
the like.
SECTION 2:Conventional limits
Article 626: Limitation of the right to property through legal acts
The owner may consent to the limitation of his right by legal acts, unless he violates public
order and morals.
Article 627: Inalienability clause. Conditions. Scope
(1)By agreement or will, the disposal of an asset may be prohibited, but only for a period not
exceeding 49 years and if there is a serious and legitimate interest. The time limit starts to run
from the date of acquisition of the asset.
(2)The acquirer may be authorised by the court to dispose of the asset if the interest which
justified the inalienability clause of the asset has disappeared or if an overriding interest so
requires.
(3)The nullity of the inalienability clause stipulated in a contract entails the nullity of the
entire contract if it was decisive when it was concluded. In contracts for pecuniary interest,
decisiveness shall be presumed, unless proven otherwise.
(4)The inalienability clause is understood in the conventions from which the obligation arises
to transfer the property to a specific or determinable person in the future,
(5)The transfer of the property by way of succession cannot be stopped by stipulating
inalienability.
Article 628: Conditions of opposability
(1)The inalienability clause may not be invoked against the purchasers of the asset or the
creditors of the owner who has undertaken not to dispose of unless it is valid and meets the
conditions of opposability.
(2)For opposability, the inalienability clause must be subject to the publicity formalities
prescribed by law, if any.
(3)In the case of movable property, the rules laid down for the acquisition of property by
possession in good faith are applicable accordingly.
(4)If the inalienability clause was provided for in a contract free of charge, it shall also be
enforceable against the acquirer's previous creditors.
(5)Failure to comply with the conditions of opposability does not deprive the beneficiary of
the inalienability clause of the right to claim damages to the owner who does not comply with
this obligation.
Article 629: Sanctions for non-compliance with the inalienability clause
(1)The alienator may request the termination of the contract in case of breach of the
inalienability clause by the acquirer.
(2)Both the alienator and the third party, if the inalienability was stipulated in his favor, may
request the annulment of the subsequent act of alienation concluded with the non-observance
of the clause.
(3)Assets for which inalienability has been stipulated may not be prosecuted, as long as the
clause takes effect, unless otherwise provided by law.
SECTION 3:Judicial limits
Article 630: Overcoming the normal inconveniences of the neighborhood
(1)If the owner causes, by exercising his right, greater than normal inconveniences in the
neighborhood relations, the court may, for reasons of equity, order him to compensate for the
benefit of the injured person, as well as to restore the previous situation when possible.
(2)If the damage caused would be minor in relation to the necessity or usefulness of carrying
out the harmful activity by the owner, the court may approve the carrying out of that activity.
However, the injured person will be entitled to compensation.
(3)If the damage is imminent or very likely, the court may, by way of a presidential order,
approve the measures necessary to prevent the damage.
 CHAPTER IV:Joint ownership
SECTION 1:General provisions
Article 631: Notion
The provisions of this Chapter shall apply whenever, on the basis of a legal act or other
method of acquisition provided for by law, the right to private property has 2 or more holders.
Article 632: Common property shapes
(1)The forms of the common property are as follows:
a)share-share ownership (co-ownership);
b)property in debauchery (debauchery).
(2)Co-ownership can be ordinary or forced.
(3)Forced co-ownership cannot be terminated by judicial partition.
Article 633: Presumption of co-ownership
If the property is jointly possessed, the co-ownership shall be presumed, unless proven
otherwise.
SECTION 2:Ordinary co-ownership
Article 634: The extent of the shares-parts
(1)Each co-owner is the exclusive holder of a share of the property right and may freely
dispose of it unless otherwise provided.
(2)The shares are presumed to be equal, unless proven otherwise. If the property was
acquired by a legal act, the proof to the contrary can be done only by means of documents.
Article 635: Distribution of benefits and burdens between co-owners
The co-owners will share the benefits and bear the burdens of co-ownership, in proportion to
their share of the right.
Article 636: Joint exercise of the right of use
(1)Each co-owner shall have the right to use the common good in so far as it does not change
the destination and does not prejudice the rights of the other co-owners.
(2)He who, against the will of the other owners, exclusively exercises the use of the common
good may be ordered to pay compensation.
Article 637: Fruits of the common good
The fruits produced by the common good shall be due to all the co-owners, in proportion to
their share of the right.
Article 638: Right to reimbursement of costs
(1)The joint owner who has borne the costs of producing or collecting the fruit alone shall be
entitled to the reimbursement of these costs by the joint owners in proportion to their shares.
(2)The natural fruits or industrial fruits of the common good appropriated by a co-owner are
part of the shareable mass as long as they have not been consumed or alienated or have not
perished and can be identified separately. Otherwise, the co-owner concerned is entitled to
compensation, unless the fruit has perished unforeseeably. The right of action for damages is
subject to limitation, according to the common law.
(3)The right to claim the civil fruits of the common property appropriated by a co-owner is
subject to prescription, according to the common law.
Article 639: How to use the common good
The manner of using the common good is established by the agreement of the co-owners, and
in case of misunderstanding, by court decision.
Article 640: Acts of preservation
Each co-owner may perform acts of preservation in respect of the common good without the
consent of the other co-owners.
Article 641: Acts of administration and disposition
(1)Acts of administration, such as the conclusion or termination of lease agreements,
assignments of real estate income and the like, with regard to the common good can be made
only with the consent of the co-owners who hold the majority of the shares.
(2)Acts of administration which substantially limit the possibility of a co-owner to use the
common good in relation to his/her share or which impose an excessive burden on him/her by
reference to his/her share or to the expenses incurred by the other co-owners may be carried
out only with his/her consent.
(3)The co-owner or co-owners concerned may ask the court to replace the agreement of the
co-owner who is unable to express his will or who abusively opposes the performance of an
administrative act indispensable for maintaining the usefulness or value of the asset.
(4)Any legal acts of disposition regarding the common good, the acts of use free of charge,
the assignments of real estate income and the leases concluded for a period longer than 3
years, as well as the acts aimed exclusively at beautifying the asset, can be concluded only
with the consent of all the co-owners. Any legal act free of charge will be considered an act
of disposition.
Article 642: Penalties
(1)Legal acts made in violation of the rules provided for in Article 641 shall be unenforceable
against the co-owner who did not consent, expressly or tacitly, at the conclusion of the act.
(2)The injured co-owner is granted the right, before the division, to exercise the actions of the
possessors against the third party who would have taken possession of the common property
following the conclusion of the deed. In this case, the return of possession of the asset will be
made for the benefit of all the co-owners, with damages, if any, to those who participated in
the conclusion of the deed.
Article 643: Legal actions
(1)Each co-owner may stand alone in court, regardless of standing to court, in any action
concerning co-ownership, including in the case of a claim.
(2)Judgments rendered for the benefit of co-ownership benefit all co-owners. Judgments
against a co-owner are not enforceable against the other co-owners.
*) In the case of an action for real estate claim of an asset common property on shares (co-
ownership), the provisions of Article 643 paragraph (2), second sentence, of the Civil Code
establish an exception to the enforceability of the court decision regulated by Article 435
paragraph (2) of the Code of Civil Procedure.
(3)When the action is not brought by all the co-owners, the defendant may request the court
to bring the other co-owners as plaintiffs in the case, within the time limit and conditions
provided for in the Code of Civil Procedure for suing other persons.
Article 644: Co-ownership management contracts
(1)Derogations may be made from the provisions of Articles 635, 636, 641 and 642 (1) by a
co-ownership management contract concluded with the agreement of all the co-owners.
(2)If any of the co-owners terminates the management contract, it ceases to exist, the rules of
this section remaining applicable.
(3)If, among the assets in co-ownership, there are also real estate, the co-ownership
management contracts and the declarations of their denunciation will be noted in the land
register, at the request of any of the co-owners.
Article 645: Rules applicable to the co-establishment of other rights in rem
The provisions of this Section shall also apply accordingly to the exercise, by two or more
persons, of another principal right in rem.
SECTION 3:Forced co-ownership
SUBSECTION 1:Common provisions
Article 646: Cases of forced co-ownership
It is in forced co-ownership:
1.the goods referred to in Articles 649, 660, 687 and 1141;
2.common property necessary or useful for the use of two neighboring buildings, situated
on the boundary line between them, such as paths, fountains, roads and springs;
3.common property assigned to the use of two or more funds, such as a heating plant or
other installations serving two or more buildings, a common road in a residential district
or other such property;
4.any other common good provided for by law.
Article 647: General legal regime
(1)Each joint owner may make use of the common property, provided that he respects its
intended purpose and allows the other joint owners to exercise its use.
(2)Where the common good is ancillary to a principal property, each joint owner may dispose
of his or her share of the right of ownership of the common property only when exercising
the right of disposal over the principal property.
(3)The costs of maintaining and preserving the common property shall be borne in proportion
to the share of the right of each joint owner. Where the common property is of an ancillary
nature, in the absence of an agreement to the contrary, the share of the right of each co-owner
shall be determined according to the extent of the principal property.
SUBSECTION 2:Co-ownership of common parts of multi-storey buildings or apartments
SUBSECTION 21:Common Parties
Article 648: Notion
(1)If in a building or in a residential complex there are spaces intended for dwelling or for
another purpose having different owners, the parts of the building which, being intended for
the use of those spaces, can only be used jointly shall be the subject of a right of forced co-
ownership.
(2)The common parts are accessory goods in relation to the dwelling spaces, which constitute
the principal property within the meaning of Article 546.
Article 649: Common Parties
(1)They shall be considered as common parties, unless otherwise provided by law or
legal act:
a)the land on which the building is located, composed of both the built and the unbuilt area
necessary, according to the nature or purpose of the construction, to ensure its normal
exploitation; for any surplus area, the owners shall be the holders of the usual co-ownership;
b)the foundation, the inner courtyard, the structure, the resistance structure, the perimeter
walls and the separations between the properties and/or the common spaces, the roof, the
terraces, the stairs and the staircase, the hallways, the cellars and the basements not divided,
the water tanks, the own heating plants and the elevators;
c)water and sewerage, electrical, telecommunications, heating and gas installations from the
connection/connection to the distribution point to the parts under exclusive ownership, storm
channels, lightning rods, collective antennas, as well as other such parts;
d)other goods which, according to the law or the will of the parties, are in common use.
(2)Chimneys and vents, as well as spaces for laundries and dryers shall be considered as
common parts exclusively for the co-owners who use these utilities in accordance with the
design of the building.
Article 650: Exclusive assignment of the common parts
(1)Common parts may be assigned to co-owners for exclusive use only if the rights of the
other co-owners are not thereby infringed.
(2)The decision to award for exclusive use must be taken by a two-thirds majority of the
number of co-owners and of the shares. In buildings where owners' associations are
established, the decision shall be taken by the general meeting by the same majority.
Article 651: Legal acts on the shares
The share of the ownership right over the common parts has an accessory character in
relation to the ownership right over the space in the building that constitutes the main asset;
the disposal or mortgage of the share-share may be made only with the right over the space
constituting the main asset.
Article 652: Determination of quotas-parts
In the absence of a contrary stipulation existing in the property titles, the shares-parts shall be
established by relating the useful area of each dwelling space to the total useful area of the
dwelling spaces in the building.
SUBSECTION 22:Rights and obligations of co-owners
Article 653: Exercise of the right to use
Each joint owner may use, under the terms of the association agreement, both the space
constituting the main asset and the common parts, without prejudice to the rights of the other
owners and without changing the destination of the building. In the absence of an Association
Agreement, the provisions of Article 647 shall remain applicable.
Article 654: Expenditure relating to the maintenance, repair and operation of the
common parts
(1)In the absence of any legal provision or agreement to the contrary, each co-owner shall
bear the costs related to the maintenance, repair and operation of the common parts, in
proportion to his share.
(2)However, the costs relating to the common shares used exclusively by some of the co-
owners shall be borne by the latter.
Article 655: Obligation to preserve the building
The owner is obliged to ensure the maintenance of the space that constitutes the main asset,
so that the building is kept in good condition.
Article 656: Obligation to allow access to the premises constituting the main property
(1)The co-owners are obliged to allow access to the premises that constitute main assets for
carrying out the works necessary for the preservation of the building and the maintenance of
the common parts.
(2)In this situation, for the damages caused, they will be compensated by the owners'
association or, as the case may be, by the owner in whose interest the works were carried out.
Article 657: Rules applicable in case of destruction of the building
(1)If the building has been destroyed entirely or in a proportion of more than half its value,
any co-owner may, unless otherwise agreed, request the sale at public auction of the land and
the resulting building materials.
(2)In the event of the destruction of a part smaller than that provided for in paragraph 1, the
joint owners shall contribute to the restoration of the common shares in proportion to the
shares. If one or more co-owners refuse or are unable to participate in the restoration, they are
obliged to cede to the other co-owners their shares of ownership. The price is set by the
parties or, in case of misunderstanding, by the court.
Article 658: Termination of the common use
(1)The termination of the common use destination for the common parts of multi-storey
buildings or apartments may be decided with the agreement of all co-owners.
(2)In the event of termination of the common use intended use under the conditions of
paragraph 1, the provisions on ordinary co-ownership shall become applicable.
(3)The building, respectively the part of the building resulting from the termination of the
destination of the common use, shall be duly entered in the Land Register on the basis of the
cadastral documentation drawn up for this purpose.
SUBSECTION 23:Owners' Association
Article 659: Establishment of owners' associations
In the case of multi-storey buildings or apartments or in the case of residential complexes
consisting of individual dwellings, located in isolation, rowed or coupled, where there are
common properties and individual properties, the owners' association is established, which is
organized and functions according to the law.
 SUBSECTION 3:Co-ownership of common separations
Article 660: Presumption of co-ownership of common divisions
(1)The wall, the ditch, as well as any other separation between two funds are presumed to be
in the common property of the neighbors, unless the opposite results from the property title,
from a sign of non-community or if the common property has not become exclusive property
by usucapsion, according to the law.
(2)The provisions of Article 651 shall apply accordingly.
Article 661: Signs of non-community
(1)There is a sign of noncommunity of the wall when its peak is straight and perpendicular to
one background and inclined towards the other background. The wall is presumed to be the
exclusive property of the owner of the fund to which the ridge of the wall is tilted.
(2)There is a sign of the uncommunity of the ditch when the earth is thrown or raised
exclusively on one side of the ditch. The ditch is presumed to be the exclusive property of the
owner of the fund on which the land is thrown.
(3)Any other signs that make it presumed that the wall was built exclusively by one of the
owners will be considered signs of non-community.
Article 662: Obligation to build common divisions
(1)Any of the neighbours can force the owners of the neighbouring funds to contribute to the
construction of a joint break-up.
(2)In the absence of legal provisions, urbanism rules or the custom of the place, the height of
the common wall is established by the sides, but without exceeding 2 meters, counting the
ridge of the wall.
Article 663: Costs of maintenance and repair of common divisions
(1)The co-owners are obliged to bear the expenses occasioned by the maintenance and repair
of the common parting, in proportion to the right of each of them.
(2)However, each co-owner may not participate in the maintenance and repair costs by
renouncing his right of ownership of the common division, the provisions on the land register
being applicable. The co-owner will not be able to be defended from participating in the
expenses, if he has a construction supported by the common wall or if he draws another
benefit from the exploitation of the common parting.
Article 664: Constructions and installations connected to the common wall
(1)Any of the co-owners has the right to support constructions or to install beams in the
common wall with the obligation to leave 6 centimeters towards the other co-owner and
without affecting his right to support his constructions or to install his own beams in the
common wall.
(2)A co-owner will have the right to shorten the beams laid by his neighbor to the middle of
the wall, if he would like to install the beams himself or build a chimney in the same place.
Article 665: Erection of the common wall
(1)Any of the co-owners may erect the wall, with the duty to bear alone the costs of erection
over the limit of the common wall, as well as the costs of repairing the common part of the
wall as a result of its erection.
(2)If the wall cannot withstand the ascension, the owner who wishes to make this elevation is
obliged to rebuild the wall entirely taking from its background the surface to ensure the
necessary thickness of the newly erected wall.
(3)The neighbor who has not contributed to the ascension may acquire co-ownership, paying
half of the present value of the materials and labor used, as well as, if applicable, half of the
value of the land used to thicken the wall.
Article 666: Acquisition of co-ownership of separations
The neighbor who did not contribute to the realization of the common separation may acquire
a right of co-ownership over the partition, paying half of the present value of the materials
and labor used and, where appropriate, half of the value of the land on which the separation
was built. Land register provisions remain applicable.
SECTION 4:Common ownership in debauchery
Article 667: Common ownership in debauchery
There is property in disarray when, by operation of the law or on the basis of a legal act, the
right to property belongs simultaneously to several persons without any of them being the
holder of a certain share of the ownership of the common property or property.
Article 668: The rules applicable to naked property
(1)If it is born by the effect of the law, the property in debauchery is subject to the provisions
of that law which are supplemented, accordingly, with those concerning the statutory
community of law regime.
(2)Where the source of the property in vain is a legal act, the provisions relating to the
statutory community of property regime shall apply accordingly.
SECTION 5:Partition
Article 669: Inscriptibility of the share action
The termination of co-ownership by partition may be requested at any time, unless the
division has been suspended by law, legal act or court decision.
Article 670: The ways of sharing
The division can be done by good will or by court decision, according to the law.
Article 671: Sharing common parts of buildings
(1)Division shall be inadmissible in the cases provided for in Sections 3 and 4 of this
Chapter, as well as in other cases provided for by law.
(2)However, division may be required in the case of common parts of multi-storey buildings
or apartments when such parts cease to be intended for common use.
(3)In the case of periodical ownership and in other cases of forced co-ownership, the division
is possible only by good will.
Article 672: Conventions on the suspension of the division
Conventions on the suspension of the division may not be concluded for a period exceeding 5
years. In the case of real estate, the agreements must be concluded in authentic form and
subject to the publicity formalities provided by law.
Article 673: Suspension of the division by court decision
The court seised of the application for partition may suspend the pronouncement of the
division, for a maximum of one year, in order not to seriously harm the interests of the other
co-owners. If the danger of such damage is removed before the expiry of the time limit, the
court, at the request of the interested party, will revert to the measure.
Article 674: Special conditions relating to exercise capacity
If a co-owner lacks the capacity to exercise or has limited capacity to exercise, the division
may be done by good will only with the authorization of the guardianship court, as well as, if
applicable, of the legal guardian.
Article 675: Inadmissibility of the division in case of usucapsion
Division may be requested even when one of the co-owners has used the property
exclusively, unless he has used it, according to the law.
Article 676: Rules on how to divide
(1)The division of the common property will be made in kind, in proportion to the share of
each co-owner.
(2)If the asset is indivisible or is not conveniently shareable in nature, the division will
be done in one of the following ways:
a)the allotment of the property, in exchange for a spear, to one or more co-owners, at their
request;
b)the sale of the asset in the manner established by the co-owners or, in case of
misunderstanding, at a public auction, according to the law, and the distribution of the price
to the co-owners proportionally with the share of each of them.
Article 677: Debts arising in respect of the common good
(1)Any of the co-owners may request the settlement of debts arising in connection with the
co-ownership and which are due or become due during the year in which the division takes
place.
(2)The amount necessary to settle these obligations shall be taken, unless otherwise provided,
from the price of the sale of the common good on the occasion of the division and shall be
borne by the co-owners in proportion to their share.
Article 678: Enforcement in respect of the common good
(1)The creditors of a co-owner may forcibly pursue his share of the right to the common
property or may ask the court for the division of the asset, in which case the pursuit will be
made on the part of the asset or, as the case may be, on the amount of money due to the
debtor.
(2)In case of forced sale of a share of the ownership of an asset, the bailiff will notify the
other co-owners at least two weeks before the date set for sale, notifying them of the day,
time and place of the auction. At an equal price, the co-owners will be preferred to award the
share-share.
(3)Creditors who have a right of guarantee over the common property or those whose claim
arose in connection with its preservation or administration have the right to pursue the
property forcibly, in the hands of whoever is found, both before and after the division.
(4)Agreements on the suspension of division of division may be opposed to creditors only if,
before the occurrence of the claims, they have acquired a certain date in the case of movable
property or have been authenticated in the case of immovable property and the disclosure
formalities provided for by law have been completed, if applicable.
Article 679: Rights of personal creditors of the co-owner
(1)Personal creditors of a co-owner will also be able to intervene, at their own expense, in the
division requested by the co-owners or another creditor. However, they may not attack a
division carried out, unless it was done in their absence and without taking into account the
opposition they made, as well as in cases where the division was simulated or was made in
such a way that the creditors could not intervene in the process.
(2)The provisions of paragraph 1 shall also apply to creditors who have a right of guarantee
over the common property or those whose claim arose in connection with its preservation or
administration.
Article 680: Legal effects of the division
(1)Each co-owner shall become the exclusive owner of the assets or, as the case may be, of
the sums of money assigned to him only with effect from the date set in the deed of division,
but not earlier than the date of conclusion of the deed, in the case of voluntary division, or, as
the case may be, from the date of the final decision of the court.
(2)In the case of real estate, the legal effects of the division occur only if the deed of partition
concluded in authentic form or the court decision that has become final, as the case may be,
have been entered in the land register.
Article 681: Enforceability of legal acts
The acts concluded, under the law, by a co-owner regarding the common good remain valid
and are opposable to the one to whom the property was assigned following the division.
Article 682: Removal of securities
Securities lodged by a joint owner in respect of his share shall be automatically forfeited
against the asset assigned to him or, as the case may be, the sums of money allocated to him
by way of division.
Article 683: Warranty for eviction and hidden vices
(1)The co-owners owe themselves, within the limits of the quota-parties, a guarantee for
eviction and hidden defects, the legal provisions regarding the seller's guarantee obligation
being applied accordingly.
(2)Each is obliged to compensate the co-owner harmed by the effect of eviction or hidden
vice. If one of the co-owners is insolvent, the party owed by him/her shall be borne,
proportionally, by the other co-owners, including the injured co-owner.
(3)The co-owners do not owe a guarantee if the damage is the result of the act committed by
another co-owner or if they were exempted by the act of partition.
Article 684: Abolishing the partition
(1)Division by voluntary consent may be abolished for the same reasons as contracts.
(2)The division made without the participation of all the co-owners is null and void.
(3)However, division is valid even if it does not include all the community property; for
omitted goods, an additional division may be made at any time.
Article 685: Disposal of assigned property
The co-owner may not invoke the relative nullity of the division by good will, who, knowing
the cause of invalidity, disposes in whole or in part of the assigned assets.
Article 686: The rules applicable to co-owned and unconquered goods
The provisions of this section are applicable to goods in co-ownership, regardless of its
source, as well as to those in vain.
CHAPTER V:Periodic ownership
Article 687: Periodic ownership
The provisions of this Chapter shall apply, in the absence of special rules, whenever several
persons exercise successively and repetitively the attribute of the use specific to the right of
ownership of a movable or immovable property, within specified periods of time, equal or
unequal.
Article 688: Basis of periodical ownership
Periodic ownership arises on the basis of a legal act, the land register provisions being
applied accordingly.
Article 689: Validity of the acts concluded by the co-owner
(1)With regard to the time interval incumbent on him, any co-owner may conclude, under the
law, acts such as renting, selling, mortgaging and the like.
(2)The acts of administration or disposition regarding the share of the property right
corresponding to another period of time are unenforceable to the holder of the respective
share-share. The provisions of Article 642(2) and Article 643 shall apply accordingly.
(3)In relations with third-party contracting parties in good faith, the administrative or
dispositional acts referred to in paragraph 2 shall be voidable.
Article 690: Rights and obligations of co-owners
(1)Each co-owner is obliged to do all acts of preservation, so as not to hinder or hinder the
exercise of the rights of the other co-owners. For large repairs, the co-owner who advances
the necessary expenses is entitled to compensation in relation to the value of the rights of the
other co-owners.
(2)The acts by which the substance of the good is consumed in whole or in part can be done
only with the consent of the other co-owners.
(3)At the end of the interval, the co-owner is obliged to hand over the property to the co-
owner entitled to use it in the next interval.
(4)The co-owners may conclude a management contract, the provisions of Article 644(2)
being applied accordingly.
Article 691: Indemnity and exclusion
(1)Failure to comply with the obligations laid down in this Chapter shall entail the payment
of compensation.
(2)If one of the co-owners seriously disturbs the exercise of periodical property, he may be
excluded, by court decision, at the request of the injured co-owner.
(3)The exclusion may be ordered only if one of the other co-owners or a third party buys the
share of the excluded person.
(4)To that end, it will first of all issue a decision granting the application for exclusion in
principle, which will establish that the conditions for exclusion are met, a decision which may
be appealed against separately.
(5)Once the conclusion of admission in principle has become final, in the absence of
agreement between the parties, the price of the enforced sale will be determined on the basis
of expertise. After recording the price at the credit institution established by the court, the
decision that will take the place of the sale-purchase contract will be issued.
(6)After this decision becomes final, the acquirer will be able to register his right in the land
register, and the transmitter will be able to collect the amount recorded with the credit
institution established by the court.
Article 692: Cessation of periodic ownership
The periodical property ceases by deregistration from the land register on the basis of the
acquisition by a single person of all the shares-parts of the periodic property right, as well as
in other cases provided by law.
TITLE III:Dismemberments of the right to private property
CHAPTER I:Superficia
Article 693: Notion
(1)The superficie is the right to have or to build a building on another's land, above or in the
basement of that land, over which the superficiary acquires a right of use.
(2)The right of superficies is acquired on the basis of a legal act, as well as by usucapsion or
otherwise provided for by law. Land register provisions remain applicable.
(3)The superficie may also be registered on the basis of a legal act by which the owner of the
entire fund has transmitted exclusively the construction or has transmitted the land and the
construction, separately, to two persons, even if the establishment of the superficie was not
expressly stipulated.
(4)If it was built on another's land, the superficie can be registered on the basis of the
landowner's waiver of the right to invoke the access, in favor of the builder. It may also apply
to a third party on the basis of the assignment of the right to invoke access.
Article 694: Duration of the superficie right
The right of superficies may be established for a period not exceeding 99 years. Upon expiry
of the term, the right of superficies may be renewed.
Article 695: Extent and exercise of the right of superficies
(1)The right of superficies shall be exercised within the limits and under the conditions of the
articles of incorporation. Unless otherwise provided, the exercise of the right of superficies
shall be delimited by the area of land on which it is to be built and by that required for the
exploitation of the construction or, as the case may be, by the afferent land area and by that
necessary for the exploitation of the edified construction.
(2)In the case referred to in Article 693(3), unless otherwise provided, the holder of the
superficie right may not modify the structure of the building. He can demolish it, however,
but with the obligation to rebuild it in its original form.
(3)If the superficiary changes the structure of the construction, the owner of the land may
request, within 3 years, the termination of the right of superficies or the reinstatement in the
previous situation. In the second case, the running of the 3-year limitation period is
suspended until the expiration of the superficie duration.
(4)The holder may freely dispose of his right. As long as the construction exists, the right of
use over the land can be alienated or mortgaged only with the ownership right over the
construction.
Article 696: Confessional Action of superficies
(1)Confessional superficie action can be brought against any person who prevents the
exercise of the right, even the owner of the land.
(2)The right of action is imprescriptible.
Article 697: Evaluation of the superficiary's performance
(1)Where the superficie has been set up for consideration, if the parties have not provided for
other methods of payment for the benefit by the superficiary, the holder of the superficie right
shall be liable, in the form of monthly instalments, to an amount equal to the rent fixed on the
free market, taking into account the nature of the land, the purpose of the construction if it
exists, the area where the land is located, as well as any other criteria for determining the
value of the use.
(2)In case of disagreement between the parties, the amount owed to the owner of the land will
be determined by court.
Article 698: Cases of termination of the superficie
The right of superficies is extinguished by deregistration from the land register, for one of the
following causes:
a)on expiry of the time limit;
b)by consolidation, if the land and the construction become the property of the same person;
c)by perishing the construction, if there is an express stipulation to that effect;
d)in other cases provided for by law.
Article 699: Effects of the termination of the superficie by the expiry of the term
(1)In the case provided for in Article 698 letter a), in the absence of a stipulation to the
contrary, the owner of the land acquires the right of ownership of the construction built by the
superficiary by access, with the obligation to pay its circulation value from the date of expiry
of the term.
(2)When the construction did not exist at the time of the establishment of the superficie right,
and its value is equal to or greater than that of the land, the owner of the land may ask the
builder to buy the land at the value of the circulation that he would have had if the
construction had not existed. The builder may refuse to buy the land if he raises, at his
expense, the construction built on the land and restores the land to the previous situation.
(3)In the absence of any agreement to the contrary concluded with the owner of the land, the
dismemberments consented to by the superficiary shall be extinguished when the superficie
right ceases. Mortgages encumbering the right to superficies shall be automatically displaced
by the amount received from the owner of the land in the case referred to in paragraph 1,
shall be automatically extended to the land in the case referred to in paragraph 2, sentence I,
or shall be automatically removed from the material in the case referred to in paragraph 2,
sentence II.
(4)Mortgages constituted in respect of land during the existence of the superficie shall not
extend to the whole of the building at the time of termination of the right of superficies in the
case referred to in paragraph 1. They shall be de jure removed from the amount of money
received by the owner of the land in the case referred to in paragraph 2, sentence I, or shall be
automatically extended to the whole of the land in the case referred to in paragraph 2,
sentence II.
Article 700: Effects of the termination of the superficie by consolidation
(1)If the superficie right has been extinguished by consolidation, in the absence of any
provision to the contrary, the dismemberments consented to by the superficiary shall be
maintained for the duration for which they were constituted, but not later than the expiry of
the original term of the superficie.
(2)Mortgages born during the existence of the superficie are each maintained according to the
object on which they were constituted.
Article 701: The effects of the superficie termination by the destruction of the
construction
(1)In case of extinction of the right of superficies by the destruction of the construction, the
real rights encumbering the right of superficies shall be extinguished, unless the law provides
otherwise.
(2)Mortgages arising in respect of the nude ownership of the land during the existence of the
right of superficies shall be maintained on the reunified property right.
Article 702: Other applicable provisions
The provisions of this Chapter shall also apply to plantations and other self-sustaining works.
CHAPTER II:Usufruct
SECTION 1:General provisions
Article 703: Notion
The usufruct is the right to use another person's property and to reap its fruits, just like the
owner, but with the duty to preserve its substance.
Article 704: Establishment of the usufruct
(1)The usufruct may be constituted by a legal act, usucapsion or other means provided by
law, the provisions on the land register being applicable.
(2)The usufruct may be constituted only in favour of an existing person.
Article 705: Confessional action of usufruct
The provisions of Article 696(1) shall apply to the usufruct accordingly.
Article 706: Subject matter of the usufruct
Any movable or immovable, tangible or intangible property, including a patrimonial mass, a
universality of fact or a share thereof, may be given into usufruct.
Article 707: Accessories of the goods forming the object of the usufruct
The usufruct carries on all the accessories of the good given in the usufruct, as well as on
everything that unites or is incorporated into it.
Article 708: Duration of usufruct
(1)The usufruct in favor of a natural person is at most the lifeger.
(2)The usufruct constituted in favour of a legal person may have a duration of not more than
30 years. When constituted with the exceeding of this term, the usufruct is reduced by right to
30 years.
(3)If the duration of the usufruct has not been provided for, it is presumed to be a lifeblood
or, as the case may be, to be constituted for a period of 30 years.
(4)The usufruct constituted until the date on which another person will reach a certain age
lasts until that date, even if that person would die before reaching the set age.
SECTION 2:Rights and obligations of the usufructuary and the nude owner
SUBSECTION 1:Rights of the usufructuary and the nude owner
Article 709: Rights of the usufructuary
Unless otherwise provided, the usufructuary shall have the exclusive use of the good,
including the right to reap its fruits.
Article 710: Natural and industrial fruits
The natural and industrial fruits collected after the establishment of the usufructuary belong
to the usufructuary, and those collected after the extinction of the usufruct belong to the nude
owner, without being able to claim compensation for the expenses occasioned by their
production.
Article 711: Civilian fruits
The civil fruits are due to the usufructuary in proportion to the duration of the usufruct, the
right to claim them being acquired daily.
Article 712: Quasi-beautification
If the usufruct includes, among other things, consumable goods, such as money, grain,
beverages, the usufructuary has the right to dispose of them, but with the obligation to return
goods of the same quantity, quality and value or, at the owner's choice, their value at the time
of extinguishment of the usufruct.
Article 713: Usufruct on non-consumable goods
(1)If the usufruct carries on goods which, without being consumable, wear out as a result of
their use, the usufructuary has the right to use them as a good owner and according to their
intended purpose.
(2)In this case, he will not be obliged to return them until they are in the state in which they
will be at the time of extinguishment of the usufruct.
(3)The usufructuary may dispose, like a good owner, of goods which, without being
consumable, deteriorate rapidly by use. In this case, at the end of the usufruct, the
usufructuary will return the value that the asset would have had at the latter date.
Article 714: Disposal of the usufruct
(1)Unless otherwise provided, the usufructuary may assign his right to another person
without the consent of the nude owner, the land register provisions being applicable.
(2)The usufructuary remains liable exclusively to the nude owner only for the obligations
arising before the assignment. Until notification of the assignment, the usufructuary and the
assignee shall be jointly and severally liable for the fulfilment of all obligations towards the
nude owner.
(3)After notification of the assignment, the transferee shall be liable to the nude owner for all
obligations arising after notification of the assignment. In this case, the usufructuary shall be
subject, accordingly, to the legal provisions in the field of suretyship.
(4)After the assignment, the right of usufruct continues, as the case may be, until the expiry
of the initial term or until the death of the original usufructuary.
Article 715: Lease agreements
(1)The usufructuary has the right to rent or, as the case may be, to rent the good received in
the usufruct.
(2)The leases of real estate concluded by the usufructuary, registered in the Land Register,
are opposable to the owner or his heirs, after the extinction of the usufruct by the death or, as
the case may be, the cessation of the legal existence of the usufructuary, until the expiry of
their term, but not more than 3 years from the cessation of the usufruct.
(3)Renewals of rentals of real estate or leases made by the usufructuary and entered in the
land register before the expiry of the initial contracts are enforceable against the owner and
his heirs for a period of no more than 6 months or, as the case may be, of one year, if at the
date of extinguishment of the usufruct they have not been enforced. Under no circumstances
may the leases last more than 3 years from the date of extinguishment of the usufruct.
(4)If the usufruct has been extinguished by the expiry of the time limit, the leases shall cease,
in all cases, with the extinction of the usufruct.
Article 716: Works and improvements
(1)On termination of the usufruct, the usufructuary may not claim any compensation for the
works added to an immovable property, except for those necessary, or for the improvements
made to a movable asset, even when they have increased the value of the asset.
(2)If the works or improvements have been made without the consent of the owner, he may
request that the usufructuary be obliged to pick them up and to restore the property to the
state in which it was entrusted to him.
(3)The usufructuary will be able to claim a fair allowance for the necessary works added. He
will also be able to claim a fair indemnity for the other added works or for the improvements
made with the consent of the owner, if through these the value of the asset has been
increased.
(4)In the case of autonomous works performed by the usufructuary on an immovable
property, the provisions on artificial access to immovable property shall apply accordingly, in
the absence of stipulation or legal provision to the contrary.
Article 717: Exploitation of young forests
(1)If the usufruct comprises young forests intended by their owner for periodic pruning, the
usufructuary is obliged to keep the order and the amount of the felling, according to the rules
established by the owner in accordance with the legal provisions, without the usufructuary
being able to claim any compensation for the parts left uncut during the usufruct.
(2)Trees which are removed from nurseries without their degradation are part of the usufruct
only with the obligation of the usufructuary to comply with the legal provisions regarding
their replacement.
Article 718: Exploitation of high forests
(1)The usufructuary may, in accordance with the legal provisions and the usual use of the
owner, exploit the parts of high forest which have been intended for regular felling, whether
such felling is carried out periodically on a given stretch of land or only for a number of trees
chosen over the entire area of the fund.
(2)In other cases, the usufructuary may not cut down tall trees; however, he will be able to
use, in order to make the repairs to which he is obliged, fallen trees accidentally; for this
purpose it can even cut down the necessary trees, but with the duty to ascertain, in the
presence of the nude owner, this need.
Article 719: Other rights of the usufructuary over the forests covered by the usufruct
The usufructuary can take from poor forests for vineyards; may also take the annual or
periodic products of the trees, subject to the usual use of the owner, within the limits of the
legal provisions.
Article 720: Right over fruit trees
Fruit trees that wither and those that have fallen accidentally are due to the usufructuary with
the duty to replace them with others.
Article 721: Right over stone and sand quarries in operation
According to the law, the usufructuary is used just like the nude owner of the stone and sand
quarries that are in exploitation at the establishment of the usufruct right.
Article 722: Situation of unopened stone and sand quarries and treasures
The usufructuary has no right over unopened quarries, nor over the treasure that might be
discovered during the usufruct.
SUBSECTION 2:Obligations of the usufructuary and the nude owner
Article 723: Inventory of goods
(1)The usufructuary takes over the goods in the state in which they are at the date of
constitution of the usufruct; however, it may not take possession of them until the inventory
of the movable property and the establishment of the condition of the real estate, unless the
usufruct of a movable asset is acquired by usucapsion.
(2)The inventory shall be drawn up only in the presence of the nude owner or after his
notification.
Article 724: Observance of the destination of the goods
In exercising his right, the usufructuary is required to respect the destination given to the
goods by the nude owner, unless an increase in the value of the asset is ensured or at least the
interests of the owner are not prejudiced in any way.
Article 725: Usufructuary's liability for damages
The usufructuary is obliged to compensate the nude owner for any damage caused by the
improper use of the goods given in the usufruct.
Article 726: Lodging of the security for the fulfilment of the usufructuary's obligations
(1)Unless otherwise provided, the usufructuary is obliged to lodge a security for the
fulfilment of his obligations.
(2)The seller and the donor who have reserved the right of usufruct are exempt from
depositing the guarantee.
(3)If the usufructuary is exempt from the guarantee, the court may order the lodging of a
security or the taking of a protective measure when the usufructuary, by his deed or by the
state of insolvency in which he finds himself, endangers the rights of the nude owner.
Article 727: Appointment of the administrator
(1)If the usufructuary cannot provide a guarantee, the court, at the request of the nude owner,
shall appoint a manager of the real estate and shall order that the civil fruits collected and the
amounts representing the value of the natural and industrial fruits collected be deposited with
a credit institution chosen by the parties. In this case, the usufructuary will collect only the
related interest.
(2)The nude owner may request the sale of the goods that are worn out by use and the deposit
of the amounts at a bank chosen by the parties. Interest in the course of the usufruct shall
accrue to the usufructuary.
(3)However, the usufructuary may request that a part of the movable property necessary for
his or her use be left to him or his family, with the obligation to return them when the
usufruct is extinguished.
Article 728: Delay in lodging the security
The delay in lodging the security shall not affect the right of the usufructuary to collect the
fruits due to him from the date of constitution of the usufruct.
Article 729: How to bear the repairs by the usufructuary and the nude owner
(1)The usufructuary is obliged to carry out repairs for the maintenance of the good.
(2)Large repairs are the responsibility of the nude owner.
(3)There are large repairs those that have as their object an important part of the asset and
which involve an exceptional expense, such as those related to the consolidation or
rehabilitation of the constructions regarding the resistance structure, the interior and/or
exterior walls, the roof, the electrical, thermal or sanitary installations related to them, the
replacement or repair of the engine or body of a car or of an electronic system as a whole.
(4)Large repairs are the responsibility of the usufructuary when they are caused by the failure
to carry out maintenance repairs.
Article 730: Making large repairs
(1)The usufructuary is obliged to notify the nude owner about the need for large repairs.
(2)When the nude owner does not carry out large repairs on time, the usufructuary may make
them at his own expense, the nude owner being obliged to return their value until the end of
the current year, updated on the date of payment.
Article 731: Destructions due to seniority or fortuitous case
The usufructuary and the nude owner are not obliged to rebuild what was destroyed due to
age or from a fortuitous case.
Article 732: Usufruct on a particular title
The usufructuary on a particular basis is not obliged to pay the debts for which the fund is
mortgaged, and if he will pay them, he has action against the nude owner.
Article 733: Payment of charges and expenses in the event of a dispute
(1)The usufructuary shall bear all the burdens and expenses occasioned by disputes
concerning the use of the asset, the harvesting of fruits or the collection of income.
(2)If the asset is insured, during the period of the usufruct the insurance premiums are paid by
the usufructuary.
Article 734: Notification of the nude owner
The usufructuary is obliged to immediately inform the nude owner of any usurpation of the
fund and any contestation of the right to property, under the sanction of the obligation to pay
damages.
Article 735: Bearing the tasks and expenses of the property
(1)The expenses and charges of the property are the responsibility of the nude owner.
(2)When the duties and expenses of the owner have been borne by the usufructuary, the nude
owner is obliged to reimburse them, and when the usufruct is for consideration, the nude
owner also owes him the legal interest.
Article 736: Obligations in the event of herd perishing
(1)If the flock given in the usufruct has perished entirely for reasons not attributable to the
usufructuary, he will return only the skins or their value.
(2)If the herd has not perished entirely, the usufructuary is obliged to replace the perished
animals with those of breeding.
SUBSECTION 3:Special provisions
Article 737: Enforceability of usufruct on claims
The usufruct on a claim may be relied on as against third parties under the same conditions as
the assignment of the claim and with the completion of the publicity formalities provided for
by law.
Article 738: Rights and obligations in case of usufruct on claims
(1)The usufructuary has the right to collect the capital and to collect the interest on the claim
and to perform all the acts necessary for the preservation or collection of interest. The holder
of the right to claim may do all the disposition acts which do not affect the rights of the
usufructuary.
(2)After the payment of the claim, the usufruct continues on the capital, with the obligation of
the usufructuary to return it to the creditor upon extinguishment of the usufruct.
(3)The usufructuary shall bear all interest charges and charges.
Article 739: The usufruct of the life annuity
The usufructuary of the life annuity has the right to collect, for the duration of his usufruct,
the income acquired daily. He/she will only be obliged to return the income received in
advance.
Article 740: The right to increase capital
(1)The right to increase the capital subject to the usufruct, such as that of acquiring securities,
belongs to the nude owner, and the usufructuary has only the right to exercise the usufruct
over the assets thus acquired.
(2)If the nude owner cedes his right, the property acquired as a result of the disposal is
handed over to the usufructuary, who will be counted at the end of the usufruct.
Article 741: Right to vote
(1)The voting right relating to a share or other security, an undivided party, a share of the
ownership or any other asset shall belong to the usufructuary.
(2)However, the nude owner belongs to the vote which has the effect of modifying the
substance of the main asset, such as the share capital or the property held in co-ownership, or
the change of the destination of that asset or the termination of the company, the
reorganization or termination of the legal person or, as the case may be, of an undertaking.
(3)The allocation of the exercise of the right to vote under conditions other than those laid
down in paragraphs 1 and 2 shall not be relied on as against third parties unless they have
expressly known to them.
Article 742: Right to dividends
Dividends whose distribution was approved, under the law, by the general meeting during the
usufruct shall be due to the usufructuary from the date established by the decision of the
general meeting.
Article 743: Obligation of the nude owner to reimburse the sums advanced by the
usufructuary
(1)If the universal usufructuary or on a universal basis pays the debts related to the
patrimonial mass or to the part of the patrimonial mass given in the usufruct, the nude owner
must return the advanced amounts, upon extinguishment of the usufruct, without any interest.
(2)If the usufructuary fails to pay the debts referred to in paragraph 1, the nude owner may, at
his choice, pay them himself or sell a sufficient part of the goods given in the usufruct. If,
however, the nude owner pays these debts, the usufructuary owes interest throughout the
usufruct.
(3)The legatee of the universal usufruct or on a universal basis is obliged to pay, in
proportion to the object of the usufruct and without any right of restitution, the legatees with
a particular title having as their object maintenance obligations or, as the case may be, life
annuities.
Article 744: Creditors' right over the assets of the usufruct
If the debts are not paid in the manner prescribed in Article 743, the creditors may pursue the
assets given in the usufruct.
Article 745: Goodwill usufruct
Unless otherwise stipulated, the usufructuary of a goodwill may not dispose of the goods that
make up it. If he disposes of these goods he has the obligation to replace them with similar
ones of equal value.
SECTION 3:Extinguishing the usufruct
Article 746: Cases of extinction of usufruct
(1)The usufruct is extinguished mainly by:
a)the death of the usufructuary or, as the case may be, the cessation of the legal personality;
b)timeliness;
c)consolidation, where the status of usufructuary and nude owner meet in the same person;
d)renunciation of the usufruct;
e)for 10 years or, as the case may be, for 2 years in the case of a usufruct of a claim.
(2)The usufruct is extinguished by the death or, as the case may be, the cessation of the legal
existence of the usufructuary even if the term has not been fulfilled.
(3)In the case of buildings, the provisions on the land register are applicable.
Article 747: Extinguishment of the usufruct in case of abuse of use
(1)The usufruct may cease at the request of the nude owner when the usufructuary abuses the
use of the asset, brings damage to it or allows it to degrade.
(2)Creditors of the usufructuary may intervene in the lawsuit to preserve their rights; they can
commit themselves to repairing the damage and can provide guarantees for the future.
(3)The court may order, according to the circumstances, either the extinguishment of the
usufruct or the taking over of the use of the property by the nude owner, with the obligation
to pay the usufructuary an annuity during the usufruct. When the property is immovable, in
order to guarantee the annuity, the court may order the registration of a mortgage in the land
register.
Article 748: Extinguishment of the usufruct in case of destruction of the asset
(1)The usufruct is extinguished if the property has been destroyed entirely by a fortuitous
case. When the good has been destroyed in part, the usufruct continues on the remaining part.
(2)In all cases, the usufruct shall continue on the compensation paid by the third party or, as
the case may be, on the insurance indemnity, if it is not used for the repair of the property.
The provisions of Article 712 shall apply accordingly.
CHAPTER III:Use and abitation
Article 749: Right of use
Use is a person's right to use another's work and to reap its natural and industrial fruits only
for the needs of one's own and his family.
Article 750: Right of abitation
The holder of the right of abitation has the right to live in the nude owner's home with his
spouse and children, even if he was not married or did not have children at the time when the
abitation was established, as well as with his parents or other dependants.
Article 751: Establishment of use and abitation
The use and abitation shall be constituted on the basis of a legal act or by other means
provided for by law.
Article 752: Limits of the right of use and abitation
The right of use or abitation may not be transferred and the property subject to these rights
may not be rented or, as the case may be, leased.
Article 753: Obligation of the usuary and of the holder of the right of abitation
(1)If the holder of the right of use or abitation is entitled to collect all the natural and
industrial fruits produced by the asset or, as the case may be, to occupy the entire dwelling,
he is liable to pay all the cultivation costs and maintenance repairs just like the usufructuary.
(2)If the holder of the right of use or abitation is entitled to collect only a part of the fruit or to
occupy only part of the dwelling, he shall bear the cultivation or maintenance costs in
proportion to the part of which it is used.
Article 754: Other applicable provisions
The provisions of this Chapter shall be supplemented accordingly with those relating to
usufruct.
CHAPTER IV:Easements
SECTION 1:General provisions
Article 755: Notion
(1)Easement is the task that encumbers a building, for the use or utility of the property of
another owner.
(2)Usefulness results from the economic destination of the dominant fund or consists in an
increase in its comfort.
Article 756: Constitution of easement
The easement may be constituted on the basis of a legal act or by usucapsion, the provisions
in the field of land register remaining applicable.
Article 757: Confessional action of easements
The provisions of Article 696(1) shall apply accordingly.
Article 758: Establishment of easement for future utility
The easement may be constituted for a future utility of the dominant fund.
Article 759: Obligations on the owner of the enslaved fund
(1)By the act of incorporation, certain obligations may be imposed on the owner of the
enslaved fund in order to ensure the use and usefulness of the dominant fund.
(2)In this case, under the condition of notation in the Land Register, the obligation shall be
transmitted to the subsequent purchasers of the enslaved fund.
Article 760: Apparent and inadvertent easements
(1)Easements are apparent or non-existent.
(2)Apparent easements are those whose existence is attested by a visible sign of servitude,
such as a door, a window, an aqueduct.
(3)Non-proper easements are those whose existence is not attested by any visible sign of
easement, such as the easement not to build or not to build above a certain height.
Article 761: Continuous and non-continuous easements
(1)Easements are continuous or non-continuous.
(2)Continuous easements are those whose exercise is or can be continuous without the need
for man's actual fact, such as the easement of sight or the easement of not building.
(3)Non-continuous easements are those for the existence of which the current fact of man is
necessary, such as the easement of foot crossing or by means of transport.
Article 762: Positive and negative easements
(1)Easements are positive or negative.
(2)Positive easements are those by which the owner of the dominant fund exercises a part of
the prerogatives of the ownership right over the enslaved fund, such as the easement of
passage.
(3)Negative easements are those by which the owner of the enslaved fund is obliged to
refrain from exercising some of the prerogatives of his right to property, such as the easement
not to build.
Article 763: Acquisition of easement by usucapsion
By tabular usucapsion, any easement can be acquired, and by extratabular usucapsion only
positive easements can be acquired.
Article 764: Other applicable provisions
The manner in which the easement is exercised is acquired under the same conditions as the
easement right.
SECTION 2:Rights and obligations of the owners
Article 765: Rules on the exercise and preservation of easement
(1)Unless otherwise provided, the owner of the dominant fund may take all measures and
may do, at his expense, all the work to exercise and preserve the easement.
(2)The expenses related to the preservation of these works belong to the 2 owners,
proportionally to the advantages they obtain, to the extent that the works carried out for the
exercise of the easement are necessary and also benefit the enslaved fund.
Article 766: Disclaimer
In all cases where the expenses of the works necessary for the exercise and preservation of
the easements belong to the owner of the enslaved fund, he may be exempted from the
obligation by renouncing the right of ownership over the enslaved fund in full or over the part
of the enslaved fund necessary for the exercise of the easement in favor of the owner of the
dominant fund. Land register provisions remain applicable.
Article 767: Change of place of exercise of easement
(1)The owner of the enslaved fund is obliged to refrain from any act that limits or prevents
the exercise of the easement. Thus, he will not be able to change the condition of the places
or displace the exercise of the easement to another place.
(2)If he has a serious and legitimate interest, the owner of the enslaved fund will be able to
change the place by which the easement is exercised to the extent that the exercise of the
easement remains equally convenient for the owner of the dominant fund.
Article 768: Obligation not to aggravate the situation of the enslaved fund
The owner of the dominant fund may not aggravate the situation of the enslaved fund or
cause damage to the owner of the enslaved fund by the exercise of the easement.
Article 769: Exercise of easement in case of division of funds
(1)If the dominant fund is divided, the easement may be exercised for the use and usefulness
of each party, without the situation of the enslaved fund being aggravated.
(2)If the enslaved fund is divided, the easement may be exercised, for the use and usefulness
of the dominant fund, on all the parts resulting from the division, subject to the provisions of
Article 768.
(3)However, if the easement is exercised for the exclusive use and usefulness of one of the
parties separated from the dominant fund or can be exercised only on one of the parts
separated from the enslaved fund, the easement on the other parties shall be extinguished.
SECTION 3:Extinguishment of easements
Article 770: Causes of extinguishment of easements
(1)Easements are extinguished mainly by deregistration from the land register for one
of the following causes:
a)consolidation, when both funds end up having the same owner;
b)renouncing the owner of the dominant fund;
c)timeliness;
d)redemption;
e)final impossibility of exercising;
f)neuzul for 10 years;
g)the disappearance of any of their utilities.
(2)The easement is also extinguished by the expropriation of the enslaved fund, if the
easement is contrary to the public utility to which the expropriated property will be affected.
Article 771: Extinguishment of easement by inattention
(1)The period of 10 years provided for in Article 770 (1) (f) shall run from the date of the last
act of exercise of non-continuous easements or from the date of the first act contrary to
continuous easements.
(2)The exercise of the easement by a co-owner or by the usufructuary benefits the other co-
owners, respectively the nude owner.
Article 772: Redemption of the Easement of Passage
(1)The easement of passage may be redeemed by the owner of the enslaved fund if there is a
manifest disproportion between the utility that procures it from the dominant fund and the
inconveniences or depreciation caused to the enslaved fund.
(2)In the event of disagreement between the parties, the court may deputise for the consent of
the owner of the dominant fund. When determining the redemption price, the court will take
into account the age of the easement and the change in the value of the two funds.
TITLE IV:The Trust
Article 773: Notion
Trust is the legal operation by which one or more settlors transfer rights in rem, claims,
guarantees or other patrimonial rights or a set of such rights, present or future, to one or more
fiduciaries who exercise them with a specific purpose, for the benefit of one or more
beneficiaries. These rights make up an autonomous patrimonial mass, distinct from the other
rights and obligations of the fiduciaries' patrimony.
Article 774: The sources of the trust
(1)The trust is established by law or by contract concluded in authentic form. It must be
express.
(2)The law on the basis of which the trust is established shall be supplemented by the
provisions of this Title, provided that it does not contain provisions to the contrary.
Article 775: Prohibition of indirect liberality
The trust contract is null and void if it achieves indirect liberality for the benefit of the
beneficiary.
Article 776: Parts of the trust contract
(1)Any natural or legal person may be the settlor in the trust contract.
(2)Only credit institutions, investment and asset management companies, financial
investment services companies, legally established insurance and reinsurance undertakings
may be fiduciaries in this contract.
(3)Also, notaries public and lawyers can be a fiduciary, regardless of the form of exercise of
the profession.
Article 777: Beneficiary of the trust
The beneficiary of the trust may be the settlor, the trustee or a third person.
Article 778: Representation of the interests of the constituent
In the absence of any provision to the contrary, the designer may, at any time, designate a
third party who represents his interests in the performance of the contract and who exercises
his rights arising from the trust contract.
Article 779: Content of the trust contract
The trust contract must state, under penalty of absolute nullity:
a)rights in rem, claims, guarantees and any other transferred property rights;
b)the duration of the transfer, which may not exceed 33 years from the date of its conclusion;
c)the identity of the settlor(s);
d)the identity of the fiduciary or fiduciaries;
e)the identity of the beneficiary or beneficiaries or at least the rules for determining them;
f)the purpose of the trust and the extent of the fiduciary's or fiduciary's powers of
administration and disposition.
Article 780: Tax registration
(1)Under the sanction of absolute nullity, the trust contract and its amendments must be
registered at the request of the fiduciary, within one month from the date of their conclusion,
with the tax body competent to administer the amounts owed by the fiduciary to the general
consolidated budget of the state.
(2)When the fiduciary estate includes real estate rights, they are registered, under the
conditions provided by law, under the same sanction, at the specialized compartment of the
local public administration authority competent for the administration of the amounts due to
the local budgets of the administrative-territorial units in whose jurisdiction the building is
located, the land register provisions remaining applicable.
(3)The subsequent designation of the beneficiary, if it is not specified in the trust contract
itself, must be made, under the same sanction, by a written document registered under the
same conditions.
(4)If the transmission of rights requires the fulfilment of special formal requirements, a
separate act will be concluded in compliance with the legal requirements. In these cases, the
lack of fiscal registration entails the application of the administrative sanctions provided by
law.
Article 781: Effectiveness of the trust
(1)The trust is enforceable against third parties from the date of its mention in the Electronic
Archive for Security Interests in Movable Property.
(2)The registration of real estate rights, including real estate guarantees, which are the object
of the trust contract is also made in the Land Register, for each right separately.
Article 782: Specification of the quality of the fiduciary
(1)When the fiduciary acts on behalf of the fiduciary estate, he may make an express mention
to this effect, except in cases where this is prohibited by the trust contract.
(2)Also, when the fiduciary estate includes rights whose transmission is subject to publicity,
in the register of advertising the fiduciary may request that the name of the fiduciary and the
capacity in which he acts be mentioned.
(3)In all cases where the settlor or beneficiary so requests in accordance with the trust
contract, the fiduciary will have to specify his/her capacity in which he/she acts. Otherwise, if
the deed is harmful to the settlor, it will be considered that the deed was concluded by the
trustee in his own name.
Article 783: Obligation to account
The trust contract must include the conditions under which the fiduciary is accountable to the
constituent for the fulfilment of his obligations. Also, the fiduciary must give an account, at
intervals specified in the trust contract, to the beneficiary and to the representative of the
founder, at their request.
Article 784: Powers and remuneration of the fiduciary
(1)In relations with third parties, it is considered that the fiduciary has full powers over the
fiduciary estate estate, acting as a genuine and sole holder of the rights in question, unless it
is proved that the third parties were aware of the limitation of these powers.
(2)The fiduciary will be remunerated according to the agreement of the parties, and in the
absence thereof, according to the rules that govern the administration of another's assets.
Article 785: Insolvency of the fiduciary
The opening of insolvency proceedings against the fiduciary does not affect the fiduciary
estate.
Article 786: Limitation of liability according to the separation of patrimonial masses
(1)The assets of the fiduciary estate may be pursued, in accordance with the law, by the
holders of claims arising in connection with these assets or by those creditors of the settlor
who have a real guarantee over his assets and whose opposability is acquired, according to
the law, before the establishment of the trust. The right of prosecution may also be exercised
by the other creditors of the settlor, but only on the basis of the final court decision admitting
the action by which the trust contract was abolished or rendered unenforceable in any way,
with retroactive effect.
(2)The holders of claims arising in connection with the assets of the fiduciary estate may
pursue only these assets, unless, by the trust agreement, it has been provided that the
fiduciary and/or the constituent is obliged to be held liable for a part or all of the liability of
the trust. In this case, the assets of the fiduciary estate will be pursued first, and then, if
necessary, the assets of the fiduciary and/or the founder, within the limit and in the order
stipulated in the trust contract.
Article 787: Liability of the fiduciary for the damages caused
For the damages caused by the acts of conservation or administration of the fiduciary estate,
the fiduciary is liable only with the other rights included in his/her patrimony.
Article 788: Replacement of the fiduciary
(1)If the fiduciary fails to perform his or her duties or endangers the interests entrusted to him
or her, the settlor, his or her representative or the beneficiary may request in court the
replacement of the fiduciary.
(2)Pending the settlement of the replacement request, the settlor, his representative or, in their
absence, the beneficiary shall appoint a provisional administrator of the fiduciary estate. If
the settlor, his representative or the beneficiary appoints at the same time a provisional
administrator, the appointment made by the settlor or his legal representative shall prevail.
(3)The term of office of the provisional administrator shall cease upon the replacement of the
trustee or upon the final rejection of the request for replacement. The solution of the request
for replacement of the fiduciary is carried out urgently and especially.
(4)The appointment of the new trustee and the provisional administrator may be ordered by
the court only with their consent.
(5)If the court has appointed a new trustee, he will have all the rights and obligations set forth
in the trust contract.
(6)The settlor, his representative, the new trustee or the provisional administrator may
register this amendment of the trust, applying accordingly the provisions of Articles 780 and
781. The replacement of the trustee occurs only after this registration.
Article 789: Termination, modification and revocation of the trust contract
(1)As long as it has not been accepted by the beneficiary, the trust contract may be
unilaterally terminated by the settlor.
(2)After acceptance by the beneficiary, the contract may not be modified or revoked by the
parties or unilaterally denounced by the settlor except with the consent of the beneficiary or,
in his absence, with the authorization of the court.
Article 790: Termination of the trust contract
(1)The trust contract is terminated by the expiry of the term or by the achievement of the
intended purpose when it occurs before the expiry of the term.
(2)It also ceases if all the beneficiaries give up the trust, and the contract did not specify how
the fiduciary relations will continue in such a situation. Declarations of surrender shall be
subject to the same registration formalities as the trust contract. Termination shall take place
on the date of completion of the registration formalities for the last declaration of surrender.
(3)The trust contract also ceases at the moment when the opening of the insolvency procedure
against the fiduciary has been ordered or at the moment when, according to the law, the
effects of the reorganization of the legal entity are produced.
Article 791: Effects of termination of the trust contract
(1)When the trust contract is terminated, the fiduciary estate existing at that time is
transferred to the beneficiary, and in his absence, to the settlor.
(2)The merging of the fiduciary estate into the patrimony of the beneficiary or the founder
will occur only after the payment of the fiduciary debts.
TITLE V:Administration of another's assets
CHAPTER I:General provisions
Article 792: The capacity of administrator of another's assets
(1)A person who is empowered, by legacy or agreement, with the administration of one or
more assets, of a patrimonial estate or of an estate which does not belong to him shall have
the status of administrator of the assets of another.
(2)The binding power of attorney shall take effect if it is accepted by the designated
administrator.
(3)The provisions of this Title shall apply to any administration of the assets of another,
unless the law, the instrument of incorporation or the concrete circumstances require the
application of another legal regime of administration.
(4)The administrator who is a natural person must have full legal capacity.
Article 793: Remuneration of the administrator
(1)Unless, according to the law, the articles of incorporation or the subsequent understanding
of the parties or the concrete circumstances, the administration is carried out free of charge,
the administrator is entitled to remuneration established by the articles of incorporation or by
the subsequent agreement of the parties, by law or, in default, by court decision. In the latter
case, account shall be taken of the usages and, in the absence of such a criterion, of the value
of the services provided by the administrator.
(2)A person who acts without having this right or without being authorized to do so is not
entitled to remuneration and the rules of business management remain applicable, where
appropriate.
Article 794: Scope of application
In the absence of special legal provisions, the provisions of this Title shall apply in all cases
of administration of the assets of another.
CHAPTER II:Forms of administration
SECTION 1:Simple administration
Article 795: Notion
The person empowered with simple administration shall be required to carry out all the acts
necessary for the preservation of the property, as well as the documents necessary for their
use to be used for their normal purpose.
Article 796: Duties of the administrator
(1)The one empowered with simple administration is obliged to collect the fruits of the goods
and to exercise the rights related to their administration.
(2)The administrator collects the administered claims, validly issuing the appropriate receipts,
and exercises the rights attaching to the securities he has under management, such as the right
to vote, convert and repurchase.
Article 797: Maintenance of the destination of the goods
The administrator is obliged to continue the way of using or exploiting the frugiferous goods
without changing their destination, unless authorized by the beneficiary or, in case of his
prevention, by the court.
Article 798: Investing money
(1)The manager shall be obliged to invest the sums of money under his management in
accordance with the provisions of this Title relating to investments considered to be safe.
(2)The manager may also modify the investments made before he acquired his capacity or
made by himself as manager.
Article 799: Authorisation of disposition acts
(1)Where the administration concerns a particular individual asset, the administrator may
dispose of the asset for consideration or encumber it with a real guarantee, where it is
necessary to preserve the value of the asset, to pay the debts or to maintain the use according
to the usual destination of the asset, only with the authorization of the beneficiary or, in the
event of its prevention or if it has not yet been determined, of the court.
(2)An asset at risk of immediate depreciation or destruction may be disposed of without such
authorisation.
(3)Where the administration concerns a real estate or estate, the administrator may dispose of
a specific individual asset or encumber it with a real guarantee whenever necessary for the
proper administration of universality, in other cases, the prior authorisation of the beneficiary
or, as the case may be, the court is required.
(4)The conclusion of the act of disposal in the absence of the prior authorization required
under this Article shall, if it causes damage, entail the obligation of full compensation and
shall constitute a reason for replacing the administrator.
SECTION 2:Full administration
Article 800: Duties of the administrator
The person empowered with full administration is required to preserve and profitably exploit
the assets, to increase the patrimony or to achieve the damage to the patrimonial estate, to the
extent that this is in the interest of the beneficiary.
Article 801: Extent of the administrator's powers
In order to fulfill his obligations, the administrator will be able to dispose, for consideration,
of the goods or encumber them with a real right or even to change their destination, as well as
to carry out any other necessary or useful acts, including any form of investment.
CHAPTER III:Legal regime of administration
SECTION 1:Obligations of the administrator towards the beneficiary
Article 802: Limits of the administrator's liability
(1)The administrator of another's assets acts only within the limits of the powers conferred on
him/her and is obliged, in the exercise of his/her duties, to comply with the obligations
incumbent on him/her according to the law, the articles of incorporation or the subsequent
understanding of the parties.
(2)The administrator shall not be liable for the destruction of the assets caused by the force
majeure, age or perishable nature of the goods or by their usual and authorized use.
Article 803: Duty of diligence, honesty and loyalty
(1)The administrator must act with the diligence that a good owner places in the
administration of his assets.
(2)The administrator must also act with honesty and loyalty in order to achieve the best
interests of the beneficiary or the aim pursued.
Article 804: Avoidance of conflict of interest
(1)The administrator may not perform his duties in the interests of himself or of a third
person.
(2)The administrator is obliged to avoid a conflict between his own interest and his
obligations as administrator.
(3)To the extent that the administrator himself is also a beneficiary, he shall be bound to
exercise his powers in the common interest of all the beneficiaries by granting equal
treatment to his interest and that of the other beneficiaries.
Article 805: Announcement of a conflict of interest
The administrator is obliged to notify the beneficiary immediately of any interest which he
may have in a given activity which is likely to put him in a situation of conflict of interest, as
well as the rights which he might invoke against the beneficiary or the assets administered,
indicating, where appropriate, the nature and value of those rights, with the exception of the
interests and rights arising from the instrument of incorporation of the administration.
Article 806: Prohibition on acquiring rights in relation to administered property
(1)During the exercise of his capacity, the administrator may not become a party to any
contract concerning the assets administered or acquire, otherwise than by succession, any
rights in the assets in question or against the beneficiary.
(2)By way of exception from the provisions of paragraph (1), the administrator may conclude
the mentioned acts, with the express authorization of the beneficiary or, in case of his
prevention or if he has not yet been determined, of the court.
Article 807: Separation of administered assets
The administrator is obliged to keep a record of his own assets separate from that of the
assets taken over under management. This obligation shall also subsist if, when the assets of
the beneficiary of administration are taken over, no inventory has been drawn up.
Article 808: Prohibition on the use of assets administered for own account
In the absence of the beneficiary's agreement or of the power of attorney conferred by law, by
the articles of incorporation or by the subsequent agreement of the parties, the administrator
is obliged not to use to his own advantage the administered assets, as well as the data or
information received by him by virtue of the administration.
Article 809: Prohibition of acts of provision free of charge
The administrator shall not be able to dispose of the assets or rights entrusted to him free of
charge, unless the interests of sound administration so require.
Article 810: Right to represent in court
The administrator may sue for any claim or action relating to the administration of the assets
and may intervene in any claim or action concerning the assets administered.
Article 811: Impartiality of the administrator
If there is more than one beneficiary, concommitent or successive, the administrator is
obliged to act impartially, taking into account the rights and interests of each of them.
Article 812: Mitigation of the administrator's liability
In assessing the limits of the administrator's liability and the compensation owed by him, the
court will be able to reduce their scope, taking into account the circumstances of assuming
the administration or the free character of the administrator's service.
SECTION 2:Obligations of the administrator and of the beneficiary in relations with
third parties
Article 813: Personal liability of the administrator
(1)The administrator who, within the limits of the conferred powers, assumes obligations on
behalf of the beneficiary or the fiduciary, for the fiduciary estate, will not be held personally
liable towards the contracting third parties.
(2)The administrator is personally liable to the third parties with whom he contracts if he
undertakes in his own name, subject to the rights held by them against the beneficiary or, as
the case may be, the fiduciary, for the fiduciary estate.
Article 814: Personal liability of the administrator in case of exceeding the powers
conferred
The administrator who exceeds his powers shall be kept personally in relation to the third
parties with whom he has contracted, in so far as they have not known that the powers have
been exceeded or the beneficiary has not expressly or tacitly ratified the act concluded by the
administrator with the exceeding of the powers conferred.
Article 815: Overcoming the powers entrusted to several people
(1)It is considered an overshoot of the powers conferred on the administrator to exercise
individually the duties which he must exercise together with someone else.
(2)By way of exception from the provisions of paragraph (1), it shall not constitute a breach
of powers to exercise them in a more advantageous manner than that imposed on it by the act
of empowerment.
Article 816: Limitation of the beneficiary's liability towards third parties
(1)The beneficiary is liable to third parties for the damages wrongfully caused by the
administrator in the performance of his duties only up to the amount of the gain obtained.
(2)The provisions of paragraph (1) shall apply, accordingly, to the fiduciary estate.
Article 817: The apparent administrator
Any person who, having full legal capacity, creates the appearance of another person as being
the manager of his assets shall be bound by all contracts which the latter person concludes
with third parties in good faith.
SECTION 3:Inventory, guarantees and insurance
Article 818: Source of the inventory, guarantee and insurance obligation
(1)The administrator shall not be obliged to take an inventory, to underwrite an insurance
policy or to provide any other guarantee for the proper performance of his duties, in the
absence of a clause in the instrument of constitution, the subsequent agreement of the parties,
a legal provision to the contrary or a court decision rendered at the request of the beneficiary
or of any interested person.
(2)If such an obligation has been established in the responsibility of the administrator by law
or by court decision, the administrator may request the court, for good reasons, to be
exempted from its fulfillment.
Article 819: Criteria for the assessment of good reasons
(1)In dealing with the claims provided for in Article 818, the court shall take into account the
value of the assets, the situation of the parties and other circumstances.
(2)The court will not be able to grant the application for the establishment of the
administrator's obligation regarding the inventory, guarantees or insurance, if in this way a
clause to the contrary in the articles of incorporation or in the subsequent agreement of the
parties would be infringed.
Article 820: Table of contents of the inventory
(1)In cases where the administrator is obliged to draw up an inventory, it must include a
complete list of the assets entrusted to it or of the contents of the estate or of the patrimony
subject to administration.
(2)The inventory shall contain, wherever appropriate:
a)the identification data of the immovable property and the description of the movable
property, indicating its value, and in the case of a universality of movable property, an
appropriate identification of that universality;
b)identification of sums of money;
c)the list of financial instruments.
(3)Also, in the case of the management of a patrimonial estate or of an estate, the inventory
shall include the list of liabilities and shall end with a recapitulation of the assets and
liabilities.
(4)The administrator has the obligation to notify the beneficiary, by registered letter with
acknowledgment of receipt, the date and place of drawing up the inventory.
(5)The inventory shall be drawn up either by authentic document or by private document
containing the date and place of drawing up and signed by the author and the beneficiary, and
in the absence of the latter, by 2 witnesses. Findings in respect of which the beneficiary has
not objected shall have full probative value vis-a-vis the latter.
Article 821: Goods for private use
To the extent that the administered patrimony includes assets for the personal use of the
holder or, as the case may be, of the deceased, a general mention of them shall be made in the
inventory, describing only the clothing items, personal documents, jewellery or objects of
current use whose individual value exceeds the equivalent in lei of the amount of EUR 100.
Article 822: Status of the goods indicated in the inventory
The goods indicated in the inventory shall be presumed to be in good condition at the time
when it is drawn up, unless the inventory contains an indication to the contrary agreed by the
beneficiary or, in the absence of the beneficiary's agreement, the indication is accompanied
by a supporting document.
Article 823: Communication and contestation of inventory
(1)A copy of the inventory shall be handed over by the administrator to the person who
appointed it and to the beneficiary, as well as to any other interested person of whom he is
aware.
(2)The inventory may be made public only in the cases and according to the procedure
provided by law.
(3)Any interested person may challenge in court the inventory or any of the particulars
contained therein and may request the drawing up of a new inventory, with the participation
of a judicial expert.
Article 824: Optional insurance
(1)Even in the absence of an obligation established by law, by the articles of incorporation or
by the agreement of the parties or by court order, the administrator may insure the assets
entrusted against ordinary risks, such as theft or fire, at the expense of the beneficiary or the
fiduciary estate.
(2)The administrator may also take out a professional insurance policy for the proper
performance of his obligations.
(3)The expenses occasioned by the insurance referred to in paragraph 2 shall be borne by the
beneficiary or of the fiduciary estate, if the administration is carried out free of charge.
SECTION 4:Collective administration and delegation
Article 825: Adoption of decisions
If more than one person is appointed as administrators, unless the law or the act of
designation provides otherwise, the decisions shall be taken by the will of the majority of
them.
Article 826: Adoption of decisions in special situations
(1)The administrators will be able to carry out conservation acts on an individual basis.
(2)If it is not possible to take decisions validly because of the constant opposition of some of
the administrators, the other acts of administration of another's assets may be made, in case of
emergency, with the authorization of the court.
(3)To the extent that disagreements between administrators persist and administration
is seriously affected, the court may, at the request of any interested person, order one or
more of the following measures:
a)the establishment of a simplified mechanism for the adoption of decisions;
b)the allocation of duties among the administrators;
c)conferring the casting vote, in the event of a tie, on one of the administrators;
d)the replacement of the administrator or, where appropriate, of the administrators to whom
the situation created is responsible.
Article 827: Joint and several liability
(1)Directors shall be jointly and severally liable for the performance of their duties.
(2)However, if the powers are assigned by law, the act of designation or court decision, and
the allocation has been respected, each administrator is liable only for his part of the
administration.
Article 828: Presumption of approval of judgments
(1)It is presumed that the administrator has approved all the decisions adopted by the other
directors and will be liable for them jointly and severally with them to the extent that he did
not object at the time of the adoption of the decision and did not notify this opposition to the
beneficiary within a reasonable time.
(2)The administrator shall be presumed to have approved the decision taken in his absence in
so far as he does not make known his opposition to the other directors and to the beneficiary
within a reasonable period of time from the date on which he became aware of that decision.
(3)The administrator shall not respond if he has been unable, for good reasons, to notify his
opposition under the conditions of paragraph 1.
Article 829: Delegation
(1)The administrator may delegate part of his duties or empower a third party to represent
him at the conclusion of a specific act.
(2)The administrator may not delegate to a third person the general administration or the
exercise of a discretionary power, unless the delegation is made to a co-administrator.
(3)The administrator is liable for the acts of the substituted person to the extent that the
beneficiary has not expressly authorized the substitution, and if the authorization exists, he is
liable only for lack of diligence in choosing and guiding the replacement.
Article 830: Liability of the administrator's representative
(1)The acts by which the administrator's representative has violated the provisions of the
designation act or the customs are unenforceable to the beneficiary.
(2)The beneficiary may also proceed against the administrator's representative for the damage
suffered, even if he was expressly authorized to entrust the representation.
SECTION 5:Placements considered safe
Article 831: Categories of placements considered safe
The investments established periodically by the National Bank of Romania and the National
Securities Commission are presumed to be safe.
Article 832: Prudential limits of making investments
(1)The administrator shall decide whether to make the investments on the basis of the return
and the estimated increase in value. The administrator will seek to build a diversified
portfolio, which will produce fixed and, respectively, variable incomes, in a proportion
established according to the economic conjuncture.
(2)The administrator will not be able to acquire more than 5% of the shares of the same
company, nor will he be able to purchase shares, bonds or other securities of a legal person
that has not fulfilled its obligation to pay dividends or interest or grant loans to that legal
entity.
Article 833: Placement of sums of money
(1)The administrator may deposit sums of money entrusted to him with a credit or insurance
institution or with a collective investment undertaking, to the extent that the deposit is
repayable on sight or following a notice of not more than 30 days.
(2)The administrator will also be able to make deposits for longer periods to the extent that
they are fully guaranteed by the Deposit Guarantee Fund in the banking system or, as the case
may be, by the Insured Protection Fund.
(3)In the absence of the guarantee provided for in paragraph 2, the administrator may not
make deposits for longer periods, unless the court so authorises and in accordance with the
rules determined by it.
Article 834: Maintenance of previous investments
(1)The administrator will be able to maintain the existing placements at the time of taking
over the position even if they are not considered safe.
(2)The administrator will also be able to hold securities that replace those previously held as
a result of the reorganization, liquidation or merger of the issuing legal entity.
Article 835: Obligation to compensate for damage in respect of insecure placements
(1)An administrator shall be presumed to be acting prudently if he carries out his duties in
accordance with the provisions of this Section.
(2)The administrator who makes a placement other than those referred to in Article 831 and
who has not been expressly authorized by the beneficiary shall be required to make good the
resulting damage without taking into account the existence of any fault.
Article 836: Obligation of the administrator to show his/her quality
(1)The administrator must indicate his capacity and the person of the beneficiary in respect of
the investments made in the course of administration.
(2)Otherwise, the placement and the related profit will also return to the beneficiary. If the
placements are unprofitable, the administrator will personally cover the losses caused to the
beneficiary.
SECTION 6:Distribution of profits and losses
Article 837: Distribution of profit and loss
(1)The distribution of profit and losses between the beneficiary of the fruits and that of the
capital will be made in accordance with the provisions of the articles of incorporation.
(2)In the absence of an express indication in the deed, the distribution shall be made fairly,
taking into account the object of administration, the circumstances which gave rise to the
administration and the generally accepted accounting practices.
Article 838: Debiting your earnings account
(1)The revenue account shall be debited with the amounts representing the following
expenses and other expenses of a similar nature, in the following order:
a)taxes and fees paid, related to administered assets;
b)half of the remuneration of the manager and of his reasonable expenses for the joint
management of capital and interest;
c)insurance premiums, minor repair costs and other ordinary management expenses;
d)the costs incurred in preserving the rights of the beneficiary of the fruit and half of the costs
occasioned by the judicial discharge, in so far as the court does not provide otherwise;
e)the costs of depreciation of goods, except for those used for personal purposes by the
beneficiary.
(2)The administrator will be able to allocate significant expenses over a reasonable period of
time in order to keep the revenues at a constant level.
Article 839: Debiting the capital account
(1)The capital account will be debited with the amounts representing expenses that are not
debited to the income account, such as expenditures related to capital investments, disposal of
assets, preservation of the rights of the beneficiary of capital or of the right to property of the
administered assets.
(2)The capital account will also be debited with the amounts representing taxes and duties
paid on capital gains, even when the special law qualifies them with income taxes.
Article 840: The moment of birth of the beneficiary's right to the net income
The beneficiary of the fruit shall be entitled to the net income resulting from the
administration of the property from the date stipulated in the articles of incorporation or, in
the absence of such a date, from the moment of commencement of administration or, as the
case may be, of the death of the testator.
Article 841: Acquisition of fruit
(1)Where the beneficiary is the owner of the frugiferous, the fruit shall be acquired in
accordance with the rules laid down in Article 550 (2) and (3). Where the beneficiary is a
third person, the rules laid down in Articles 710 and 711 shall apply accordingly.
(2)Dividends and distributions of a legal person are due from the date indicated in the
distribution decision or, failing that, from the date of that decision. The beneficiary will not
be entitled to the payment of dividends established after the moment of termination of his
right.
SECTION 7:Annual report
Article 842: Obligation to report
At least once a year the administrator will present to the beneficiary a report of his
management.
Article 843: Content and auditing of the report
(1)The report shall contain all the information necessary to verify its accuracy.
(2)At the request of the person concerned, the report may be audited by an independent
expert.
(3)If the administrator opposes the audit, the person concerned may ask the court for the
appointment of an independent expert in order to verify the report.
Article 844: Report in the event that there are several administrators
If there are several administrators, they will draw up a single report, unless their duties have
been assigned by law, by the articles of incorporation or by the court, and this distribution has
been respected.
Article 845: Examination of registers
The administrator shall be obliged to allow the beneficiary, at any time, to examine the
registers and supporting documents relating to his management.
CHAPTER IV:Cessation of administration
SECTION 1:Grounds for termination
Article 846: Cases of termination
Administration shall cease:
a)by extinguishing the beneficiary's right over the administered assets;
b)by the expiry of the term or the fulfillment of the condition stipulated in the articles of
incorporation;
c)by fulfilling the purpose of administration or by terminating the cause of administration;
d)by denouncing by the beneficiary of the act of designation, following the request
communicated to the administrator, by registered letter with acknowledgment of receipt, to
return the goods immediately;
e)by the replacement of the administrator by the beneficiary or by the court, at the request of
another interested person;
f)by death, institution of judicial counseling or special guardianship with regard to the
administrator, renunciation of the administrator or submission to insolvency proceedings;
g)by instituting judicial counseling or special guardianship with regard to the beneficiary or
subjecting him to insolvency proceedings, in so far as it affects the assets administered.
Article 847: Notification of waiver
(1)The administrator may, on the basis of the notification addressed by registered letter with
acknowledgment of receipt, to the beneficiary and, where appropriate, to the other directors
or to the person empowered to appoint a replacement, be withdrawn by registered letter with
an acknowledgement of receipt.
(2)The notification shall include a reasonable period of notice enabling the beneficiary to
appoint another administrator or to take over the management of the assets himself.
Otherwise, the administrator will make good the damage caused by its untimely waiver.
(3)The waiver of the administrator shall take effect from the date of expiry of the notice
period.
Article 848: Death of the administrator or the institution of judicial counsel or special
guardianship in respect of him
(1)The death or institution of judicial counseling or special guardianship with regard to the
administrator shall be communicated to the beneficiary and, as the case may be, to the other
administrators by his heirs or the executor of the will or by the administrator's guardian.
(2)The heirs, the executor of the will and the guardian, as the case may be, are obliged to
take, in respect of any business started, any immediate measure that is necessary to prevent a
loss from occurring, as well as to account and hand over the property to the entitled person.
Article 849: Obligations arising after the cessation of administration
(1)The obligations assumed towards third parties, after the termination of the administration,
by a bona fide administrator are fully valid and oblige the beneficiary or, as the case may be,
the fiduciary.
(2)The provisions of paragraph (1) shall also apply in the case of obligations assumed by the
administrator after the cessation of administration, where this is a necessary consequence or
measure necessary to prevent losses.
(3)The beneficiary or fiduciary is also bound by the obligations assumed towards third parties
who have not been aware of the fact of the cessation of administration.
(4)The fiduciary is liable only within the limits of the assets of the fiduciary estate.
SECTION 2:Reporting and handing over of goods
Article 850: Final report
(1)Upon termination of the management relationship, the administrator shall submit a final
report to the beneficiary and, where appropriate, to the replacement administrator or to the
other directors. In the event of the simultaneous termination of the management relationship
of several directors, they shall submit a single report, unless their duties are separate.
(2)The report shall contain all the data necessary to enable its accuracy to be verified. The
registers and other supporting documents may be consulted by the persons concerned.
(3)Acceptance of the report by the beneficiary shall download the administrator.
Article 851: Judicial discharge
(1)If any of the beneficiaries does not accept the report, the administrator may ask the court
to approve it.
(2)Whenever it is considered necessary, the court will order a specialized expertise.
Article 852: Place of delivery of goods
Unless otherwise stated, the administrator hands over the administered assets to the place
where they are located.
Article 853: Extent of the obligation to repay
(1)The administrator is obliged to hand over everything he has received in the exercise of his
duties, even if the payment received from the third party is not due to the beneficiary or, as
the case may be, to the fiduciary, for the fiduciary estate.
(2)The administrator is also obliged to return any profit or any other patrimonial advantage
made for personal use by using, without permission, the data and information obtained by
virtue of his capacity.
(3)The administrator who used, without permission, an asset is obliged to indemnify the
beneficiary or, as the case may be, the fiduciary, on behalf of the fiduciary estate with the
equivalent of the use of the asset.
Article 854: Support for the administration's costs
(1)The costs of administration, including those occasioned by the presentation of the report
and the handing over of the assets, are the responsibility of the beneficiary or, as the case may
be, of the fiduciary, for the fiduciary estate.
(2)In the event of renunciation, denunciation of the act of appointment or replacement of the
administrator, the beneficiary or the fiduciary, on behalf of the fiduciary estate, shall be
responsible, in addition to the expenses referred to in paragraph 1, with the payment of the
remuneration due to the administrator in relation to the duration of his activity.
Article 855: Date of the flow of interest
(1)The administrator owes interest on the balance from the date of acceptance or judicial
consent of the report or, as the case may be, from the date of notification by registered letter
with acknowledgment of receipt or by any other means provided by law.
(2)The beneficiary or the fiduciary, for the fiduciary estate, shall owe interest on the amounts
due to the administrator only from the date of formal notice in accordance with paragraph 1.
Article 856: Deduction of remuneration
(1)The administrator may deduct from the balance of the administration the remuneration
owed to him by the beneficiary or the fiduciary, on behalf of the fiduciary estate, for his
activity.
(2)The administrator has the right of retention over the asset administered until the full
payment of the debt to him.
Article 857: Solidarity of beneficiaries
In case of a plurality of beneficiaries, they shall be held jointly and severally to fulfil their
obligations towards the administrator.
TITLE VI:Public property
CHAPTER I:General provisions
Article 858: Definition of the right to public property
Public property is the property right belonging to the state or to an administrative-territorial
unit over assets which, by their nature or by the declaration of the law, are of use or of public
interest, provided that they are acquired by one of the ways provided by law.
Article 859: Object of public property. Delimitation from the private domain
(1)The riches of public interest of the subsoil, the airspace, the waters with a capitalizable
energy potential of national interest, the beaches, the territorial sea, the natural resources of
the economic area and of the continental shelf, as well as other goods established by organic
law, are the exclusive object of public property.
(2)The other assets belonging to the state or to the administrative-territorial units are part, as
the case may be, of the public domain or of their private domain, but only if they were, in
their turn, acquired through one of the ways provided by law.
Article 860: National, county and local public domain
(1)Public property is part of the national, county or, as the case may be, local public domain.
(2)The delimitation between the national, county and local public domain is made according
to the law.
(3)The goods that form the exclusive object of the public property of the state or of the
administrative-territorial units according to an organic law cannot be transferred from the
public domain of the state to the public domain of the administrative-territorial unit or vice
versa only as a result of the modification of the organic law. In the other cases, the transfer of
an asset from the public domain of the state to the public domain of the administrative-
territorial unit and vice versa is made according to the law.
Article 861: Characters of the public property right
(1)Public property is inalienable, imprescriptible and imperceptible.
(2)The ownership of these goods is not extinguished by inadvertently and cannot be acquired
by third parties by usucapsion or, as the case may be, by good faith possession of the
movable property.
(3)Under the law, public property may be put into administration or use and may be leased or
rented.
Article 862: Limitations on the exercise of the right to public property
(1)The right to public property is liable to any limits regulated by law or by this Code for the
right to private property, insofar as they are compatible with the public use or interest for
which the affected property is intended.
(2)The incompatibility shall be established by the agreement between the holder of the public
property and the person concerned or, in case of divergence, by judicial means.
(3)In such cases, the person concerned shall be entitled to fair and prompt compensation from
the holder of the public property.
Article 863: Cases of acquisition of the right to public property
The right to public property is acquired:
a)through public procurement, carried out in accordance with the law;
b)by expropriation for reasons of public utility, according to the law;
c)by donation or legacy, accepted under the law, if the asset, by its nature or by the will of the
disposer, becomes of use or of public interest;
d)by agreement for consideration, if the asset, by its nature or by the will of the acquirer,
becomes of public use or interest;
e)by transferring an asset from the private domain of the state to its public domain or from
the private domain of an administrative-territorial unit to its public domain, according to the
law;
f)by other means established by law.
Article 864: Extinguishment of the right to public property
The right of public property is extinguished if the asset has perished or has been transferred to
the private domain, if it has ceased the use or the public interest, in compliance with the
conditions provided by law.
Article 865: Defence of the right to public property
(1)The obligation to defend public property in court rests with the owner.
(2)The holders of rights corresponding to public property are obliged to:
a)to inform the owner of any disturbance to the right to public property;
b)to bring the holder of the public property right into the lawsuit, under the conditions
stipulated by the Code of Civil Procedure.
(3)The provisions of Article 563 shall apply accordingly.
CHAPTER II:Rights in rem corresponding to public property
SECTION 1:Provisions generated
Article 866: Rights in rem corresponding to public property
The rights in rem corresponding to public property are the right of administration, the right of
concession and the right to use it free of charge.
SECTION 2:Right of administration
Article 867: Establishment of the right of administration
(1)The right of administration is constituted by a decision of the Government, of the county
council or, as the case may be, of the local council.
(2)The authorities referred to in paragraph 1 shall control the manner in which the right of
administration is exercised.
Article 868: Exercise of the right of administration
(1)The right of administration belongs to the autonomous authorities or, as the case may be,
to the central or local public administration authorities and to other public institutions of
national, county or local interest.
(2)The holder of the administration right may use and dispose of the asset given in
administration under the conditions established by law and, if applicable, by the act of
incorporation.
Article 869: Extinguishment of the right of administration
The right of administration ceases with the cessation of the public property right or by the act
of revocation issued, under the law, if the public interest requires it, by the body that
constituted it.
Article 870: Defence of the right of administration
(1)The defence of the right of administration in court is the responsibility of the right holder.
(2)The provisions of Article 696(1) shall apply accordingly.
SECTION 3:Right of concession
Article 871: Content of the concession right
(1)The concessionaire has the right and, at the same time, the obligation to exploit the asset,
in exchange for a royalty and for a fixed period, in compliance with the conditions laid down
by law and the concession contract.
(2)Any natural or legal person may have the status of concessionaire.
(3)The concession procedure, as well as the conclusion, execution and termination of the
concession contract are subject to the conditions laid down by law.
Article 872: Exercise of the right of concession
(1)The concessionaire may perform any material or legal acts necessary to ensure the
exploitation of the asset. However, under penalty of absolute nullity, the concessionaire may
not dispose of or strike the asset given in the concession or, as the case may be, the goods
intended for or resulting from the performance of the concession and which must, according
to the law or the instrument of incorporation, be handed over to the grantor upon termination,
for any reason, of the concession.
(2)The fruits, as well as, within the limits provided by the law and in the articles of
incorporation, the productions of the concessionaire asset shall be the responsibility of the
concessionaire.
(3)In all cases, the exercise of the right of concession shall be subject to control by the
grantor, in accordance with the law and the concession contract.
Article 873: Defence of the right of concession
(1)The defence of the right of concession in court is the responsibility of the concessionaire.
(2)The provisions of Article 696(1) shall apply accordingly.
SECTION 4:Right to use it free of charge
Article 874: Content and limits of the right to use it free of charge
(1)The right of use over public property is granted, free of charge, for a limited term, in favor
of institutions of public utility.
(2)Unless otherwise provided in the instrument of incorporation, the holder shall not benefit
from the civil fruits of the property.
(3)The provisions on the establishment and termination of the right of administration shall
apply accordingly.
Article 875: Defence of the right to use it free of charge
(1)The defence in court of the right to use it free of charge shall be the responsibility of the
right holder.
(2)The provisions of Article 696(1) shall apply accordingly.
TITLE VII:Land Registry
CHAPTER I:General provisions
Article 876: Purpose and object of the land register
(1)The Land Registry describes the real estates and shows the real rights that have as object
these assets.
(2)In the cases provided by law, other rights, deeds or legal relations may be entered in the
Land Register, if they are related to the buildings included in the Land Register.
(3)Real estate, for the purposes of this Title, means one or more adjacent parcels of land,
regardless of the category of use, with or without constructions, belonging to the same owner,
situated on the territory of an administrative-territorial unit and which are identified by a
unique cadastral number.
Article 877: Tab rights
Real estate rights entered in the land register are tabular rights. They are acquired, modified
and extinguished only in compliance with the rules of the land register.
Article 878: Object of tabular rights
(1)The object of tabular rights is the real estate, defined in Article 876 paragraph (3), which
after registration in the land register can only be modified in compliance with the rules of the
land register.
(2)The same land register may cover only one building.
(3)Several owners cannot be registered in the same land register unless they are in co-
ownership on the shares or in debauchery.
Article 879: Modification of the real estate registered in the Land Register
(1)The real estate registered in the Land Registry may be modified by joinings, if several
adjoining buildings are merged into a single building or if a part of a building is added to
another building or, as the case may be, its extent is increased.
(2)Also, the real estate registered in the Land Book is also modified by detachments, if a part
of the building is separated or its extent is reduced.
(3)The joining or detachment of a property encumbered with encumbrances may be done
only with the consent of the holders of those tasks. The refusal of the holders of duties must
not be abusive and may be censored by the court.
(4)If, however, the mortgage creditors consent to the joining or, as the case may be, both to
the detachment and to the joining of the encumbered real estate to another real estate, in the
absence of a contrary agreement, the mortgages will take rank after those that encumber the
real estate to which the attachment was made.
(5)The operations of modifying the real estate registered in the Land Register, by joining or
detachment, have a material character and do not involve any transfer of ownership.
Article 880: Registration in case of joining or detaching
(1)In case of joining or detachment, the resulting buildings will be transcribed into new land
books, with the mention of the new cadastral number for each building, and the land register
or, as the case may be, the old land books will be closed, without being able to reopen for
other registrations.
(2)If the entire building registered in the land register has been transcribed, it will be closed
and will not be able to be reopened for new registrations.
Article 881: Types of registrations
(1)Registrations are of 3 types: tabulation, provisional registration and scoring.
(2)The tabulation and provisional registration have as object the tabular rights, and the
notation refers to the registration of other rights, deeds, deeds or legal relations in relation to
the buildings included in the Land Register.
(3)Provisional registration and marking shall be made only in the specific cases provided by
law.
Article 882: Registration of rights in rem affected by the modalities
(1)Rights in rem under suspensive or resolutory condition shall not be tabulated. However,
they may apply provisionally.
(2)The term extinctive or the burden of liberality may be shown both in the tabulation and in
the provisional registration.
Article 883: Research of the land book
(1)Any person, without being required to justify any interest, can investigate any land
register, as well as the other documents with which it is completed, according to the law. The
folder with the documents that were the basis for making the entries in the Land Register can
be consulted by any interested person, in compliance with the legal provisions on the
processing of personal data and the free movement of such data.
(2)Upon request, extracts or certified copies conforming to the original in the archive shall be
issued.
(3)No one will be able to invoke the fact that he was not aware of the existence of any
registration made in the land register or, as the case may be, of an application for registration
registered with the office of cadastre and real estate advertising.
Article 884: Registration procedure
The procedure for registration in the land register will be established by special law.
CHAPTER II:Registration of tabular rights
Article 885: Acquisition and extinguishment of rights in rem over real estate
(1)Subject to contrary legal provisions, the rights in rem over the real estate included in the
Land Register shall be acquired, both between the parties and in respect of third parties, only
by their entry in the Land Register, on the basis of the act or fact that justified the entry.
(2)The rights in rem will be lost or extinguished only by deregistration from the land register,
with the consent of the holder, given by authentic notarial deed. Such consent is not required
if the right is extinguished by the expiry of the period indicated in the registration or by the
death or, as the case may be, by the cessation of the legal existence of the holder, if he was a
legal person.
(3)If the right to be deregistered is encumbered for the benefit of a third person, the
deregistration shall be made with the preservation of the right of this person, except for the
specific cases provided by law.
(4)The final court decision or, in the cases provided for by law, the act of the administrative
authority shall replace the agreement of will or, as the case may be, the consent of the holder.
Article 886: Modification of rights in rem over real estate
The modification of a real estate right is made according to the rules established for the
acquisition or extinguishment of rights in rem, unless otherwise provided by law.
Article 887: Acquisition of rights in rem without registration
(1)Rights in rem are acquired without registration in the land register when they come from
inheritance, natural access, forced sale, expropriation for reasons of public utility, as well as
in other cases expressly provided by law.
(2)However, in the case of forced sale, if the pursuit of the real estate has not been previously
noted in the Land Register, the rights in rem thus acquired cannot be opposed to third parties
acquiring good faith,
(3)In the cases referred to in paragraph 1, however, the holder of the rights thus acquired may
not dispose of them through the land register until the entry has been made.
Article 888: Conditions for registration
The registration in the land register is made on the basis of the authentic notarial deed, the
court decision that has become final, the certificate of heir or on the basis of another act
issued by the administrative authorities, in cases where the law provides for this.
Article 889: Waiver of ownership
(1)The owner may waive his right by a notarized authentic declaration registered with the
office of cadastre and real estate advertising in order to register the deregistration of the right.
(2)In this case, the commune, city or municipality, as the case may be, may request the
registration of the property right for its benefit, based on the decision of the local council, in
compliance with the legal provisions on the transfer of real estate rights, if another person has
not requested registration under usucapsion.
(3)In the case of assets encumbered by real burdens, the administrative-territorial unit that
took over the asset is kept within the limit of the value of the asset.
Article 890: Date of effect of the entries
(1)Unless otherwise provided by law, the entries in the Land Register will produce their
effects from the date of registration of the applications, taking into account, however, the
date, time and minute of their registration in all cases where the application was submitted
personally, through a trustee or notary public or, as the case may be, communicated by
telefax, electronic mail or by other means that ensure the transmission of the text and the
confirmation of receipt of the application for registration with all the supporting documents.
(2)In the case of mortgage rights, the order of registration of the applications will also
determine their ranking.
(3)If several applications were received on the same day by post or courier, the mortgage
rights will have the same rank, and the other rights will only provisionally acquire equal rank,
following that the court will decide, at the request of any interested person, on the rank and, if
necessary, on the cancellation of the invalid registration.
(4)Where two or more rights have been provisionally granted equal rank, in accordance with
the provisions of paragraph 3, preference shall be given, irrespective of the certain date of the
securities in competition, to the one who has been put in possession of the property or, as the
case may be, to the one in respect of which the debtor has performed his first obligations,
with the exception of mortgage rights which shall have the same rank. In the event that none
of the acquirers has been put in possession of the asset or, as the case may be, the debtor has
not fulfilled his obligations towards any of them, the one who first referred the matter to the
court pursuant to the provisions of this Article shall be preferred.
(5)Paragraphs 3 and 4 shall also apply where, on the same day, an application for registration
has been submitted or communicated under the terms of paragraph 1 and another has been
received by post or courier.
Article 891: Conflict between acquiring third parties from a joint author
If two or more persons have been entitled to acquire, by deeds concluded with the same
author, rights over the same building that are mutually exclusive, the one who first registered
his right shall be considered the holder of the tabular right, regardless of the date of the title
on the basis of which the entry in the land register was committed.
Article 892: Situation of the third party acquiring bad faith
(1)The one who has been entitled, by a validly concluded legal act, to register a right in
rem for his benefit may request the removal from the Land Register of a competing
right or, as the case may be, the granting of preferential rank over the registration
made by another person, but only if the following 3 conditions are met:
a)the legal act on the basis of which the removal or granting of the preferential rank is
requested is preceded by the one on the basis of which the third party has registered his right;
b)the right of the plaintiff and that of the acquiring third party to come from a common
author;
c)the registration of the right for the benefit of the applicant has been prevented by the
acquiring third party by violence or cunning, as the case may be.
(2)The removal or granting of the preferential rank may also be requested if the violence or
cunning came from a person other than the acquiring third party, but only if the latter knew
or, as the case may be, should have known of this circumstance at the time of the conclusion
of the contract under which he acquired the right tabulated for his benefit.
(3)The right of action is time-barred within 3 years from the date of registration by the third
party of the right for its benefit.
Article 893: Persons against whom tabular rights may be entered
The registration of a right in rem can only be made:
a)against that person who, at the time of registration of the application, is registered as the
holder of the right in respect of which the entry is to be made;
b)against the one who, before he was registered, encumbered his right, if both entries are
required at once.
Article 894: Registration of rights in rem in the case of successive legal acts
If a right subject to registration in the land register has been the subject of successive
assignments without the entries having been made, the latter entitled shall not be able to
request the registration of the right for his benefit unless he requests, with its registration, the
registration of previous successive acquisitions which he will prove with original documents
or certified copies, where applicable.
Article 895: Registrations based on the obligations of the deceased
Entries based on the obligations of the deceased may also be made after the right has been
entered in the name of the heir, but only to the extent that the heir is bound by these
obligations.
Article 896: Tabular performance action
(1)In cases where the person obliged to transmit, constitute or modify for the benefit of
another a real right over a real estate does not fulfill the obligations necessary for the
registration in the land register, the court may be asked to order the registration; the right of
action is prescriptible under the law.
(2)If the action for tabular benefit has been noted in the Land Register, the court decision will
be registered, ex officio, also against those who have acquired any tabular right after notation.
Article 897: The effects of the action in tabular benefit against the third party acquiring
bad faith
(1)The action in tabular benefit may also be brought against the acquiring third party
previously registered in the land register, if the legal act invoked by the applicant is prior to
the one on the basis of which the right of the acquiring third party was registered, and this
was in bad faith at the date of the conclusion of the act.
(2)The right of action against the third party is time-barred within 3 years from the date of
registration by him of the right for his benefit, unless the applicant's right of action against the
tabular forerunner has been time-barred before.
Article 898: Provisional registration
In addition to other cases provided by law, the provisional registration in the Land Register
may be required:
1.if the acquired right in rem is affected by a suspensive or resolutory condition or if it
concerns or encumbers a future construction; in case of provisional registration having as
object a future construction, its justification shall be made according to the law;
2.if, pursuant to a judgment which is not yet final, the unsuccessful party was obliged to
remove, establish or extinguish a tabular right or the person administering the assets of
another person was obliged to give a mortgage guarantee;
3.whether the debtor has recorded the amounts for which the mortgage was entered;
4.if a provisionally registered tabular duty is acquired;
5.if both parties consent only to a provisional registration.
Article 899: Effects of provisional registration
(1)Provisional registration shall have the effect of acquiring, modifying or extinguishing a
tabular right from the date of registration of the application, under the condition and to the
extent justified.
(2)The justification for a provisional registration shall be made with the consent of the person
against whom the provisional registration was made, given in authentic form, or on the basis
of a final court decision. In the latter case, the provisions of Articles 896 and 897 shall also
apply accordingly to the tabular justification action.
(3)The justification for the cancellation of the mortgage right shall be made on the basis of
the validation court decision that has become final, the consent of the creditor given in
authentic form, the minutes drawn up by the bailiff establishing the acceptance of the
payment or, as the case may be, the conclusion drawn up by him establishing the payment,
which has become final.
(4)The justification for a provisional registration shall extend its effect to all the entries which
have been made subject to its justification; failure to justify a provisional registration shall
entail, at the request of the party concerned, the cancellation of it and of all the entries which
have been made subject to its justification.
Article 900: Presumption of the existence or non-existence of a tabular right
(1)If a right in rem has been entered in the land register for the benefit of a person, it is
presumed that the right exists for his benefit.
(2)If a right in rem has been removed from the land register, it is presumed that that right
does not exist.
(3)Proof to the contrary may be furnished only in the cases provided for in Article 887 and by
way of an action for rectification.
Article 901: Acquiring a Tabular Right in Good Faith
(1)Subject to any legal provisions to the contrary, anyone who has acquired in good faith any
right in rem entered in the land register, on the basis of a legal act for consideration, shall be
counted as the holder of the right registered for his benefit, even if, at the request of the true
holder, the right of his author is removed from the land register.
(2)The acquiring third party shall be considered in good faith only if, at the date of
registration of the application for registration of the right for his benefit, the following
conditions are met:
a)no action has been registered challenging the content of the land register;
b)there is no reason in the land register to justify its rectification in favour of another person;
And
c)he did not know, in any other way, the inaccuracy of the contents of the land register.
(3)The provisions of this Article shall also apply to a third party who has acquired in good
faith a mortgage right by virtue of a legal act concluded with the holder of the land register or
with his successor in title, as the case may be.
(4)However, the provisions of this Article may not be opposed by one Contracting Party to
the other or by their universal successors, as the case may be.
CHAPTER III:Notation of certain rights, facts and legal relations
Article 902: Deeds or deeds subject to notation
(1)The rights, facts or other legal relationships referred to in Article 876 (2) shall become
enforceable against third parties exclusively by notation, unless it is proved that they were
otherwise known, unless it follows from the law that mere knowledge of them is not
sufficient to compensate for the lack of publicity. In the event of a conflict of rights arising
from a common author, the provisions of Articles 890 to 892, 896 and 897 shall apply
accordingly.
(2)In addition to other cases provided by law, the following are subject to notation in
the land register:
1.the establishment of judicial counseling or special guardianship, the extension,
replacement, termination and lifting of such measures;
2.the application for declaring the death of a natural person, the court decision declaring
the death and the application for annulment or rectification of the court decision declaring
the death;
3.the status of a common property of a building;
4.the marriage contract, as well as its amendment or, as the case may be, its replacement;
5.the destination of a family building;
 6.rent and assignment of income;
7.contribution of use to the share capital of a company;
8.the conventional prohibition of alienation or encumbrance of a registered right;
9.the sale made subject to ownership;
10.the right to revoke or terminate the contract unilaterally;
11.the commission pact and the declaration of unilateral termination or termination of the
contract;
12.pre-contract and option pact;
13.the right of pre-emption arising from conventions;
14.the intention to alienate or mortgage;
15.changing the rank of the mortgage, garnishment, pledge or the provision of another
real security on the mortgage claim;
16.the opening of insolvency proceedings, the lifting of the right of administration of the
debtor subject to this measure, as well as the closure of this procedure;
17.seizure, pursuit of real estate, its fruits or income;
18.the action in tabular performance, the action in justification and the action in
rectification;
19.actions for the protection of the real rights registered in the Land Book, the action in
partition, the actions for the abolition of the legal act for nullity, termination or other
causes of ineffectiveness, the revocatory action, as well as any other actions regarding
other rights, facts, other legal relations in connection with the registered buildings;
20.setting in motion criminal proceedings for a registration in the land register committed
by an act provided for by the criminal law.
(3)For the purposes of this Article, third parties shall mean any person who has acquired a
right in rem or another right in relation to the immovable property entered in the land register.
Article 903: Acts or deeds that can be noted in the land register
It will be possible to note in the Land Register, but without the opposability towards third
parties to depend on this registration:
1.incapacity or restriction, by effect of the law, of the capacity to exercise or use;
2.statement of public utility for the expropriation of a building;
3.any other facts or legal relationships which are related to the real estate and which are
provided for this purpose by law.
Article 904: Noting the intention to alienate or mortgage
(1)The owner of a real estate may request that his intention to dispose of or to mortgage for
the benefit of a certain person be noted, showing in the latter case also the amount
corresponding to the secured obligation.
(2)If the alienation or mortgage is carried out within 3 months from the notation of the
intention to alienate or mortgage, the registered right will have the rank of notation.
Article 905: Loss of scoring effect
(1)Noting the intention to alienate or mortgage loses its effect by passing a period of 3
months from the date of registration of the application.
(2)The year, month and day on which the scoring loses its effect will be mentioned both in
the scoring and in the conclusion that ordered it.
Article 906: Noting pre-contracts and option pacts
(1)The promise to conclude a contract having as object the right of ownership over the real
estate or another right related to it may be noted in the Land Register, if the promissor is
registered in the Land Register as the holder of the right that is the subject of the promise, and
the pre-contract, under the sanction of rejecting the request for notation, provides the term
within which the contract is to be concluded. The marking may be made at any time within
the period stipulated in the pre-contract for its execution, but not later than 6 months from its
expiry.
(2)The promise may be cancelled if the entitled person has not asked the court to issue a
decision to take the place of the contract, within 6 months from the passage of the deadline
fixed for its conclusion or if, in the meantime, the building has been definitively awarded in
the context of the forced sale by a third party who is not held to be held responsible for the
obligations of the promissor.
(3)The cancellation shall be ordered ex officio, if, by the expiry of the 6-month period
provided for in paragraph (2), the registration of the right that was the object of the promise
has not been requested, unless the person entitled has requested the notation in the Land
Register of the action provided for in paragraph (2). Also, the promise shall be cancelled ex
officio in all cases where, until the conclusion of the aforementioned contract or until the
final settlement of the action referred to in paragraph (2), the building has been definitively
awarded in the context of the forced sale by a third party who is not bound by the obligations
of the promissor.
(4)The provisions of this Article shall also be applied by way of likeness to the choice pacts
noted in the Land Register. In these cases, if, by the expiry of the term stipulated in the
contract for the exercise of the option, the beneficiary of the pact does not request, on the
basis of the declaration of option and the proof of its communication to the other party, the
tabulation of the right to be acquired, it will be ordered ex officio the cancellation of the pact
registered for its benefit.
CHAPTER IV:Rectification of land register entries
Article 907: Notion
(1)When an entry made in the land register does not correspond to the real legal situation, it
may be requested to rectify it.
(2)Rectification means the deregistration, rectification or correction of any inaccurate entry
made in the land register.
(3)The actual legal situation must result from a recognition made by the holder of the entry
whose rectification is requested, by a declaration given in authentic notarial form, or from a
final court decision issued against him, by which the action on the merits was admitted. The
action on the merits may be, as the case may be, an action for annulment, termination,
reduction or any other action based on a ground of ineffectiveness of the legal act.
Article 908: Rectification of provisional tabulation or registration
(1)Any interested party may request the rectification of a provisional tabulation or
entry if:
1.the entry or conclusion is not valid or the act on the basis of which the registration was
made was abolished, according to the law, for causes or reasons prior to or concomitant
to the conclusion or, as the case may be, to its issuance;
2.the registered right has been misclassified;
3.the conditions for the existence of the registered right are no longer met or the effects of
the legal act on the basis of which the registration was made have ceased;
4.the registration in the land register is no longer, for any other reasons, in accordance
with the real legal situation of the real estate.
(2)The rectification of the entries in the land register may be made either amicably, through
the authentic notarial declaration of the holder of the right to be removed or modified, or, in
case of dispute, by a final court decision.
(3)When the right registered in the land register is to be rectified, its holder is obliged to hand
over to the entitled person, together with the consent given in authentic notarial form for the
rectification, also the necessary documents, and otherwise, the interested person will be able
to request the court to order the registration in the land register. In the latter case, the court
decision will replace the consent to registration of the party who has the obligation to hand
over the documents necessary for rectification.
(4)An action for rectification may be brought simultaneously or separately, after the action on
the merits of the case has been upheld, where appropriate. It may be brought against both the
immediate acquirer and the acquiring third party, whether in return for payment or free of
charge, under the conditions laid down in Article 909, with the exception of an action based
on the provisions of paragraph 1(3) and (4), which may not be brought against third parties
who have registered any right in rem acquired in good faith and by a legal act for
consideration, or where appropriate, under a mortgage contract, based on the land register.
Article 909: Time limits for exercising an action for rectification
(1)Subject to the limitation of the right to appeal on the merits, the action for rectification is
imprescriptible towards the acquirer directly, as well as towards the third party who has
acquired in bad faith the right registered for his benefit. If the action on the merits brought
separately has been upheld, the rectification action is also imprescriptible both against those
who have been sued and against third parties who have acquired a right in rem after the
action on the merits has been noted in the land register.
(2)In relation to third parties who have acquired in good faith a right in rem by donation or
tied up with a particular title, the action for rectification, subject to the prescription of the
right to the substantive action, may be brought only within 5 years, counted from the
registration of their application for registration.
(3)Moreover, subject to the limitation of the right of action on the merits, the action for
rectification, based solely on the provisions of Article 908 (1) (1) and (2), may also be
brought against third parties who have registered any right in rem, acquired in good faith and
by a legal act for consideration or, as the case may be, under a mortgage contract, based on
the contents of the land book. In these cases, the term will be 3 years, counted from the date
of registration of the application for registration made by the direct acquirer of the right
whose rectification is requested, unless the conclusion, by which the entry that is the subject
of the action in rectification was ordered, has been communicated to the entitled person, in
which case the term will be one year from its communication.
(4)The time limits referred to in paragraphs 2 and 3 shall be time limits for revocation.
Article 910: Effects of upholding the action for rectification
(1)The decision allowing the rectification of a registration shall be without prejudice to the
rights entered for the benefit of those who were not parties to the case.
(2)If, however, the rectification action has been noted in the Land Register, the court decision
of admission will be registered, ex officio, also against those who have acquired any tabular
right after notation, which will be deleted together with the right of their author.
Article 911: Rectification of notation in the land register
(1)In the absence of the consent of the holder, any interested person may request the
rectification of a notation in the cases provided for in Article 908, as well as whenever, for
other reasons, the marking is not or has ceased to be accurate.
(2)The rectification will be approved on the basis of a final court decision; the right of action
shall be imprescriptible.
(3)The provisions of Article 910 shall remain applicable.
Article 912: Cancellation of conditional rights
(1)The right affected by a suspensive condition shall be removed ex officio, unless it is
proved that the condition affecting the right has been fulfilled, within 5 years from the
registration.
(2)Likewise, the resolutory condition will be removed, if it has not been requested, on the
basis of it, the cancellation of the right registered under such a means, within 10 years from
the date of registration.
Article 913: Correction of clerical errors
Material errors committed during the entries made in the land register, other than those that
constitute cases of rectification, may be corrected upon request or ex officio. The provisions
of Articles 909 to 911 shall apply accordingly.
Article 914: Modification of the description of the building
The owner of the real estate registered in the Land Book will be able to request at any time
the modification of the mentions in the Land Book regarding its description, destination or
area, according to the law.
Article 915: Liability for improper holding of the land register
(1)The one harmed by an act committed, even through fault, in the keeping and
administration of the land book will be able to request the obligation, jointly and severally, to
pay compensation to the territorial office of cadastre and real estate publicity at the place of
the location of the building and of the person liable for the damage thus caused, if the damage
could not be removed, in whole or in part, by exercising the actions and remedies provided
for by law.
(2)The right of action is prescribed within a period of one year, counted from the day when
the injured person knew the harmful fact, but not later than 3 years from the date when the act
by which the damage was caused was committed. The prescription is suspended by
exercising the actions and remedies provided by the law for the elimination of the effects of
the harmful deed.
TITLE VIII:Possession
CHAPTER I:General provisions
Article 916: Notion
(1)Possession is the de facto exercise of the prerogatives of ownership of an asset by the
person who owns it and who behaves like an owner.
(2)The provisions of this Title shall also apply accordingly in respect of the possessor who
behaves like a holder of another right in rem, with the exception of rights in rem in respect of
the guarantee.
Article 917: Exercise of possession
(1)The possessor may exercise the prerogatives of the right of ownership over the asset either
directly, by his own power, or through the intermediary of another person.
(2)Persons lacking legal capacity and legal persons exercise possession through their legal
representative.
Article 918: Cases that do not constitute possession
(1)The possession of an asset by a precarious holder, such as:
a)the lessee, the treasurer, the depositary, the lien creditor;
b)the holder of the right of superficies, usufruct, use, abitation or easement, to the nude
property;
c)each co-owner, in proportion to the shares of the other co-owners;
d)any other person who, temporarily owning an asset of another, is obliged to return it or who
possesses it with his indulgence.
(2)The precarious holder may invoke the effects of recognition of possession only in the
cases and limits provided by law.
Article 919: Presumption of possession and presumption of ownership
(1)Until proven otherwise, he who owns the property is presumed to be the possessor.
(2)Poor detention, once proven, is presumed to be maintained until evidence of its
interversion.
(3)Until proven otherwise, the owner is considered the owner, except for the real estate
registered in the Land Register.
Article 920: Interversion of precariousness in possession
(1)The interversion of precarious detention in possession can be done only in the
following cases:
a)if the precarious holder concludes in good faith a translative act of ownership with a private
title with a person other than the owner of the asset;
b)if the precarious detention officer commits against the possessor unequivocal acts of
resistance as to his intention to begin to behave like an owner; in this case, however, the
interversion shall not take place before the expiry of the time limit laid down for the return of
the asset;
c)if the precarious holder disposes of the property, by a translative act of ownership with a
particular title, provided that the acquirer is in good faith.
(2)In the case of real estate registered in the Land Register, the acquirer is in good faith if he
registers the right for his benefit on the basis of the land book, in the other cases, it is in good
faith the acquirer who did not know and should not, according to the circumstances, know the
lack of ownership of the one from whom he acquired the property.
Article 921: Termination of possession
Possession ceases by:
a)his transformation into precarious detention;
b)alienation of the asset;
c)abandonment of the movable asset or registration in the Land Register of the declaration of
renunciation of the property right over an immovable property;
d)the destruction of the good;
e)the transfer of the asset to public ownership;
f)registration of the property right of the commune, city or municipality, as the case may be,
according to Article 889 paragraph (2);
g)dispossession, if the possessor remains deprived of possession of the property for more than
one year.
CHAPTER II:Vices of possession
Article 922: Vices of possession
(1)Except as provided for by law, legal effects can only produce useful possession.
(2)Discontinuous, troubled or clandestine possession is not useful. Unless proven otherwise,
possession is presumed to be useful.
Article 923: Discontinuity
Possession is discontinuous as long as the possessor exercises it intermittently abnormal in
relation to the nature of the good.
Article 924: Violence
Possession is disturbed as long as it is acquired or preserved by acts of violence, physical or
moral, which have not been provoked by another person.
Article 925: Clandestinity
Possession is clandestine, if exercised in such a way that it cannot be known.
Article 926: Invoking the Vices of Possession
(1)Discontinuity may be opposed to the possessor by any interested person.
(2)Only the person to whom possession is disturbed or clandestine can invoke these vices.
Article 927: Cessation of vices of possession
Vitiated possession becomes useful as soon as the vice ceases.
CHAPTER III:Effects of possession
SECTION 1:General provisions
Article 928: Usucapation and acquisition of fruit
Under the terms of this Chapter, the possessor may acquire ownership of the property
possessed or, as the case may be, of the fruit produced by him.
Article 929: Goods which cannot be used
Goods which, before or after taking possession, have been declared inalienable by law may
not be used.
SECTION 2:Real estate usucapsion
Article 930: Extratabular usucapsion
(1)The right of ownership of a real estate and its dismemberments may be entered in the
Land Register, on the basis of usucapsion, for the benefit of the one who has possessed it
for 10 years, if:
a)the owner registered in the land register has died or, as the case may be, has ceased to exist;
b)the declaration of renunciation of the property was entered in the Land Register;
c)the building was not registered in any land register.
(2)In all cases, the usucapant may acquire the right only if he has registered his application
for entry in the land register before a third person has registered his own application for the
registration of the right for his benefit, on the basis of a legitimate cause, during or even after
the expiry of the period of usucapsion.
Article 931: Tabular usucapsion
(1)The rights of the person who has been registered, without legitimate cause, in the Land
Register, as the owner of a building or the holder of another right in rem, can no longer be
challenged when the person registered in good faith has possessed the building for 5 years
after the registration of the application for registration, if his possession has been defective.
(2)It is sufficient that good faith exists at the time of registration of the application for
registration and at the time of taking possession.
Article 932: Flow of the term usucapsion
(1)In the cases referred to in Article 930 (1) (a) and (b), the time limit for usucapsion shall
not begin to run before the date of death or, as the case may be, the cessation of the owner's
legal existence, that is to say, before the date of registration of the declaration of renunciation
of the property, even if the taking into possession occurred on an earlier date.
(2)The vices of possession suspend the course of usucapsion.
Article 933: Junction of possessions
(1)Each possessor shall be deemed to have commenced in his own person a new possession,
regardless of whether the property was transmitted universally or privately.
(2)However, in order to invoke usucapsion, the current owner may unite his own possession
with that of his author.
Article 934: Other applicable provisions
The provisions of this section shall be supplemented accordingly by those relating to
extinctive prescription.
SECTION 3:Acquisition of movable property by possession in good faith
Article 935: Presumption of title of property
Anyone who is at some point in possession of movable property is presumed to have a title to
acquire ownership of the property.
Article 936: Effectiveness vis-a-vis third parties
Except for the cases provided by law, the good-faith possession of the movable asset ensures
the opposability against third parties of the legal acts constituting or translative of real rights.
Article 937: Acquisition of movable property by possession in good faith
(1)The person who, in good faith, concludes with a non-owner a translative deed of
ownership for consideration having as object a movable asset becomes the owner of that asset
from the moment of its actual taking possession.
(2)However, the lost or stolen property may be claimed from the bona fide owner, if the
action is brought, under penalty of revocation, within 3 years from the date on which the
owner lost the material possession of the asset.
(3)If the lost or stolen property was bought from a place or from a person who habitually sells
goods of the same kind, or if it was awarded at a public auction and the claim action was
brought within the 3-year period, the bona fide owner may retain the goodwill until his full
compensation for the price paid to the seller.
(4)The provisions of this Article shall not apply to movable property which is incidental to
immovable property.
(5)The provisions of this Article shall apply accordingly and in connection with the
acquisition of the right of usufruct and the right of use in respect of movable property.
Article 938: Good faith
(1)It is in good faith the owner who did not know or should not, according to the
circumstances, know the lack of ownership of the alienator.
(2)Good faith must exist at the time of the actual possession of the asset.
Article 939: Acquisition of movable property by virtue of usucapsion
He who possesses the property of another for a period of 10 years, under conditions other
than those provided for in this section, may acquire the right of ownership by virtue of
usucapsion. The provisions of Articles 932(2), 933 and 934 shall apply accordingly.
Article 940: Possession of bearer securities
The provisions of this Section shall also apply to bearer securities, provided that special laws
do not provide otherwise.
SECTION 4:Occupation
Article 941: Acquisition of the asset by occupation
(1)The owner of a movable thing that does not belong to anyone becomes its owner, by
occupation, from the date of taking possession, but only if it is done in accordance with the
law.
(2)There are stray things abandoned movable property, as well as goods which, by their
nature, do not have an owner, such as wild animals, fish and living aquatic resources from
natural fish basins, berries, edible mushrooms from spontaneous flora, medicinal and
aromatic plants and the like.
(3)Mobile things of very little or very damaged value that are left in a public place, including
on a public road or on a means of public transport, are considered abandoned things.
Article 942: Property of the found asset
(1)The lost movable asset continues to belong to its owner.
(2)The finder of the asset is obliged, within 10 days, to return it to the owner or, if he cannot
be known, to hand it over to the police body in the locality where he was found. It has the
obligation to keep the property for 6 months, the provisions regarding the necessary deposit
being applicable in this respect.
(3)The police body will display at its headquarters and on its website a notice regarding the
loss of the property, mentioning all the elements of its description.
Article 943: Ownership of the property found in the public place
If the property has been found in a public place, it will be handed over, on the basis of
minutes, to the person holding a title, other than public property title, over that place. Within
3 days from the date of taking over the lost asset, this person is obliged to hand it over, based
on minutes, to the local police authorities. Within the same time limit, the notice referred to
in Article 942(3) shall be displayed at the place where the property was found.
Article 944: Sale of the good found
If, due to the circumstances or the nature of the asset, its storage tends to diminish its value or
becomes too costly, it will be sold by public auction, according to the law. In that case, the
rights and obligations relating to the asset shall be exercised in relation to the price obtained
as a result of the sale.
Article 945: Return of the found asset to the owner
(1)The asset or the price obtained from its realisation shall be returned to the owner, if he
claims it, under penalty of revocation, within the time limit provided for in article 942 (2),
second sentence, but not before the expenses related to the keeping of the asset are paid.
(2)Also, in the case of goods of commercial value, the owner is obliged to pay the finder a
reward representing one-tenth of the price or the present value of the asset. The obligation to
pay the reward does not exist in the case provided for in Article 943, if the finder is the
person who owns the space or a representative or an employee thereof.
(3)If the owner has made a public offer of reward, the finder has the right to choose between
the amount to which the owner was bound by this offer and the reward fixed by law or
established by the court.
(4)If the good or the price is not claimed by the original owner, it shall be considered a stray
thing and remitted to the finder on the basis of a report. In this case, the finder acquires
ownership through occupation. Proof of occupation may be furnished by the said report or by
any other means of proof.
(5)If the finder refuses to take over the good or the price, it belongs to the commune, city or
municipality on whose territory it was found and enters its private domain.
Article 946: Rights to the hoard found
(1)The treasure is any hidden or buried movable asset, even involuntarily, in respect of which
no one can prove that it is the owner.
(2)The property right over the treasure discovered in an immovable property or in a movable
asset belongs, in equal shares, to the owner of the immovable property or movable property
in which it was discovered and to the discoverer.
(3)The provisions of this article shall not apply to movable cultural goods, so qualified
according to the law, which are discovered fortuitously or as a result of systematic
archaeological research, nor to those goods which, according to the law, are the object of
public property.
Article 947: Other applicable provisions
The provisions of this Section shall also apply accordingly to persons who, on another basis,
are entitled to the return of the lost property.
SECTION 5:Acquiring fruit by possession of good faith
Article 948: Conditions for acquiring the fruits of the possessed good
(1)The bona fide owner acquires the right of ownership over the fruits of the possessed good.
(2)The possessor must be in good faith at the time of collection of the fruit. Civil fruits which
have been acquired in advance shall be borne by the possessor in so far as his good faith is
maintained on the due date.
(3)In the case of fruits produced by real estate entered in the Land Register, good faith is
assessed in relation to the conditions required of third-party acquirers to dismiss the action for
rectification.
(4)In the other cases, the possessor is in good faith when he is convinced that he is the owner
of the property by virtue of a transfer of property whose causes of ineffectiveness he is not
aware of and should not, according to the circumstances, be aware of. Good faith ceases as
soon as the causes of ineffectiveness are known to him.
(5)The holder of bad faith must return the fruits received, as well as the value of those which
he has failed to perceive.
CHAPTER IV:Shares of possessors
Article 949: Shares of possessors
(1)The person who has possessed an asset for at least one year may apply to the court for the
prevention or removal of any disturbance of his possession or, as the case may be, the return
of the asset. The owner is also entitled to claim compensation for the damage caused.
(2)The exercise of the owners' actions is also recognized to the precarious holder.
Article 950: Persons against whom actions may be brought
(1)Owners' actions can also be brought against the owner.
(2)However, the action for possession may not be brought against the person to whom there
is an obligation to return the property.
Article 951: Time limit for exercising the action of the possessors
(1)In the event of disorder or dispossession, peaceful or violent, the action shall be brought
within the limitation period of one year from the date of the disturbance or dispossession.
(2)If the disturbance or dispossession is violent, the action may also be brought by the person
exercising a vicious possession, regardless of the duration of his possession.
Article 952: Taking measures for the preservation of the possessed good
(1)If there are reasonable grounds to believe that the property possessed may be destroyed or
damaged by something in the possession of another person or as a result of works such as
erection of a building, felling of trees or carrying out excavations on the adjoining
background, the owner may request that the necessary measures be taken to avoid the danger
or, where appropriate, termination of works.
(2)Until the resolution of the application, the possessor or, as the case may be, the other
person may be obliged to pay a security, left to the discretion of the court, only in the
following situations:
a)if the court provisionally orders the movement of the work or the cessation of the works,
the bail is established in the charge of the owner, so that the damage that would be caused to
the defendant by this measure can be compensated;
b)if the court approves the maintenance of the work in its current state or the continuation of
the works, the bail shall be established in the charge of the defendant in such a way as to
provide the holder with the amounts necessary to restore the previous situation.
BOOK IV:On legacy and liberalities*)
*) The transitional and implementing provisions of Book IV are contained in Article 91-98 of
Law no. 71/2011.

TITLE I:Provisions relating to inheritance in general

CHAPTER I:General provisions
Article 953: Notion
Inheritance is the transfer of the estate of a deceased natural person to one or more persons in
the being.
Article 954: Opening up the legacy
(1)A person's inheritance opens at the time of his/her death.
(2)The inheritance opens at the last home of the deceased. The proof of the last domicile shall
be furnished with the death certificate or, as the case may be, with the declaratory judgment
of death that has become final.
(3)If the last domicile of the deceased is not known or is not on the territory of Romania, the
inheritance is opened at the place in the country located in the circumscription of the first
notified notary public, provided that in this district there is at least one immovable property of
the one who leaves the inheritance. If there are no immovable assets in the estate, the place of
the opening of the inheritance is in the circumscription of the notary public the first notified,
provided that in this district there are movable assets of the one who leaves the inheritance.
When there are no assets located in romania in the estate, the place of opening of the
inheritance is in the circumscription of the first notary public seized.
(4)The provisions of paragraph 3 shall apply accordingly where the court is the court of the
first body seised of the procedure relating to the inheritance proceedings.
Article 955: Kinds of inheritance
(1)The deceased's patrimony is transferred by legal inheritance, to the extent that the person
leaving the inheritance did not otherwise order by will.
(2)One part of the deceased's estate may be transferred by testamentary inheritance and the
other part by legal inheritance.
Article 956: Legal acts on unopened inheritance
Unless otherwise provided by law, legal acts having as object possible rights over an
inheritance not yet open are null and void, such as acts by which the inheritance is accepted
or renounced before its opening, or acts by which the alienation is alienated or promised the
alienation of rights that could be acquired at the opening of the inheritance, are struck by
absolute nullity.
CHAPTER II:General conditions of the right to inherit
Article 957: The ability to inherit
(1)A person can inherit if he exists at the time of the opening of the inheritance. The
provisions of Articles 36, 53 and 208 shall apply.
(2)If, in the event of the death of several persons, it cannot be established that one survived
another, they do not have the capacity to inherit one another.
Article 958: Unworthiness of law
(1)It is rightfully unworthy to inherit:
a)the person criminally convicted of committing a crime with the intention of killing the
person who leaves the inheritance;
b)the person criminally convicted of committing, before the opening of the inheritance, an
offence with the intention of killing another successor who, if the inheritance had been
opened at the time of the commission of the deed, would have removed or restricted the
perpetrator's vocation to inheritance.
(2)If conviction for the acts referred to in paragraph 1 is prevented by the death of the
perpetrator, amnesty or prescription of criminal liability, unworthiness shall proceed if those
facts have been established by a final civil judgment.
(3)The lack of law may be established at any time, at the request of any interested person or
ex officio by the court or by the notary public, on the basis of the court decision from which
the unworthiness results.
Article 959: Judicial unworthiness
(1)May be declared unworthy to inherit:
a)the person criminally convicted for intentionally committing against the person who leaves
the inheritance of serious acts of violence, physical or moral, or, as the case may be, of acts
that resulted in the death of the victim;
b)a person who, in bad faith, hid, altered, destroyed or forged the deceased's will;
c)the person who, through fraud or violence, prevented the person who leaves the inheritance
from drawing up, modifying or revoking the will.
(2)Under penalty of forfeiture, any successor may ask the court to declare unworthiness
within one year from the date of the opening of the inheritance. The bringing of the action
constitutes an act of tacit acceptance of the inheritance by the successor plaintiff.
(3)If the judgment sentencing the acts referred to in paragraph 1(a) is issued after the date of
the opening of the inheritance, the one-year period shall be calculated from the date of the
final stay of the conviction decision.
(4)Where conviction for the acts referred to in paragraph 1 (a) is prevented by the death of
the perpetrator, amnesty or prescription of criminal liability, unworthiness may be declared if
those facts have been established by a final civil judgment. In this case, the period of one year
shall run from the occurrence of the cause of prevention of conviction, if this occurred after
the opening of the inheritance.
(5)In the cases referred to in paragraph 1(b) and (c), the period of one year shall run from the
date on which the successor knew of the ground of lack of merit, if that date is subsequent to
the opening of the inheritance.
(6)The municipality, city or, as the case may be, the municipality in whose territory the
property was located at the time of the opening of the inheritance may bring the action
referred to in paragraph 2 if, with the exception of the author of one of the facts referred to in
paragraph 1, there are no other successors. The provisions of paragraphs 2 to 5 shall apply
accordingly.
Article 960: Effects of unworthiness
(1)The unworthy is removed from both legal and testamentary inheritance.
(2)Possession exercised by the unworthy over the assets of the inheritance is considered a
possession of bad faith.
(3)Acts of preservation, as well as acts of administration, in so far as they benefit the heirs,
concluded between the unworthy and third parties, are valid. Also, the acts of disposition for
consideration concluded between the unworthy and the third parties acquiring good faith are
maintained, but the rules in the field of the land book are applicable.
Article 961: Removing the effects of unworthiness
(1)The effects of unworthiness of law or judicial may be expressly removed by a will or by
an authentic notarial deed by the person who leaves the inheritance. Without an express
statement, the legacy left to the unworthy after committing the deed that attracts unworthiness
does not constitute the removal of the effects of unworthiness.
(2)The effects of unworthiness cannot be removed by rehabilitating the unworthy, amnesty
after conviction, pardon or by prescribing the execution of criminal punishment.
Article 962: Vocation to inheritance
In order to inherit, a person must have the status required by law or have been appointed by
the deceased by will.
TITLE II:Legal inheritance
CHAPTER I:General provisions
Article 963: Legal heirs
(1)The inheritance shall be due, in the order and according to the rules laid down in this Title,
to the surviving spouse and relatives of the deceased, namely his/her descendants, ascendants
and collaterals, as the case may be.
(2)Descendants and ascendants have a vocation to inheritance regardless of the degree of
kinship with the deceased, and collaterals only up to and including the fourth degree.
(3)In the absence of legal or testamentary heirs, the deceased's patrimony is transmitted to the
commune, the city or, as the case may be, the municipality in whose territorial jurisdiction the
assets were located at the date of the opening of the inheritance.
Article 964: General principles of legal devolution of inheritance
(1)The relatives of the deceased come to the inheritance in the following order:
a)first class: descendants;
b)second class: the privileged ascendants and the privileged collaterals;
c)third class: ordinary ascendants;
d)fourth class: ordinary collaterals.
(2)If, as a result of disinheritance, the relatives of the deceased from the nearest class cannot
collect the entire inheritance, then the remaining part is attributed to the relatives of the
subsequent class who meet the conditions for inheritance.
(3)Within each class, relatives of the nearest degree to the deceased remove from inheritance
relatives of a more distant degree, unless otherwise provided by law.
(4)Between relatives of the same class and of the same rank, the inheritance is divided
equally, unless the law provides otherwise.
CHAPTER II:Representation of the estate
Article 965: Notion
By inheritance representation, a legal heir of a more distant degree, called a representative,
ascends, by virtue of the law, to the rights of his ascendant, appointed represented, in order to
collect the part of the inheritance that would have been due to him if he had not been
unworthy of the deceased or deceased at the date of the opening of the inheritance.
Article 966: Scope of application
(1)Only the descendants of the children of the deceased and the descendants of the deceased's
brothers or sisters may inherit by inheritance representation.
(2)Within the limits laid down in paragraph 1 and if the conditions laid down in Article 967
are fulfilled, representation shall operate in all cases, without distinguishing according to
whether the representatives are relatives of the same rank or of varying degrees from the
deceased.
Article 967: Conditions
(1)The person lacking the ability to inherit, as well as the unworthy, even alive at the time of
the opening of the inheritance, may be represented.
(2)In order to inherit the deceased by way of inheritance, the representative must meet all the
general conditions for inheriting the deceased.
(3)Representation operates even if the representative is unworthy of the representative or has
renounced the inheritance left by him or has been disinherited by him.
Article 968: The general effect of the representation of the estate
(1)In cases where the representation of the estate operates, the inheritance is divided by stem.
(2)"Stem" means:
- within the first class, the first-degree descendant who collects the inheritance or is
represented in the inheritance;
- within the second class, the privileged collateral of the second degree who collects the
inheritance or is represented in the inheritance.
(3)If the same stem has produced several branches, within each branch the subdivision is also
made on the stem, the part due to the descendants of the same degree from the same branch
being divided among them equally.
Article 969: Particular effect of the representation of the estate
(1)The children of the unworthy conceived before the opening of the inheritance from which
the unworthy was excluded shall relate to the inheritance of the latter the assets which they
inherited by representing the unworthy, if they come to his inheritance in competition with
his other children, conceived after the opening of the inheritance from which the unworthy
was removed. The report shall be made only if and to the extent that the value of the assets
received by representing the unworthy exceeded the value of the estate liabilities that the
representative had to bear as a result of the representation.
(2)The report shall be made in accordance with the provisions laid down in Section 2 of
Chapter VII of annex I. IV of Title IV of this book.
CHAPTER III:Legal heirs
SECTION 1:Surviving spouse
Article 970: Conditions
The surviving spouse inherits the deceased spouse if, at the time of the opening of the
inheritance, there is no final divorce decree.
Article 971: Vocation to inheritance of the surviving spouse
(1)The surviving spouse is called upon to inherit in competition with any of the classes of
legal heirs.
(2)In the absence of the persons referred to in paragraph 1, or if none of them wishes or is
unable to inherit, the surviving spouse shall collect the entire estate.
Article 972: Share of the surviving spouse's estate
(1)The surviving spouse's share is:
a)a quarter of the inheritance, if it comes into competition with the descendants of the
deceased;
b)one-third of the inheritance, if it comes into competition with both privileged ascendants
and privileged collaterals of the deceased;
c)one-half of the inheritance, if it comes into competition either only with privileged
ascendants or only with privileged collaterals of the deceased;
d)three-quarters of the inheritance, if it comes into competition with either ordinary
ascendants or ordinary collaterals of the deceased.
(2)The share of the surviving spouse in the contest with legal heirs belonging to different
classes is determined as if he had come into the contest only with the closest of them.
(3)If, as a result of the putative marriage, two or more persons have the situation of a
surviving spouse, the share determined in accordance with paragraphs 1 and 2 shall be
divided equally between them.
Article 973: The right of abitation of the surviving spouse
(1)A surviving spouse who does not hold any real right to use another dwelling
corresponding to his or her needs shall enjoy a right of abitation over the house in which he
or she has lived until the date of the opening of the inheritance, if that house forms part of the
property of the inheritance.
(2)The right of abitation is free of charge, inalienable and unnoticeable.
(3)Any of the heirs may request either the restriction of the right of abitation, if the dwelling
is not entirely necessary for the surviving spouse, or the change of the object of the abitation,
if he makes available to the surviving spouse another suitable dwelling.
(4)The right of abitation shall be extinguished upon division, but not earlier than one year
from the date of the opening of the inheritance. This right shall cease, even before the end of
the one-year period, in the event of the remarriage of the surviving spouse.
(5)All disputes concerning the right of abitation regulated by this Article shall be settled by
the court competent to judge the division of the inheritance, which shall decide urgently in
the council chamber.
Article 974: Special right of inheritance of the surviving spouse
When he/she does not enter into competition with the descendants of the deceased, the
surviving spouse inherits, in addition to the quota established in accordance with Article 972,
the furniture and household items which have been assigned to the joint use of the spouses.
SECTION 2:Descendants of the deceased
Article 975: Right of inheritance of descendants
(1)The descendants are the children of the deceased and their descendants in a straight line
indefinitely.
(2)The descendants of the deceased remove the heirs from the other classes and come to the
inheritance in order of the proximity of the degree of kinship. The provisions of Article
964(2) shall apply accordingly.
(3)In competition with the surviving spouse, the descendants of the deceased, regardless of
their number, together collect three-quarters of the inheritance.
(4)The inheritance or the part of the inheritance due to the descendants is divided equally
between them, when they come to the inheritance in their own name, or on the stem, when
they come to the inheritance by inheritance representation.
SECTION 3:Privileged ascendants and privileged collaterals
Article 976: The vocation to inheritance of privileged ascendants and privileged
collaterals
(1)The privileged ascendants are the father and mother of the deceased.
(2)The privileged collaterals are the brothers and sisters of the deceased, as well as their
descendants, up to the fourth degree, including the deceased.
(3)Privileged ascendants and privileged collaterals inherit unless the descendants meet the
conditions necessary for inheritance. The provisions of Article 963(2) shall apply
accordingly.
Article 977: The division of inheritance between the surviving spouse, the privileged
ascendants, and the privileged collaterals
(1)If the surviving spouse inherits in competition with both the privileged ascendants and the
privileged collaterals of the deceased, the portion due to the second class is two-thirds of the
inheritance,
(2)If the surviving spouse comes to the inheritance in competition either only with privileged
ascendants or only with the privileged collaterals of the deceased, the share due to the second
class is one-half of the inheritance.
Article 978: Division of inheritance between privileged ascendants and privileged
collaterals
The inheritance or part of the inheritance due to the privileged ascendants and the privileged
collaterals shall be divided among them according to the number of privileged ascendants
who come to the inheritance, as follows:
a)if only one parent comes to the inheritance, he will reap a quarter, and the privileged
collaterals, regardless of their number, will reap three-quarters;
b)if 2 parents come to inherit, they will collect together one half, and the privileged
collaterals, regardless of their number, will reap the other half.
Article 979: Absence of privileged ascendants or privileged collaterals
(1)If the privileged collaterals do not meet the conditions necessary to inherit, the privileged
ascendants will reap the inheritance or part of the inheritance due to the second class.
(2)If the privileged ascendants do not meet the conditions necessary to inherit, the privileged
collaterals will reap the inheritance or part of the inheritance due to the second class.
Article 980: Division of inheritance among privileged ascendants
The inheritance or part of the inheritance due to the privileged ascendants is divided equally
among them.
Article 981: Division of inheritance among privileged collaterals
(1)The inheritance or part of the inheritance due to the privileged collaterals shall be divided
equally among them.
(2)If the privileged collaterals come to the inheritance by inheritance representation, the
inheritance or the part of the inheritance due to them shall be divided among themselves on
the stem.
(3)If the privileged collaterals are related to the deceased on different collateral lines, the
inheritance or part of the inheritance due to them shall be divided equally between the
maternal and paternal lines. Within each line, the provisions of paragraphs 1 and 2 shall
apply.
(4)In the case referred to in paragraph 3, the privileged collaterals who are related to the
deceased on both lines shall, on each of them, collect the share of the inheritance due to them.
SECTION 4:Ordinary ascendants
Article 982: Right of inheritance of ordinary ascendants
(1)Ordinary ascendants are the relatives in the ascending straight line of the deceased, except
for his/her parents.
(2)Ordinary ascendants inherit if the descendants, privileged ascendants, and privileged
collaterals do not meet the conditions necessary for inheritance. The provisions of Article
964(2) shall apply accordingly.
(3)Ordinary ascendants inherit in the order of degrees of kinship with the deceased.
(4)In competition with the surviving spouse, the ordinary ascendants of the deceased,
regardless of their number, together reap a quarter of the inheritance.
(5)The inheritance or part of the inheritance due to ordinary ascendants of the same rank shall
be divided equally among them.
SECTION 5:Ordinary collaterals
Article 983: Inheritance right of ordinary collaterals
(1)Ordinary collaterals are the collateral relatives of the deceased up to and including the
fourth degree, except for the privileged collaterals.
(2)The ordinary collaterals inherit if the descendants, the privileged ascendants, the
privileged collaterals, and the ordinary ascendants do not meet the conditions necessary for
inheritance. The provisions of Article 964(2) shall apply accordingly.
(3)The ordinary collaterals come to the inheritance in the order of the degrees of kinship with
the deceased.
(4)In competition with the surviving spouse, the deceased's ordinary collaterals, regardless of
their number, collect together a quarter of the inheritance.
(5)The inheritance or part of the inheritance due to ordinary collaterals of the same rank shall
be divided among them equally.
TITLE III:Liberalities
CHAPTER I:Common provisions
SECTION 1:Preliminary provisions
Article 984: Notion and categories
(1)Liberality is the legal act by which a person disposes free of charge of his assets, in whole
or in part, in favor of another person.
(2)Liberalities can only be made by donation or by bond contained in the will.
Article 985: Donation
The donation is the contract by which, with the intention of gratifying, one party, called the
donor, irrevocably disposes of an asset in favor of the other party, called the donor.
Article 986: The Legacy
The legacy is the testamentary disposition by which the testator stipulates that, upon his
death, one or more legatees shall acquire his entire estate, a fraction of it or certain specific
assets.
SECTION 2:Liberality capacity
Article 987: Capacity to use
(1)Any person can make and receive liberalities, observing the rules of capacity.
(2)The condition of the ability to dispose through liberalities must be fulfilled at the time
when the disposer expresses his consent.
(3)The condition of ability to receive a donation must be met on the date on which the donor
accepts the donation.
(4)The condition of ability to receive a legacy must be fulfilled at the time of the opening of
the testator's legacy.
Article 988: Lack of full exercise capacity of the disposer
(1)He who lacks the capacity to act or with limited capacity to exercise may not dispose of
his assets through liberalities, except in the cases provided for by law.
(2)Under the sanction of relative nullity, even after acquiring full legal capacity, the person
may not dispose through liberalities for the benefit of the one who had the capacity of his
representative or legal protector, before he received from the guardianship court discharge for
his management. It is exempted the situation in which the representative or, as the case may
be, the legal guardian is the ascendant of the disposer.
Article 989: Designation of the beneficiary of liberality
(1)Under penalty of absolute nullity, the disposer must determine the beneficiary of the
liberality or at least provide for the criteria on the basis of which this beneficiary can be
determined on the date on which the liberality produces legal effects.
(2)A person who does not exist at the time of drawing up the liberality may benefit from a
liberality if it is done in favour of a person capable, with the task for the latter of transmitting
to the beneficiary the object of the liberality as soon as possible.
(3)Under the sanction of absolute nullity, the disposer may not leave to a third party the right
to appoint the beneficiary of the liberality or to determine its object. However, the
distribution of goods transmitted by legacy to persons designated by the testator may be left
to the discretion of a third party.
(4)The liberality given to a person designated by the disposer, with a task in favour of a
person chosen either by the gratified or by a third party appointed, in turn, also by the
disposer, is valid.
Article 990: Special incapacity
(1)The liberalities made to doctors, pharmacists or other persons are voidable, during the
period when, directly or indirectly, they were providing specialized care to the disposer for
the disease that is the cause of death.
(2)The following shall be exempted from the provisions of paragraph (1):
a)liberalities made to the husband, relatives in a straight line or privileged collaterals;
b)liberalities made to other relatives up to and including the fourth degree, if, at the time of
liberality, the disposer has no husband or relatives in a straight line or privileged collaterals.
(3)The provisions of paragraphs 1 and 2 shall also apply to priests or other persons who
provided religious assistance during the illness which is the cause of death.
(4)If the disposer died of illness, the limitation period for the right to an action for annulment
runs from the date on which the heirs became aware of the existence of liberality.
(5)If the disposer has been restored, the legacy becomes valid, and the action for annulment
of the donation can be brought within 3 years from the date on which the disposer was
restored
Article 991: Special incapacity in relation to legacies
Are voidable legacies in favor of:
a)the notary public who authenticated the will;
b)the interpreter who participated in the procedure for the authentication of the will;
c)witnesses, in the cases referred to in Articles 1.043(2) and 1.047(3);
d)investigating agents, in the cases referred to in Article 1.047;
e)persons who have legally provided legal assistance in drafting the will.
Article 992: Simulation
(1)The penalty of relative nullity provided for in Articles 988(2), 990 and 991 shall also apply
to liberalities disguised as a contract for consideration or made to an interposed person.
(2)The ascendants, descendants and husbands of the person incapable of receiving
liberalities, as well as the ascendants and descendants of this person's husband, are presumed
to be interposed persons until proven otherwise.
SECTION 3:Fideicomission substitutions
Article 993: Notion
The provision by which a person, called an established person, is entrusted with the
administration of the property or property which is the object of liberality and of transmitting
them to a third party, called a substitute, appointed by the disposer, takes effect only if it is
permitted by law.
Article 994: Fideicomisary substitution
(1)A liberality may be encumbered by a task consisting in the obligation of the institution,
donor or legatee, to administer the assets which are the object of the liberality and to transmit
them, upon his death, to the substitute designated by the disposer.
(2)The provisions of this Code relating to the trustee shall apply accordingly to the
establishment.
(3)The inability to dispose is assessed in relation to the disposer, and those to receive, in
relation to the institution and the substitute.
Article 995: Effects on goods
(1)The task provided for in Article 994 shall take effect only in respect of assets which have
been the subject of liberality and which, at the time of death of the establishment, can be
identified and are in his assets.
(2)Where liberality concerns securities, the burden shall also have effect on the securities
which replace them.
(3)Where liberality concerns rights subject to publicity formalities, the task must comply with
the same formalities. In the case of real estate, the task is subject to notation in the land
register.
Article 996: Rights of the substitute
(1)The rights of the substitute are born upon the death of the institute.
(2)The substitute acquires the assets that constitute the object of liberality as a result of the
will of the disposer.
(3)The substitute may not, in turn, be subject to the obligation to administer and transfer the
goods.
Article 997: Guarantees and insurances
In order to perform the task, the disposer may require the institution to provide guarantees
and to conclude insurance contracts.
Article 998: Attribution of the burden on the available levy
If the establishment is the debtor heir to the disposer, the burden cannot be in breach of his
reserved portion.
Article 999: Acceptance of the donation after the death of the disposer
The offer of donation made to the substitute may be accepted by him after the death of the
disposer.
Article 1000: Ineffectiveness of substitution
Where the substitute pre-decides on the institution or renounces the benefit of the liberality,
the asset rests with the institution, unless it has been provided that the asset will be collected
by the heirs of the substituted or a second substitute has been designated.
SECTION 4:Residual liberalities
Article 1001: Notion
The disposer may stipulate that the substitute shall be gratified with what remains, at the time
of the death of the institute, of the donations or legacies made in favour of the latter.
Article 1002: Right of disposal of the institution
Residual liberality does not prevent the institution from concluding acts for consideration, nor
from retaining the goods or amounts obtained as a result of their conclusion.
Article 1003: Prohibition of disposal free of charge
(1)The establishment may not dispose by will of assets which have been the subject of
residual liberality.
(2)The disposer may prohibit the institution from disposing of assets by donation. However,
where he is the forced heir of the disposer, the establishment retains the possibility of
disposed by deeds between the living or for the cause of death of the assets which were the
subject of the imputed donations to his reserved portion.
Article 1004: Patrimonial independence of the institution
The institute is not required to account for the disposer or his heirs.
Article 1005: Application of fideicomission substitution rules
The provisions laid down in Articles 995, 996(2), 997, 999 and 1 000 shall apply to residual
liberalities.
SECTION 5:Review of conditions and tasks
Article 1006: Scope of application
If, due to unpredictable and non-imputable situations to the beneficiary, occurring
subsequently * to the acceptance of the liberality, the fulfilment of the conditions or the
execution of tasks affecting the liberality has become extremely difficult or excessively
onerous for the beneficiary, he may request the revision of the tasks or conditions.
*) N.R: We consider that this article is not complete, as a result, we considered it appropriate
to make the addition for a better understanding and application of the law.
Article 1007: Settlement of the request for review
(1)In compliance, as far as possible, with the will of the disposer, the court seized of the
application for revision may order quantitative or qualitative changes in the conditions or
tasks affecting the liberality or group them with similar ones coming from other liberalities.
(2)The court may authorize the partial or total alienation of the object of liberality,
establishing that the price is to be used for purposes in accordance with the will of the
disposer, as well as any other measures that maintain as far as possible the destination
pursued by him.
Article 1008: Removing the effects of the review
If the reasons for reviewing the conditions or tasks no longer subsist, the person concerned
may request that the effects of the review be removed for the future.
SECTION 6:Special provisions
Article 1009: Clauses considered unwritten
(1)The clause by which, under penalty of abolishing the liberality or restitution of its object,
the beneficiary is obliged not to challenge the validity of an inalienability clause or not to
request a review of the conditions or tasks shall be considered unwritten.
(2)Also, the testamentary provision providing for disinheritance is considered unwritten as a
sanction for breaching the obligations referred to in paragraph 1 or for challenging the
provisions of the will which affect the rights of the forced heirs or are contrary to public
policy or morality.
Article 1010: Confirmation of liberalities
The confirmation of a liberality by the universal or universal heirs of the disposer entails the
renunciation of the right to oppose formal defects or any other grounds of nullity, without this
renunciation harming the rights of third parties.
CHAPTER II:Donation
SECTION 1:Conclusion of the contract
Article 1011: Form of the donation
(1)The donation is concluded by authentic deed, under the sanction of absolute nullity.
(2)Indirect donations, disguised donations and manual gifts shall not be subject to the
provision of paragraph 1.
(3)The movable property that is the object of the donation must be listed and evaluated in a
document, even under private signature, under the sanction of absolute nullity of the
donation.
(4)Tangible movable property with a value of up to 25,000 lei may be the subject of a manual
gift, except for the cases provided by law. The manual gift is concluded validly by the
agreement of the will of the parties, accompanied by the tradition of the good.
Article 1012: Registration of the authentic donation
In order to inform the persons who justify the existence of a legitimate interest, the notary
who authenticates a donation contract has the obligation to immediately enter this contract in
the national notary register, kept in electronic format, according to the law. Land register
provisions remain applicable.
Article 1013: Formation of the contract
(1)The donation offer may be revoked as long as the bidder has not become aware of the
recipient's acceptance. The incapacity or death of the tenderer shall entail the lapse of
acceptance.
(2)The offer can no longer be accepted after the death of its recipient. The recipient's heirs
may, however, communicate his acceptance.
(3)The offer of donation made to a person lacking the capacity to exercise is accepted by the
legal representative.
(4)The offer of donation made to a person with limited exercise capacity may be accepted by
him/ her, with the consent of the legal guardian.
Article 1014: The Promise of Donation
(1)Under penalty of absolute nullity, the promise of donation is subject to the authentic form.
(2)In the event of non-performance on the part of the promissor, the promise of donation
confers on the beneficiary only the right to claim damages equivalent to the expenses he has
made and the advantages he has granted to third parties in consideration of the promise.
Article 1015: Principle of irrevocability
(1)The donation is not valid when it contains clauses that allow the donor to revoke it by his
will.
(2)Thus, the donation that:
a)it is affected by a condition the fulfilment of which depends solely on the will of the donor;
b)requires the donor to pay the debts that the donor would contract in the future, if their
maximum value is not determined in the donation contract;
c)gives the donor the right to unilaterally terminate the contract;
d)allows the donor to dispose of the donated good in the future, even if the donor dies without
having disposed of that asset. If the right of disposal concerns only a part of the donated
goods, the nullity operates only in respect of that part.
Article 1016: Conventional Return
(1)The contract may provide for the return of the goods given, either in the case when the
donor would predecease to the donor or for the case when both the donor and his/her
descendants would predeceas to the donor.
(2)If the donation concerns goods subject to publicity formalities, both the right of the donor
and the right of return are subject to these formalities.
SECTION 2:Effects of the donation
Article 1017: Donor liability
In the execution of the donation, the disposer is liable only for fraud and serious fault.
Article 1018: Anti-eviction guarantee
(1)The donor is not liable for eviction unless he has expressly promised the guarantee or if
the eviction arises from his deed or from a circumstance affecting the right transmitted, which
he knew and did not communicate to the donor at the conclusion of the contract.
(2)In the case of donation with tasks, within the limit of their value, the donor is liable for
eviction as the seller.
Article 1019: The guarantee against hidden vices
(1)The donor is not responsible for the hidden vices of the donated good.
(2)However, if he has known the hidden vices and has not brought them to the attention of
the donor at the conclusion of the contract, the donor is obliged to repair the damage caused
to the donor by these vices.
(3)In the case of donation with tasks, within the limit of their value, the donor is liable for
hidden vices like the seller.
SECTION 3:Revocation of the donation
SUBSECTION 1:Common provisions
Article 1020: Grounds for revocation
The donation may be revoked for ingratitude and for non-execution without justification of
the tasks to which the donor was obliged.
Article 1021: Mode of operation
Revocation for ingratitude and for failure to perform duties does not operate by law.
Article 1022: Revocation of the donation promise
(1)The promise of donation shall be revoked de jure if, prior to its execution, one of the cases
of revocation for ingratitude referred to in Article 1.023 arises.
(2)Also, the promise of donation is revoked de jure when, prior to its execution, the material
situation of the promissor has deteriorated to such an extent that the execution of the promise
has become excessively onerous for him or the promissor has become insolvent.
SUBSECTION 2:Revocation for ingratitude
Article 1023: Cases
The donation is revoked for ingratitude in the following cases:
a)if the donor has encroached on the life of the donor, of a person close to him or, knowing
that others intend to attack, has not notified him;
b)if the donor is guilty of criminal acts, cruelties or serious insults towards the donor;
c)if the donor unjustifiably refuses to provide food to the donor in need, within the limit of
the current value of the donated asset, but taking into account the state in which the asset was
at the time of the donation.
Article 1024: Request for revocation
(1)The right to an action seeking revocation for ingratitude shall be time-barred within one
year from the day on which the donor knew that the donor had committed the act of
ingratitude.
(2)An action for revocation for ingratitude may be brought only against the donor. If the
donor dies after bringing the action, it can be continued against the heirs.
(3)An application for revocation may not be made by the donor's heirs unless the donor has
died within the time limit laid down in paragraph 1 without having forgiven the donor. The
heirs may also bring the action for revocation within one year from the date of the donor's
death, if the donor died without having known the cause of revocation.
(4)The action started by the donor can be continued by his/her heirs.
Article 1025: General effects of revocation
(1)In case of revocation for ingratitude, if the return in kind of the donated good is not
possible, the donor will be obliged to pay its value, counted on the date of settlement of the
case.
(2)Following the revocation of the donation for ingratitude, the donor will be obliged to
return the fruits he has collected from the date of submission of the request for revocation of
the donation.
Article 1026: Special effects of revocation
Revocation for ingratitude shall have no effect on the rights in rem in respect of the donated
property acquired from the donor for consideration by bona fide third parties, nor on the
guarantees provided in favour thereof. In the case of goods subject to publicity formalities,
the third party's right must have been entered prior to the registration of the request for
revocation in the relevant publicity registers.
SUBSECTION 3:Revocation for failure to perform the task
Article 1027: Actions in case of non-performance of the task
(1)If the donor fails to perform the task to which he or she is bound, the donor or his
successors in title may request either the performance of the task or the revocation of the
donation.
(2)If the task has been stipulated in favour of a third party, he may require only the
performance of the task.
(3)The right to action requesting the execution of the task or the revocation of the donation is
time-barred within 3 years from the date on which the task had to be performed.
Article 1028: Extent of the obligation to perform
The donor is required to perform the task only within the limit of the value of the donated
asset, discounted at the date on which the task was to be performed.
Article 1029: Effects
When the donation is revoked for failure to perform the duties, the asset re-enters the
patrimony of the donor free of any rights established in the meantime over it, subject to the
provisions of Article 1.648.
SECTION 4:Donations to future spouses for the purpose of marriage and donations
between spouses
Article 1030: Lapse of donations
Donations made to the future spouses or to one of them, under the condition that the marriage
is concluded, shall not take effect if the marriage is not concluded.
Article 1031: Revocability of donation between spouses
Any donation made between the spouses is revocable only during the marriage.
Article 1032: Nullity of the donation between the spouses
The nullity of the marriage entails the relative nullity of the donation made to the husband of
bad faith.
Article 1033: Simulated Donations
(1)Any simulation in which the donation represents the secret contract in order to circumvent
the revocability of donations between the spouses is null and void.
(2)Any relative of the donor whose inheritance he would have a vocation at the time of the
donation and who did not result from the marriage with the donor is presumed to be an
interposed person, until proven otherwise.
CHAPTER III:Testament
SECTION 1:General provisions
Article 1034: Notion
A will is the unilateral, personal and revocable act by which a person, called a testator,
orders, in one of the forms required by law, for the time when he will no longer be alive.
Article 1035: Content of the will
The will contains provisions regarding the estate or the assets that are part of it, as well as the
direct or indirect designation of the legatee. Alongside these provisions, or even in the
absence of such provisions, the will may contain provisions relating to division, revocation of
previous testamentary dispositions, disinheritance, appointment of executors of the will,
burdens on legatees or legal heirs, and other provisions which take effect after the testator's
death.
Article 1036: Mutual will
Under penalty of absolute nullity of the will, two or more persons may not, by the same will,
dispose of each other in favour of the other or in favour of a third party.
Article 1037: Proof of the will
(1)Any person claiming a right based on a will must prove its existence and content in one of
the forms prescribed by law.
(2)If the will has disappeared by a fortuitous or force majeure case or by the deed of a third
party, either after the testator's death or during his life, but without him having known his
disappearance, the validity of the form and the content of the will may be proved by any
means of proof.
Article 1038: Testator's consent
(1)The will is valid only if the testator had discernment and his consent was not vitiated.
(2)The fraud may entail the annulment of the will even if the dolosive manipulations were not
committed by the beneficiary of the testamentary dispositions nor were they known to him.
Article 1039: Interpretation of the will
(1)The rules for the interpretation of contracts are also applicable to the will, insofar as they
are compatible with its legal characters.
(2)The extrinsic elements of the testamentary deed can only be used to the extent that they are
based on intrinsic ones.
(3)The legacy in favour of the creditor is not presumed to be made in the compensation of his
claim.
SECTION 2:Forms of will
Article 1040: Forms of ordinary will
The ordinary will may be handwritten or authentic.
Article 1041: Holographic will
Under penalty of absolute nullity, the holographic will must be written in its entirety, dated
and signed by the testator's hand.
Article 1042: Opening of a holographic will
(1)Before being executed, the holographic will will will be presented to a notary public to be
endorsed for unchanging purposes.
(2)During the successional procedure, the civil-law notary proceeds, in accordance with the
special law, to the opening and validation of the holographic will and submits it in the
succession file. The opening of the will and the state in which it is located shall be established
by the minutes.
(3)Those interested may receive, after endorsement for unchanging, at their own expense,
certified copies of the holographic will.
(4)After the completion of the successional procedure, the original of the will is handed over
to the legatees, according to the agreement between them, and in the absence thereof, to the
person designated by court decision.
Article 1043: Authentic will
(1)The will is authentic if it has been authenticated by a notary public or by another person
vested with public authority by the state, according to the law.
(2)Upon authentication, the testator may be assisted by one or 2 witnesses.
Article 1044: Drawing up an authentic will
(1)The testator dictates his orders before the notary, who takes care of the writing of the
document and then reads it to him or, as the case may be, gives it to him to read it, expressly
mentioning the completion of these formalities. If the disposer had already drafted the deed
of last will, the authentic will will be read to him by the notary.
(2)After reading, the disposer must declare that the act expresses his last will.
(3)The will is then signed by the testator, and the conclusion of authentication by the notary.
Article 1045: Authentication in particular situations
(1)In the case of those who, because of infirmity, illness or any other cause, are unable to
sign, the notary public, by performing the deed, shall mention this circumstance in the
conclusion he draws up, the mention thus made taking the place of the signature. The
mention will be read to the testator by the notary, in the presence of 2 witnesses, this
formality making up for the absence of the testator's signature.
(2)The declaration of will of the deaf, dumb or deaf, literate, shall be given in writing before
the notary public, by the registration by the party, before the signature, of the mention "I
consent to this act, which I have read".
(3)If the deaf, dumb or deaf person is, for any reason, unable to write, the declaration of will
shall be made by an interpreter, the provisions of paragraph 1 being applied accordingly.
(4)In order to take the consent of a blind person, the notary public will ask if he heard well
when the contents of his will were read, recording this in the authentication conclusion.
Article 1046: Registration of authentic will
In order to inform the persons who justify the existence of a legitimate interest, the notary
who authenticates the will has the obligation to immediately enter it in the National Notary
Register kept in electronic format, according to the law. Information on the existence of a
will can only be given after the testator's death.
Article 1047: Privileged wills
(1)A will may be validly drawn up in the following special circumstances:
a)before a competent official of the local civil authority in the event of epidemics, disasters,
wars or other such exceptional circumstances;
b)in front of the master of the vessel or the one who replaces it, if the testator is on board a
vessel flying the flag of Romania, during a sea or river voyage. A will drawn up on board an
aircraft is subject to the same conditions;
c)in front of the commander of the military unit or the one who replaces him, if the testator is
military or, without having this quality, is employed or provides services within the armed
forces of Romania and cannot address a notary public;
d)in front of the director, the chief doctor of the health institution or the chief doctor of the
service or, in their absence, in front of the on-call doctor, as long as the disposer is
hospitalized in a health institution where the notary public does not have access.
(2)In all the cases provided for in paragraph 1, it is mandatory that the will be drawn up in the
presence of 2 witnesses.
(3)The privileged will is signed by the testator, the investigating agent and the 2 witnesses. If
the testator or one of the witnesses is unable to sign, mention shall be made of the cause that
prevented him from signing.
(4)The provisions of paragraph 3 shall be provided for under penalty of absolute nullity.
(5)The provisions of Article 1.042 shall also apply accordingly in respect of the privileged
will.
Article 1048: Lapse of privileged wills
(1)The privileged will lapses 15 days after the date when the disposer could have tested in
any of the ordinary forms. The time limit shall be suspended if the testator has reached a state
in which it is not possible for him to test.
(2)The provisions of paragraph (1) shall not apply to the testamentary provision recognising a
child.
Article 1049: Will of the amounts and securities deposited
(1)The testamentary provisions on sums of money, securities or securities deposited with
specialised institutions shall be valid in compliance with the formal requirements laid down
by the special laws applicable to those institutions.
(2)Specialized institutions will not be able to hand over the legacy having as object sums of
money, values or securities only on the basis of the court decision or the certificate of heir
establishing the validity of the testamentary disposition and the quality of legatee, the
provisions regarding the report and reduction being applicable.
(3)Credit institutions shall be required, when their customers establish a testamentary
disposition, to immediately communicate its entry in the register provided for in Article 1046.
Article 1050: Conversion of the Testamentary Form
A will void due to a formal defect takes effect if it meets the conditions laid down by law for
another testamentary form.
SECTION 3:Voluntary revocation of the will
Article 1051: Express voluntary revocation
(1)A will may be expressly revoked, in whole or in part, only by an authentic notarial deed or
by a subsequent will.
(2)A will that revokes a previous will may be drawn up in a different form from that of the
revoked will.
(3)The express revocation of the will made by an authentic notarial deed or by an authentic
will shall be immediately entered by the notary in the national notarial register provided for
in Article 1046.
Article 1052: Tacit voluntary revocation
(1)The testator may also revoke the holographic will by destroying, breaking or erasing it.
The deletion of an order of the holographic will by the testator implies the revocation of that
provision. Changes made by deletion shall be signed by the testator.
(2)The destruction, tearing or erasure of the holographic will, known to the testator, shall also
entail revocation, provided that he has been able to restore it.
(3)A subsequent will shall revoke the earlier will only to the extent that it contains provisions
to the contrary or incompatible with it. The effects of revocation are not removed in case of
lapse or revocation of the subsequent will.
Article 1053: Withdrawal of revocation
(1)The revocatory order may be expressly withdrawn by authentic notarial deed or by will.
(2)The withdrawal of a revocatory provision shall remove the effects of revocation, unless the
testator has expressed his will to the contrary or if this intention of the testator results from
the specific circumstances. The provisions of Article 1.051(3) shall remain applicable.
(3)The withdrawal of a revocatory order made by an authentic notarial deed or by an
authentic will shall be immediately entered by the notary in the national notary register
provided for in Article 1.046.
SECTION 4:The Legacy
SUBSECTION 1:Related categories
Article 1054: Classification of legacies
(1)Legacies are universal, universal or with a particular title.
(2)The binding can be simply, with term, under condition or with pregnancy.
Article 1055: The Universal Bond
The universal legacy is the testamentary disposition which gives one or more persons a
vocation to the entire inheritance.
Article 1056: The universal binding
(1)The universal covenant is the testamentary disposition which gives one or more persons a
vocation to a fraction of the inheritance.
(2)A fraction of the inheritance means:
a)or the ownership of a share of it;
b)or a dismemberment of ownership of all or part of the inheritance;
c)either the ownership or dismemberment of all or part of the universality of the goods
determined by their nature or origin.
Article 1057: The binding with a particular title
Any binding that is not universal or with a universal title is a binding with a particular title.
SUBSECTION 2:Related effects
Article 1058: Fruits of the goods constituting the object of the legacy
The legatee shall be entitled to the fruits of the assets of the inheritance due to him from the
day of the opening of the inheritance or from the day on which the legatee takes effect in
respect of him, unless the person who possessed the assets constituting the object of the
legacy was in good faith.
Article 1059: Rights of the legatee in particular
(1)The legatee with a particular title of a determined individual asset acquires his property
from the date of the opening of the inheritance.
(2)The legatee with a particular title of some gender assets is the holder of a claim on
inheritance. Unless otherwise provided by the testator, the person in charge of the execution
of this legacy is obliged to hand over goods of medium quality.
Article 1060: Excessive load on the binding with a particular title
(1)If the legatee cannot perform the task with which his legatee is encumbered without
exceeding the value of the goods received under it, he may be released by handing over to the
beneficiary of the task the goods left to him by the legacy or their value.
(2)The value of the goods left by the legatee and of the charges will be that from the date of
the opening of the inheritance.
Article 1061: Accessories of the goods which are the subject of a legacy with a particular
title
(1)The asset which is the object of a legatee with a particular title shall be handed over with
its accessories, in the state in which it is found at the time of the opening of the inheritance.
(2)The legacy also includes the right to an action for compensation for the damage caused to
the property by a third party after the drawing up of the will.
(3)The legacy of an asset which, after the drawing up of the will, has experienced
quantitative, qualitative or value increases through joining, autonomous works, works added
or the acquisition of other goods within a universality is presumed, until proven otherwise, to
concern the whole good or the universality resulting.
Article 1062: Legacy of a life annuity or maintenance claim
Where the object of the legacy includes a life annuity or a maintenance claim, its enforcement
is due from the day of the opening of the inheritance.
Article 1063: Alternate link
If the legatee with a private title has been left either an asset or another, the right of choice
lies with the person bound to execute the legacy, if the testator has not conferred this right on
the legatee or a third party.
Article 1064: The bonding of another's good
(1)Where the individual specific asset which has been the subject of a particular legacy
belongs to a person other than the testator and is not included in his estate at the time of the
opening of the estate, then the provisions of this Article shall apply.
(2)If, at the time of drawing up the will, the testator did not know that the asset was not his
own, the legacy is voidable.
(3)If the testator knew that the asset was not his own, the person in charge of executing the
legacy is obliged, at his choice, to give either the good in kind or its value from the date of
the opening of the inheritance.
Article 1065: Connective bonding
(1)The legacy with a particular title is presumed to be connective when the testator has left,
by the same will, an individually or generically determined asset to several legatees with a
particular title, without specifying the part of each one.
(2)In the case of the connective bond, if one of the legatees does not want or cannot receive
the legatee, his share will benefit the other legatees.
(3)The provisions of paragraph (2) shall also apply when the object of the connective bond
constitutes a dismemberment of the right to property.
Article 1066: Expenses of handing over the legacy
In the absence of a testamentary or legal provision to the contrary, the costs of handing over
the legacy are borne by the inheritance, without thereby affecting the reserved portion.
Article 1067: The right of preference of the creditors of the inheritance to the legatees
(1)The creditors of the inheritance are entitled to be paid with priority over the legatees.
(2)If the particular legacies exceed the net assets of the inheritance, they will be reduced to
the extent of the overrun, at the request of the creditors of the inheritance or of the one who is
obliged to execute them.
(3)If, without knowledge of certain debts or burdens of the inheritance, a legacy has been
enforced, the legal or testamentary heir, the creditors or any interested person may request
restitution from the legatee paid, to the extent that the legacy is to be reduced.
SUBSECTION 3:Ineffectiveness of the links
Article 1068: Voluntary revocation of the legacy
(1)Legacies are subject to the provisions on the voluntary revocation of the will.
(2)Any alienation of the asset that is the object of a particular bond, consented by the testator,
even if it is affected by the modalities, implicitly revokes the legacy for everything that has
been alienated.
(3)The ineffectiveness of the disposal shall not affect revocation unless:
a)it is determined by the inability or vitiation of the testator's will; or
b)the disposal is a donation to the beneficiary of the legatee and was not made under
conditions or with tasks substantially different from those affecting the legacy.
(4)The voluntary destruction by the testator of the asset that constitutes the object of the
legacy with a particular title implicitly revokes the legacy.
Article 1069: Judicial revocation
(1)The judicial revocation of the legacy may be requested in the event of failure, without
justification, to fulfil the task established by the testator. The fortuitous failure to perform the
task may entail revocation only if, according to the testator's will, the effectiveness of the
legacy is conditioned by the execution of the task.
(2)The judicial revocation of the legacy may also be requested for ingratitude in the
following cases:
a)if the legatee has encroached on the life of the testator, of a person close to him or, knowing
that others intend to attack, has not notified him;
b)if the legatee is guilty of criminal acts, cruelties or serious insults towards the testator or of
serious insults against the testator's memory.
Article 1070: Limitation period
The right of action for judicial revocation of the legatee shall be time-barred within one year
from the date on which the heir knew of the act of ingratitude or, as the case may be, from the
date on which the task had to be performed.
Article 1071: Lapse of the bond
Any binding becomes obsolete when:
a)the legatee is no longer alive at the time of the opening of the inheritance;
b)the legatee is incapable of receiving the legatee at the time of the opening of the
inheritance;
c)the legatee is unworthy;
d)the legatee gives up the legatee;
e)the legatee dies before the expiry of the suspensive condition affecting the legacy, if it was
of a purely personal character;
f)the asset forming the object of the legacy with a particular title has perished entirely for
reasons beyond the testator's will, during the testator's life or before the fulfillment of the
suspensive condition affecting the binding.
Article 1072: The destination of the goods being the object of an ineffective link
The ineffectiveness of the legacy due to nullity, revocation, lapse or dissolution for the non-
fulfillment of the suspensive condition or for the fulfillment of the resolutory condition
benefits the heirs whose inheritance rights would have been reduced or, as the case may be,
removed by the existence of the legacy or who had the obligation to execute the legacy.
Article 1073: The regime of the binding-load
Except in the case provided for in article 1.071 letter f), the lapse or judicial revocation of a
legacy encumbered with a legacy in favour of a third party shall not entail the ineffectiveness
of the latter legatee. Heirs who benefit from the ineffectiveness of the legacy are obliged to
execute the legacy-task.
SECTION 5:Disinheritance
Article 1074: Notion
(1)Disinheritance is the testamentary disposition by which the testator removes from
inheritance, in whole or in part, one or more of his legal heirs.
(2)Disinheritance is direct when the testator orders by will the removal from the inheritance
of one or more legal heirs and indirect when the testator establishes one or more legatees.
Article 1075: Effects
(1)In case of disinheritance of the surviving spouse, the heirs of the class with which he/she
comes into competition shall collect the remaining part of the inheritance after the allocation
of the share due to the surviving spouse as a result of the disinheritance.
(2)If, as a result of disinheritance, in addition to the surviving spouse, both the disinherited
and those who benefit from disinheritance come to inherit, the latter reaps the remaining part
after the assignment of the share of the surviving spouse and the share of the disinherited
spouse.
(3)When, as a result of disinheritance, an heir receives a share lower than his legal quota, the
heir with whom he comes into the contest collects the part that would have gone to the
disinherited one.
(4)If, as a result of disinheritance, a person is totally removed from the inheritance, the share
that would have been due to him shall be attributed to the heirs with whom he would have
come in the contest or, in their absence, to the subsequent heirs.
(5)The provisions laid down in paragraphs 1 to 4 may not benefit persons incapable of being
bound.
Article 1076: Invalidity
(1)The testamentary disposition by which the legal heirs were disinherited is subject to the
grounds of nullity, absolute or relative, provided by law.
(2)The limitation period for the right to an action for annulment runs from the date on which
the disinherited became aware of the testamentary disposition by which they were removed
from the inheritance, but not earlier than the date of the opening of the inheritance.
SECTION 6:Testamentary execution
Article 1077: Appointment and mission of the executor
(1)The testator may appoint one or more persons, giving them the necessary power of
attorney to execute the testamentary dispositions. The executor of the will may also be
appointed by a third party determined by the will.
(2)If more than one executor of the will has been appointed, either of them may act without
the assistance of the others, unless the testator has otherwise ordered or divided their duties.
(3)The powers of the executor of the will may be exercised from the date of acceptance of the
mission by authentic notarial declaration.
Article 1078: Executor's capacity
A person who lacks legal capacity or has limited legal capacity cannot be an executor of the
will.
Article 1079: Right of administration
(1)The executor of the will has the right to administer the estate for a period of no more than
2 years from the date of opening of the inheritance, even if the testator has not expressly
conferred on him this right.
(2)By will, the right of administration may be restricted to a part of the estate or to a shorter
term.
(3)The term of 2 years may be extended by the court, for good reasons, by granting
successive terms of one year each.
Article 1080: Powers of the executor
(1)Executor of the will:
a)will request, in accordance with the law, the placing of seals, if among the heirs there are
also minors, persons who benefit from judicial counseling or special or missing guardianship;
b)will insist on making the inventory of the assets of the inheritance in the presence or
summoning of the heirs;
c)will ask the court to approve the sale of the property, in the absence of sufficient amounts
for the enforcement of the legacies. The court may approve the sale of the estate only if there
are no forced heirs;
d)will do its due diligence for the execution of the will, and in case of opposition, to defend
its validity;
e)will pay the debts of the inheritance if he has been empowered to do so by will. In the
absence of such a power of attorney, the executor of the will will be able to pay the debts
only with the consent of the court;
f)will collect the inheritance claims.
(2)The testator may order that the executor of the will proceed to the division of the assets of
the inheritance. The division takes effect only if the draft submitted by the executor has been
approved by all the heirs.
Article 1081: Transmission of execution
(1)The executor's powers cannot be passed on.
(2)The mission of the executor of the will appointed in consideration of a particular function
may be continued by the person taking over that function.
Article 1082: Obligation to account and liability of the bailiff
(1)At the end of each year and upon termination of his/her duties, the executor of the will is
obliged to account for his/her management, even if there are no forced heirs. This obligation
is passed on to the heirs of the executor.
(2)The executor of the will responds as a trustee in connection with the execution of the
testamentary dispositions.
(3)If several executors of the will have been appointed, their liability is joint and several,
unless the testator has divided their duties and each of them has limited themselves to the task
entrusted to them.
Article 1083: Remuneration of the executor
The executor's mission is free of charge if the testator has not established a remuneration in
charge of the inheritance.
Article 1084: Payment of expenses
The expenses incurred by the executor of the will in the exercise of his powers shall be borne
by the inheritance.
Article 1085: Termination of execution
The testamentary execution may cease:
a)by the performance or impossibility of carrying out the mission received;
b)by waiving in the form of an authentic notarial declaration;
c)by the death of the executor of the will;
d)by instituting judicial counseling or special guardianship with regard to the executor of the
will;
e)by the revocation by the court of the executor of the will who fails to carry out his or her
mission or performs it improperly;
f)by the expiry of the period within which the right of administration is exercised, unless the
court decides to extend the time limit.
CHAPTER IV:Reserved portion, available share and reduction of excessive liberalities
SECTION 1:Reserved portion and available contribution
Article 1086: The notion of reserved portion
The reserved portion is the part of the assets of the inheritance to which the forced heirs are
entitled by virtue of the law, even against the will of the deceased, manifested by liberalities
or disinheritances.
Article 1087: Forced heirs
The surviving spouse, the privileged descendants and ascendants of the deceased are the
forced heirs.
Article 1088: Extent of the reserved portion
The reserved portion of each forced heir is half of the share of the estate which, in the
absence of liberalities or disinheritances, would have been due to him as the legal heir.
Article 1089: The notion of available contribution
The available share is the part of the assets of the inheritance which is not reserved by law
and which the deceased could dispose of unhindered by liberalities.
Article 1090: Special available contribution of the surviving spouse
(1)Unbearable liberalities made to the surviving spouse, who comes to inherit in competition
with descendants other than those common to them, cannot exceed a quarter of the
inheritance, nor the part of the descendant who received the least.
(2)If the deceased has not, through liberalities, disposed of the difference between the
available rate established in accordance with Article 1089 and the special disposable fee, then
this difference lies with the descendants.
(3)The provisions of paragraphs 1 and 2 shall apply accordingly where the descendant
referred to in paragraph 1 has been directly disinherited and the surviving spouse would
benefit from such disinheritance.
SECTION 2:Reduction of excessive liberalities
Article 1091: Determination of the reserved portion and the available contribution
(1)The value of the estate, on the basis of which the reserved portion and the available
contribution are determined, is established as follows:
a)determining the gross asset of the inheritance, by summing up the value of the assets
existing in the successional patrimony at the date of opening the inheritance;
b)determination of the net asset of the inheritance, by deducting the liability of the estate
from the gross asset;
c)the fictitious reunion, just for the calculation, at the net asset, of the value of the donations
made by the one who leaves the inheritance.
(2)For the purposes of applying paragraph 1(c), the value at the time of the opening of the
inheritance of the donated goods shall be taken into account, taking into account, however,
their condition at the time of the donation, minus the value of the burdens assumed by the
donation contracts. If the property was disposed of by the donor, their value at the time of the
disposal shall be taken into account. If the donated goods have been replaced by others,
account shall be taken of the value, at the time of the opening of the inheritance, of the assets
entered into the estate and their condition at the time of acquisition. However, if the
devaluation of the assets entered into the estate was inevitable at the time of acquisition, by
virtue of their nature, the replacement of the assets is not taken into account. To the extent
that the donated good or the one who replaced it has perished fortuitously, regardless of the
date of destruction, the donation will not be subject to fictitious reunion. The amounts of
money are subject to indexation in relation to the inflation index, corresponding to the period
between the date of their entry into the donor's patrimony and the date of opening of the
inheritance.
(3)In determining the reserve, account shall not be taken of the usual gifts, of remunerative
donations and, in so far as they are not excessive, of sums spent on the maintenance or, where
appropriate, training of descendants, parents or spouses, nor of wedding expenses.
(4)Until proven otherwise, the disposal for consideration to a descendant or privileged
ascendant or to the surviving spouse is presumed to be a donation if the disposal was made
subject to usufruct, use or abitation or in exchange for life maintenance or a life annuity. The
presumption operates only in favour of the descendants, the privileged ascendants, and the
surviving spouse of the deceased if they have not consented to the disposal.
(5)The reserved portion and the available contribution shall be calculated on the basis of the
amount determined in accordance with paragraph 1. In determining the reserve, no account
shall be taken of those who have renounced the inheritance, with the exception of those
bound by the report, in accordance with Article 1.147(2).
Article 1092: Mode of operation
After the opening of the inheritance, liberalities that violate the reserved portion are subject to
reduction upon request.
Article 1093: People who can request the reduction
The reduction of excessive liberalities may be demanded only by the forced heirs, their
successors, as well as by the unsecured creditors of the forced heirs.
Article 1094: Ways of achieving reduction
(1)The reduction of excessive liberalities can be achieved through the goodwill of those
concerned.
(2)In the absence of such an agreement, the reduction may be invoked before the court by
way of exception or by way of action, as the case may be.
(3)In the case of a number of forced heirs, the reduction operates only within the limit of the
reserve quota due to the one who requested it and benefits only to him.
Article 1095: Limitation period
(1)The right to action for reduction of excessive liberalities shall be time-barred within 3
years from the date of opening the inheritance or, as the case may be, from the date on which
the forced heirs lost possession of the assets forming the object of the liberalities.
(2)In the case of excessive liberalities whose existence was not known to the forced heirs, the
limitation period shall begin to run from the date on which they became aware of their
existence and excessiveness.
(3)The exception of reduction is imprescriptible extinctive.
Article 1096: The order of reduction
(1)Legacies are reduced before donations.
(2)The bindings are all reduced at once and proportionally, unless the testator has ordered
that certain links will have preference, in which case the others related will be reduced first.
(3)Donations are reduced successively, in the reverse order of their date, starting with the
newest.
(4)Concurrent donations are reduced all at once and proportionally, unless the donor has
ordered that certain donations will have preference, in which case the other donations will be
reduced first.
(5)If the beneficiary of the donation that should be reduced is insolvent, the reduction of the
previous donation will be carried out.
Article 1097: Effects of reduction
(1)The reduction has the effect of ineffectiveness of the legacies or, as the case may be, the
abolition of donations to the extent necessary to complete the reserved portion.
(2)The replenishment of the reserve, as a result of the reduction, is carried out in nature.
(3)The reduction is achieved by equivalent if, before the opening of the inheritance, the donor
disposed of the asset or constituted real rights on it, as well as when the asset perished for a
reason attributable to the donor.
(4)Where the donation subject to the reduction has been made to a forced heir who is not
bound by the donation report, he may keep in his reserve account the part that exceeds the
available fee.
(5)If the donor is a successor bound to the report, and the party subject to reduction
represents less than half of the value of the donated asset, the reserved donor may keep the
asset, and the reduction necessary to complete the reserve of the other reserved heirs will be
made by taking less or by monetary equivalent.
(6)In the case of replenishment of the reserve in kind, gratification shall retain the fruits of
the part of the good in excess of the available levy, collected until the date on which those
entitled have requested the reduction.
Article 1098: Reduction of special liberalities
(1)If the donation or legacy has as its object a usufruct, use or abitation or an annuity or life
maintenance, the forced heirs have the right either to execute the liberality as stipulated, or to
abandon the ownership of the available share in favor of the beneficiary of the liberality, or to
request the reduction according to the common law.
(2)If the forced heirs do not agree on the option, the reduction will be made according to the
common law.
Article 1099: Imputation of liberalities
(1)If the beneficiary of the liberality is not a forced heir, the liberality received is imputed to
the available contribution, and if it exceeds it, it is subject to reduction.
(2)If the gratified is a forced heir and the liberality is not subject to the report, it shall be
charged against the available contribution. Where appropriate, the excess shall be charged to
the reserve quota to which the gratified is entitled and, if it exceeds it, shall be subject to
reduction.
(3)If the gratified is the forced heir and the liberality is subject to the report, it shall be
charged against the reserve of the gratified one, and if it exists, the surplus shall be charged
against the available levy, unless the disposer has stipulated its imputation to the global
reserve. In the latter case, only the part exceeding the overall reserve shall be charged against
the available share. In all cases, if the available levy is exceeded, the liberality is subject to
reduction.
(4)If there is more than one liberality, the imputation shall be made according to paragraphs
(1) to (3), taking into account also the order of reduction of excessive liberalities.
TITLE IV:Transmission and division of inheritance
CHAPTER I:Inheritance Transmission
SECTION 1:General provisions
Article 1100: The notions of successional and successional option
(1)The one called to inherit under the law or the will of the deceased may accept the
inheritance or renounce it.
(2)Successional means the person who meets the conditions laid down by law to inherit, but
who has not yet exercised his right of option of succession.
Article 1101: Legal characters of the option
Under penalty of absolute nullity, the option of succession is indivisible and cannot be
affected by any means.
Article 1102: Multiple vocation to inheritance
(1)The heir who, on the basis of the law or the will, accumulates several vocations to
inheritance has, for each of them, a distinct right of option.
(2)The legatee called to inherit and as a legal heir will be able to exercise his/her choice in
any of these qualities. If, although the reservation was not violated, it appears from the will
that the deceased wished to reduce the share that would have been due to the legatee as legal
heir, the latter can choose only as a legatee.
Article 1103: Term probate option
(1)The right of option of succession shall be exercised within one year from the date of the
opening of the inheritance.
(2)The term of the option flows:
a)from the date of birth of the one called to inherit, if the birth occurred after the opening of
the inheritance;
b)from the date of registration of the death in the civil status register, if the registration is
made on the basis of a court decision declaring the death of the person leaving the
inheritance, unless the successor knew the fact of death or the decision declaring death at an
earlier date, in which case the time limit runs from the latter date;
c)from the date on which the legatee knew or should have known his legatee, if the will
containing this legacy is discovered after the opening of the inheritance;
d)from the date on which the successor knew or should have known the relationship of
kinship on which his vocation to the inheritance is based, if that date is subsequent to the
opening of the inheritance.
(3)The provisions contained in Book VI concerning suspension and reinstatement of the
extinctive limitation period shall apply to the period provided for in paragraph 1.
Article 1104: Extension of time limit
(1)If the successor has requested the drawing up of the inventory prior to the exercise of the
right of succession option, the option term shall not expire earlier than two months from the
date on which the inventory report is communicated to him/ her.
(2)During the period of the inventory, the successor may not be regarded as heir unless he has
accepted the inheritance.
Article 1105: Retransmission of the right of option
(1)The heirs of the deceased without having exercised the right of option to inherit shall
exercise it separately, each for his part, within the time limit applicable to the right of option
regarding the inheritance of their author.
(2)In the case referred to in paragraph 1, the party of the relinquishing successor shall take
advantage of the other heirs of his author.
SECTION 2:Acceptance of inheritance
Article 1106: Freedom of acceptance of inheritance
No one may be compelled to accept an inheritance due to him.
Article 1107: Acceptance of inheritance by creditors
The creditors of the successor may accept the inheritance, obliquely, to the extent that their
claim is satisfied.
Article 1108: Types of acceptance
(1)Acceptance may be express or tacit.
(2)Acceptance is express when the successor explicitly acquires the title or capacity of heir
by an authentic deed or under private signature.
(3)Acceptance is tacit when the successor does an act or fact that he could only do as heir.
Article 1109: Registration of acts of acceptance
If the acceptance is made through an authentic document, the declaration of acceptance will
be entered in the national notary register, kept in electronic format, according to the law.
Article 1110: Acts with the value of tacit acceptance
(1)Acts of legal provision concerning part or all of the rights over the inheritance shall
entail its tacit acceptance. There are such acts:
a)the disposal, free of charge or for consideration, by the successor of the rights over the
inheritance;
b)renunciation, even free of charge, for the benefit of one or more specific heirs;
c)the renunciation of the inheritance, for consideration, even in favour of all the joint heirs or
subsequent heirs.
(2)Also, the acts of disposition, final administration or use of assets from inheritance may
have the value of tacit acceptance of inheritance.
(3)The acts of preservation, supervision and provisional administration shall not be worth
acceptance, if it does not appear from the circumstances in which they were carried out that
the successor has acquired through them the status of heir.
(4)Acts of an urgent nature, the fulfilment of which is necessary for the normal valorisation,
in the short term, of the assets of the inheritance are considered to be provisional
administration.
Article 1111: Declaration of non-acceptance
The successor who intends to perform an act that may have the meaning of accepting the
inheritance, but who wishes that by this he should not be considered an acceptor, must give in
this respect, before the performance of the deed, an authentic notarial declaration.
Article 1112: Presumption of waiver
(1)It is presumed, until proven otherwise, that the successor who, although he knew the
opening of the inheritance and his status as successor, did not exercise his right of succession
option, by accepting the inheritance or expressly renouncing the inheritance, within the one-
year period provided for in Article 1.103, has renounced the inheritance.
(2)The presumption of waiver operates, after the expiry of the one-year term from the
opening of the inheritance, if the successor, summoned under the law, does not prove the
exercise of the right of succession option. The summons must include, under penalty of its
nullity, in addition to the elements provided by the Code of Civil Procedure, the specification
that, if the successor has not exercised his/her right to accept the inheritance within the
limitation period provided for in Article 1.103, he/she is presumed to renounce the
inheritance.
Article 1113: Reduction of the option term
(1)For good reasons, at the request of any interested person, a successor may be obliged, with
the application of the procedure provided by law for the presidential order, to exercise his
right of successional option within a time limit set by the court, shorter than that provided for
in Article 1.103.
(2)The successor who does not opt within the time limit set by the court is deemed to have
waived the inheritance.
Article 1114: Effects of acceptance
(1)Acceptance strengthens the transmission of the inheritance made by full right at the time
of death.
(2)The universal legal heirs and legatees or on a universal basis are liable for the debts and
burdens of the inheritance only with the assets of the estate, in proportion to their share.
(3)The legatee with a particular title is not obliged to bear the debts and burdens of the
inheritance. By way of exception, he is liable for the liabilities of the inheritance, but
only with the asset or goods forming the object of the legacy, if:
a)the testator has expressly so ordered;
b)the right left by the legacy has as its object a universality, such as an inheritance collected
by the testator and not yet liquidated; in this case, the legatee is liable for the liabilities of that
universality;
c)the other assets of the inheritance are insufficient to pay the debts and burdens of the
inheritance.
(4)In case of disposal of the assets of the inheritance after its opening, the assets entered into
the estate through the effect of subrogation may be affected to the settlement of the debts and
burdens of the inheritance.
Article 1115: Drawing up the inventory
(1)The successors, the creditors of the inheritance and any interested person may ask the
competent notary to order an inventory of the assets from the estate, all expenses to be made
for this purpose being borne by the inheritance.
(2)If the successors or persons holding assets from the estate object, the inventory is ordered
by the court of the dwelling of the opening of the inheritance.
(3)The inventory shall be carried out by the person appointed by the agreement of the
successors and creditors or, in the absence of such an agreement, by the person appointed
either by the notary or, as the case may be, by the competent court.
Article 1116: Inventory report
(1)The inventory report includes the list, description and provisional valuation of the assets
that were in the possession of the deceased at the date of opening the inheritance.
(2)Assets whose ownership is contested shall be mentioned separately.
(3)The inventory shall include particulars of the estate's liabilities.
(4)The assets of the inheritance that are in the possession of another person will be
inventoried with the indication of their whereabouts and the reason why they are there.
(5)If, on the occasion of the inventory, any will left by the deceased is found, it will be
endorsed for unchanging and will be deposited in storage at the office of the notary public.
(6)The inventory shall be signed by the person who drew it up, by the successors who are at
the place of the inventory, and in their absence or in case of their refusal to sign, the
inventory will be signed by 2 witnesses.
Article 1117: Special measures for the preservation of goods
(1)If there is a danger of alienation, loss, replacement or destruction of the property, the
notary will be able to put the goods under seal or hand them over to a custodian.
(2)One of the successors may be appointed as custodian, with the consent of all those
concerned, and otherwise another person chosen by the notary.
(3)If the preservation of the assets of the inheritance requires certain expenses, they shall be
made, with the notary's consent, by the custodian referred to in paragraph 1 or, in the absence
of the custodian, by a special curator appointed by the notary for the administration of the
assets.
(4)The assets given in custody or in administration are handed over on the basis of a report
signed by the notary and the custodian or curator. If the handing over takes place at the same
time as the inventory, mention shall be made in the minutes, a copy of which shall be handed
over to the custodian or curator.
(5)The custodian or curator is obliged to return the assets and to account to the notary on the
costs of preservation or administration of these assets at the end of the probate proceedings or
when the notary considers it necessary.
(6)Anyone who considers himself aggrieved by the inventory drawn up or by the
conservation and administration measures taken by the notary public may lodge a complaint
with the competent court.
Article 1118: Special measures on the sums of money and other valuables
(1)If during the inventory will be found amounts of money, securities, cheques or other
valuables, they will be deposited in the notary deposit or at a specialized institution, making
mention about it and in the inventory report.
(2)From the amounts of money found at the inventory will be left to the heirs or those
who lived with the deceased and managed with him the amounts necessary for:
a)maintenance of persons who were in the charge of the deceased, for a maximum of 6
months;
b)payment of sums due on the basis of individual employment contracts or for the payment of
social security;
c)covering the expenses for the preservation and administration of the assets of the
inheritance.
Article 1119: Forced acceptance
(1)The successor who, in bad faith, has stolen or concealed assets from the estate or
concealed a donation subject to the relationship or reduction is considered to have accepted
the inheritance, even if he had previously renounced it. However, he will have no right to the
stolen or hidden property and, as the case may be, he will be obliged to report or reduce the
hidden donation without participating in the distribution of the donated asset.
(2)The heir in the situation referred to in paragraph 1 shall be required to pay the debts and
charges of the inheritance in proportion to his or her share of the estate, including his or her
own assets.
SECTION 3:Renunciation of inheritance
Article 1120: Form of renunciation
(1)Renunciation of the inheritance is not presumed, except in the cases provided for in
Articles 1.112 and 1.113(2).
(2)The waiver declaration shall be made in authentic form to any notary public or, as the case
may be, to the diplomatic missions and consular offices of Romania, under the conditions and
limits provided by the law.
(3)In order to inform third parties, the declaration of waiver shall be entered, at the expense
of the renouncer, in the national notary register, kept in electronic format, according to the
law.
Article 1121: Effects of quitting
(1)The successor who gives up is considered to have never been an heir.
(2)The relinquishment's share benefits the heirs he would have removed from the inheritance
or those whose party would have diminished it if he had accepted the inheritance.
Article 1122: Fraudulent opt-out
(1)The creditors of the successor who waived the inheritance in their fraud may ask the court
to revoke the waiver in respect of them, but only within 3 months from the date on which
they became aware of the waiver.
(2)The admission of the action for revocation shall produce the effects of the acceptance of
the inheritance by the successor debtor only in respect of the plaintiff creditor and within the
limit of his claim.
Article 1123: Revocation of the waiver
(1)Throughout the period of option, the relinquisher may revoke the waiver if the inheritance
has not already been accepted by other successors who are entitled to the party who would be
entitled to it, the provisions of Article 1.120 being applied accordingly.
(2)The revocation of the waiver is worth acceptance, the assets of the inheritance being taken
over in the state in which they are located and subject to the rights acquired by third parties
over those assets.
Article 1124: Limitation period
The right of action for annulment of acceptance or waiver shall be time-barred within 6
months, calculated in case of violence from its termination, and in other cases from the
moment when the holder of the right of action has known the cause of relative nullity.
SECTION 4:Sezina
Article 1125: Notion
In addition to the de facto dominion exercised over the successional patrimony, the sezina
also confers on the sezinary heirs the right to manage this patrimony and to exercise the rights
and actions of the deceased.
Article 1126: Sezinary heirs
The surviving spouse, the privileged descendants and ascendants are sezinary heirs.
Article 1127: Acquisition of sezina by non-rezinary legal heirs
(1)Non-resensional legal heirs acquire the sezina only by issuing the certificate of heir, but
with retroactive effect from the day of the opening of the inheritance.
(2)Until the inheritance has actually taken possession of the inheritance, the unseen legal heir
cannot be pursued as heir.
Article 1128: The entry of the universal legatee or with a universal title into the
dominion of the inheritance
(1)The universal legatee may request the entry into the de facto mastery of the inheritance
from the forced heirs. If such heirs do not exist or refuse, the universal legatee comes into
possession of the inheritance by issuing the certificate of heir.
(2)The legatee with a universal title may request the entry into the de facto possession of the
inheritance from the forced heirs or, as the case may be, from the universal legatee who came
into possession of the inheritance or from the non-reserved legal heirs who came into
possession of the inheritance, either by law or by issuing the certificate of heir. If such heirs
do not exist or refuse, the legatee on a universal basis comes into the possession of the
inheritance by issuing the certificate of heir.
Article 1129: Handing over the legacy with a private title
The legatee with a private title comes into possession of the object of the legatee from the day
on which it was handed over voluntarily or, in absentia, from the day of submission to the
court of the request for surrender.
SECTION 5:Petition of heredity
Article 1130: Persons who can obtain recognition of the status of heir
The heir with a universal or universal title may at any time obtain recognition of his/her status
as heir against any person who, claiming to be based on the title of heir, possesses all or part
of the assets in the estate.
Article 1131: Effects of recognition of heirhood
(1)The recognition of the status of heir obliges the untitled holder of the assets from the estate
to return these assets with the application of the rules provided for in Articles 1635 to 1649.
(2)In respect of legal acts concluded between the non-title holder of the estate and third
parties, the provisions of Article 960(3) shall apply accordingly.
SECTION 6:Certificate of inheritance
Article 1132: Notion
The certificate of heir is issued by the notary public and includes findings regarding the
successional patrimony, the number and quality of the heirs and their shares of this
patrimony, as well as other mentions provided by law.
Article 1133: Effects
(1)The certificate of inheritance proves the status of heir, legal or testamentary, as well as the
proof of the property right of the accepting heirs over the assets of the successional estate, in
the share due to each of them.
(2)In order to establish the composition of the estate, the civil-law notary first proceeds to the
liquidation of the matrimonial property regime.
Article 1134: Invalidity
Those who consider themselves aggrieved in their rights by issuing the certificate of
inheritance may request the court to establish or, as the case may be, declare its nullity and
establish their rights, according to the law.
CHAPTER II:Vacant Legacy
Article 1135: Notion
(1)If they are not legal or testamentary heirs, the inheritance is vacant.
(2)If only a part of the estate has been assigned by the legacy and there are no legal heirs or
their vocation has been restricted as a result of the will left by the deceased, the part of the
inheritance left untribued is vacant.
Article 1136: Provisional administration of the assets of the inheritance
(1)As long as the inheritance has not been accepted or if the successor is not known, the
competent notary public may appoint a special curator of the inheritance to defend the rights
of the heir, possibly having the rights and administrative duties provided for in Article
1117(3) to (5).
(2)In the cases referred to in paragraph 1, actions against inheritance shall be brought against
a special curator, appointed by the competent notary public, at the request of the plaintiff.
(3)If there are indications that the inheritance is to be declared vacant, the competent notary
public shall also be aware of the body representing the commune, the city or, as the case may
be, the municipality.
Article 1137: Summons of successors
(1)If, within one year and 6 months from the opening of the inheritance, no successor has
been presented, the notary, at the request of any interested person, shall summon all the
successors, by means of a publication made at the place of the opening of the inheritance, at
the place where the real estate from the estate is located, as well as in a newspaper of wide
circulation, at the expense of the inheritance, appear at his office no later than two months
after publication.
(2)If no successor appears within the time limit set in the publication, the notary will find that
the inheritance is vacant.
Article 1138: Right to collect the vacant inheritance
The vacant inheritances belong to the commune, the city or, as the case may be, the
municipality in whose territorial radius the assets were located at the date of the opening of
the inheritance and enter their private domain. Any testamentary provision which, without
stipulating the transfer of the assets of the inheritance, seeks to remove this rule, is considered
unwritten.
Article 1139: Taking possession of the vacant inheritance and liability for the liabilities
(1)The commune, the city or, as the case may be, the municipality shall actually take
possession of the inheritance as soon as all the known successors have renounced the
inheritance or, at the end of the term provided for in article 1.137, if no heir is known. The
inheritance shall be acquired retroactively from the date of its opening.
(2)The commune, the city or, as the case may be, the municipality bears the liabilities of the
vacant inheritance only within the limit of the value of the assets from the estate.
Article 1140: The abolition of the inheritance holiday
If, although the inheritance holiday has been ascertained, there are heirs, then they can
exercise the petition of heredity against the commune, the city or, as the case may be, the
municipality.
CHAPTER III:Family memories
Article 1141: Goods that constitute family memories
(1)The assets that belonged to the family members constitute family memories and bear
witness to its history.
(2)This category includes goods such as correspondence by family members, family archives,
decorations, collectors' weapons, family portraits, documents, as well as any other goods of
particular moral significance for the family.
Article 1142: The legal regime of family memories
(1)Heirs may come out of the joint venture with respect to assets that constitute family
memories only through voluntary division.
(2)If the voluntary division is not carried out, the goods constituting family memories remain
indivisible.
(3)During the period of the joint venture, by the consent of the heirs or, in the absence
thereof, by the court decision, the family memories are stored in the interest of the family
with one or more of the heirs or in the place agreed by them.
(4)The heir designated as depositary may claim assets that constitute family memories from
the one who owns them unjustly, but may not alienate, lend or lease them without the
unanimous consent of the co-divisions.
CHAPTER IV:Division of succession and relationship
SECTION 1:General provisions relating to division of the estate
Article 1143: The state of individuation
(1)No one can be forced to remain indivisible. The heir may at any time request exit from the
joint venture, even when there are conventions or testamentary clauses that provide
otherwise.
(2)The provisions of Articles 669 to 686 shall also apply to the division of the estate in so far
as they are not incompatible with it.
Article 1144: Voluntary sharing
(1)If all the heirs are present and have full capacity to exercise, the division can be achieved
by good will, in the form and by the act that the parties agree. If there are immovable assets
among the estate, the partition agreement must be concluded in authentic form, under penalty
of absolute nullity.
(2)If not all the heirs are present or if among them there are minors, persons who benefit from
judicial counseling or special guardianship or missing persons, then seals will be placed on
the assets of the inheritance as soon as possible, and the voluntary division will be carried out
in compliance with the rules on the protection of persons lacking capacity to exercise or with
limited capacity of exercise or regarding the missing persons.
Article 1145: Conservative measures
The assets of the inheritance may be the subject of protective measures, in whole or in part, at
the request of the persons concerned, in accordance with the law.
SECTION 2:Donation report
Article 1146: Notion
(1)The donation report is the obligation between them the surviving spouse and the
descendants of the deceased who actually and together come to the legal inheritance to return
to inheritance the assets that were donated to them without exemption from the report by the
one who leaves the inheritance.
(2)In the absence of any provision to the contrary on the part of the donor, those referred to in
paragraph 1 shall be bound by the report only if they had a specific vocation to the deceased's
inheritance if it had been opened on the date of the donation.
Article 1147: Exemption from the report of the relinquisher of the legal inheritance
(1)In the event of renunciation of the legal inheritance, the surviving descendant or spouse is
no longer bound by the report and may retain the liberality received within the limits of the
available contribution.
(2)By express stipulation in the donation contract, the donor may be obliged to report the
donation also in case of renunciation of the inheritance. In this case, the donor will return to
the inheritance only the value of the donated asset that exceeds the part of the deceased's
property to which he would have been entitled as legal heir.
Article 1148: People who can request the donation report
Only the descendants and the surviving spouse and, obliquely, their personal creditors, have
the right to request the report.
Article 1149: Personal nature of the reporting obligation
(1)The heir owes the report only for the donations he has personally received from the donor.
(2)If the descendant of the donor comes in his own name to the donor's inheritance, he is not
obliged to report the donation made to his/her ascendant, even if he/she has accepted the
inheritance of the latter.
(3)The descendant who comes to the inheritance by inheritance representation is obliged to
report the donation received from the deceased by his/her ascendant whom he/she represents,
even if he/she has not inherited the latter.
Article 1150: Exceptions to the obligation to report
(1)The following shall not be subject to the report:
a)donations that the deceased made with exemption from the report. The exemption may be
made by the act of donation itself or by a subsequent act, drawn up in one of the forms
provided for liberalities;
b)donations disguised as disposals for consideration or made by interposed persons, unless it
is proved that the person who left the inheritance pursued a purpose other than exemption
from the report;
c)ordinary gifts, remunerative donations and, in so far as they are not excessive, sums spent
on the maintenance or, where appropriate, training of descendants, parents or spouses, and
wedding expenses, in so far as the person who leaves the estate has not provided otherwise;
d)the fruits collected, the income due until the day of the opening of the inheritance and the
monetary equivalent of the use exercised by the donor on the donated asset.
(2)Nor is the report due if the donated good has perished through no fault of the donor.
However, if the property has been reconstituted by the use of an allowance received as a
result of its destruction, the donor shall be required to make the report of the asset in so far as
the allowance was used to reconstitute that asset. If the allowance has not been used for this
purpose, it shall itself be subject to the report. If the allowance results from an insurance
contract, it shall be reported only to the extent that it exceeds the total amount of premiums
paid by the donor.
Article 1151: How to make the report
(1)The ratio shall be made by equivalent. The provision imposing the report in kind is
considered to be unwritten.
(2)However, the donor may make the report in kind if at the time of the request for the report
he is still the owner of the asset and has not encumbered him with a real burden, nor has he
leased it for a period longer than 3 years.
(3)The equivalent ratio can be made by taking over, by imputation or in cash.
(4)The report by taking over is made by taking from the successional estate by the heirs
entitled to the report some assets, as much as possible of the same nature and quality as those
that formed the object of the donation, taking into account the inheritance shares of each one.
(5)In the case of the report by imputation, the amount of the donation is deducted from the
heir obliged to report.
(6)In the case of the cash report, the person obliged to report shall deposit at the disposal of
the other heirs a sum of money representing the difference between the value of the donated
asset and the part of this value corresponding to his/her inheritance share.
Article 1152: Ways to produce the report
(1)The report shall be made within the framework of the division, by mutual consent or by
judicial means.
(2)The report requested by one of the heirs shall also benefit the other heirs entitled to request
the report, except for those who have expressly waived the report.
Article 1153: Valuation of the asset in the case of the equivalent ratio
(1)In order to make the report by equivalent, the value of the asset donated at the time of the
judgment is taken into account, taking into account, however, its condition at the time of
donation, from which is subtracted the value, at the time of the judgment, of the tasks
assumed by the donation contract.
(2)If the asset was disposed of by the donor prior to the request for a report, its value at the
time of disposal shall be taken into account. If the donated asset has been replaced by
another, account shall be taken of the value, at the date of the report, of the asset entered into
the estate and its condition at the time of acquisition. However, if the devaluation of the asset
entered into the estate was inevitable at the time of acquisition, by virtue of its nature, the
replacement of the asset is not taken into account.
(3)The amounts of money are subject to indexation in relation to the inflation index,
corresponding to the period between the date of their entry into the donor's patrimony and the
date of the report.
Article 1154: Improvements and degradations of the donated asset in the case of the in-
kind report
(1)The donor is entitled to recover, in proportion to the shares of the estate, the reasonable
expenses he has incurred with the added works, as well as with the autonomous works
necessary and useful up to the date of the report.
(2)At the same time, the donor is responsible for all degradations and damages that have
reduced the value of the asset as a result of his culpable deed.
(3)The donor may withhold the property until the sums owed to him for the expenses referred
to in paragraph 1 have actually been paid, unless his claim is offset against the compensation
he is liable for in accordance with paragraph 2.
SECTION 3:Payment of debts
Article 1155: Payment of liability. Exceptions to the division by right of the liabilities of
the inheritance
(1)The universal heirs and on a universal basis contribute to the payment of the debts and
burdens of the inheritance in proportion to the share of the inheritance which belongs to each
of them.
(2)Before the division of the estate, creditors whose claims arise from the preservation or
administration of the assets of the inheritance or arose before the opening of the estate may
request to be paid from the assets in the joint venture. They may also seek enforcement
against these assets.
(3)The rule of legal division of the liabilities of the estate does not apply if:
a)the obligation is indivisible;
b)the obligation relates to a specific individual asset or to a particular supply of such an asset;
c)the obligation is secured by a mortgage or other security in rem, in which case the heir who
receives the asset assigned to the security shall be bound for everything, but only within the
limit of the value of that asset, and his participation in the rest of the liabilities of the estate
shall be reduced accordingly;
d)one of the heirs is entrusted, by title, with the performance of the obligation himself. In this
case, if the title is the will, the exemption of the other heirs constitutes a liberality, subject to
reduction if necessary.
Article 1156: Situation of personal creditors of heirs
(1)Before the division of the estate, the personal creditors of an heir may not pursue his or her
share of the estate.
(2)The personal creditors of the heirs and any person who justifies a legitimate interest may
request the division on behalf of their debtor, may claim to be present at the division by good
will or they may intervene in the process of division.
(3)The other heirs may obtain the dismissal of the partition action brought by the creditor by
paying the debt in the name and on behalf of the debtor heir.
(4)Creditors may request the revocation of the division without being obliged to prove the
fraud of the co-parties only if, although they asked to be present, the division was made in
their absence and without having been summoned. In all other cases, the action for revocation
of the division shall remain subject to the provisions of Article 1.562.
(5)From the assets of the inheritance assigned at the partition, as well as from those that take
their place in the heir's estate, the creditors of the inheritance will be paid with preference to
the personal creditors of the heir.
(6)The provisions of paragraph 5 shall also apply to legatees in a particular capacity
whenever the object of the legacy does not consist of a specific individual asset.
Article 1157: The setback between the heirs. Insolvency of one of the heirs
(1)The universal or universal heir who, because of the security in rem or for any other cause,
has paid more of the common debt than his share of the joint debt has the right of recourse
against the other heirs, but only for the part of the common debt incumbent on each of them,
even when the heir who paid the debt had been subrogated to the creditors' rights.
(2)Where one of the heirs who is universally or universally insolvent, his or her share of the
estate's liabilities shall be divided among all the others in proportion to their respective shares
of the estate.
(3)The heir has the right to demand payment of the claims he has against the inheritance from
the other heirs, like any other creditor of the inheritance. With respect to the part of the debt
incumbent on him as heir, the provisions of Articles 1.620 to 1.624 are applicable.
Article 1158: Debt ratio
(1)If, at the time of the division of the estate, an heir has a certain and liquid debt to the
inheritance, it is liquidated by taking less.
(2)If the heir has more than one debt in respect of the inheritance which are not covered by
his or her share of the assets of the estate, those debts shall be extinguished proportionately
by reference to the extent of that part.
(3)The report does not operate in respect of the claim that an heir has on the inheritance.
However, the heir who is both creditor and debtor of the inheritance may rely on legal
compensation, even if its conditions are not met.
(4)By agreement of all the heirs, the debt ratio can also be made before the division of the
estate.
Article 1159: Enforceable titles obtained against the deceased
Enforceable titles obtained against the deceased may also be enforced against his/her heirs,
under the conditions stipulated by the Code of Civil Procedure.
SECTION 4:Bottom-up share
Article 1160: Topics
Ascenders may divide their property among the descendants.
Article 1161: Forms
(1)The ascendant division may be made by donation or by will, in compliance with the forms,
conditions and rules provided by law for these legal acts.
(2)The division made by donation may cover only the present assets.
Article 1162: Contained
If not all the assets of the inheritance have been included in the ascendant division, the
unincorporated assets will be divided according to the law.
Article 1163: Ineffectiveness
(1)The division in which not all the descendants who meet the conditions for coming to the
inheritance, either in their own name or by inheritance representation, have been included is
null and void.
(2)The provisions of paragraph 1 shall not apply to a division in which a descendant who
comes to the inheritance by way of inheritance but the one he represents has not been
included.
(3)If the parental partition infringes the reserved portion of any descendant or of the surviving
spouse, the provisions on the reduction of excessive liberalities are applicable.
BOOK V:About obligations*)
*) The transitional and implementing provisions of Book V are contained in Article 102-189
of Law no. 71/2011.

TITLE I:General provisions

Article 1164: Content of the binding relationship
The obligation is a legal link under which the debtor is obliged to procure a benefit to the
creditor and the creditor is entitled to obtain the benefit due.
Article 1165: Sources of obligations
The obligations arise from the contract, unilateral act, business management, unjust
enrichment, undue payment, wrongful act, as well as from any other act or fact to which the
law links the birth of an obligation.
TITLE II:Sources of obligations
CHAPTER I:Contract
SECTION 1:General provisions
Article 1166: Notion
The contract is the agreement of wills between two or more persons with the intention of
constituting, modifying or extinguishing a legal relationship.
Article 1167: Rules applicable to contracts
(1)All contracts shall be subject to the general rules of this Chapter.
(2)The particular rules relating to certain contracts are laid down in this Code or in special
laws.
Article 1168: Rules applicable to unnamed contracts
The provisions of this Chapter shall apply to contracts not governed by law, and if these are
not sufficient, the special rules concerning the contract with which they are most similar.
Article 1169: Freedom to contract
The parties are free to conclude any contracts and to determine their content, within the limits
imposed by law, public order and morals.
Article 1170: Good faith
The parties must act in good faith both in the negotiation and conclusion of the contract and
throughout its execution. They may not remove or limit this obligation.
SECTION 2:Different categories of contracts
Article 1171: The bilateral contract and the unilateral contract
The contract is synalagmatic when the obligations arising from it are reciprocal and
interdependent. Otherwise, the contract is unilateral even if its performance involves
obligations on both parties.
Article 1172: The contract for pecuniary interest and the contract free of charge
(1)The contract by which each party seeks to obtain an advantage in exchange for the
obligations undertaken shall be for consideration.
(2)The contract by which one of the parties seeks to procure the other party a benefit, without
obtaining any advantage in return, is free of charge.
Article 1173: The commutative contract and the random contract
(1)The contract in which, at the time of its conclusion, the existence of the rights and
obligations of the parties is certain and their extent is determined or determinable is
commutative.
(2)It is random the contract which, by its nature or by the will of the parties, gives at least one
of the parties the chance of a win and also exposes it to the risk of a loss, which depends on a
future and uncertain event.
Article 1174: Consensual contract, solemn or real
(1)The contract can be consensual, solemn or real.
(2)The contract is consensual when it is formed by the mere agreement of the will of the
parties.
(3)The contract shall be solemn when its validity is subject to the completion of certain
formalities prescribed by law.
(4)The contract shall be in rem where, for its validity, it is necessary to remit the property.
Article 1175: Adhesion contract
The contract is of adhesion when its essential clauses are imposed or are drafted by one of the
parties, for this purpose or as a result of its instructions, the other party having only to accept
them as such.
Article 1176: Framework contract
(1)The framework contract is the agreement by which the parties agree to negotiate, conclude
or maintain contractual relations, the essential elements of which are determined by it.
(2)The manner in which the framework contract is to be performed, in particular the time
limit and the volume of the services and, where appropriate, their price shall be specified by
subsequent agreements.
Article 1177: Consumer contract
The contract concluded with consumers is subject to special laws and, in addition, to the
provisions of this Code.
SECTION 3:Conclusion of the contract
SUBSECTION 1:Preliminary provisions
Article 1178: Freedom of form
The contract is concluded by simple agreement of the will of the parties, unless the law
imposes a certain formality for its valid conclusion.
Article 1179: Essential conditions for the validity of the contract
(1)The essential conditions for the validity of a contract are:
1.the ability to contract;
2.consent of the parties;
3.a specific and lawful object;
4.a lawful and moral cause.
(2)In so far as the law provides for a particular form of the contract, it must be complied with,
under the sanction provided for by the applicable legal provisions.
SUBSECTION 2:The capacity of the parties
Article 1180: The capacity of the parties
Any person who is not declared incapable of law or stopped from entering into certain
contracts may contract.
Article 1181: Applicable rules
The rules regarding the ability to contract are mainly regulated in Book I.
SUBSECTION 3:Consent
SUBSECTION 31:Formation of the contract
Article 1182: Conclusion of the contract
(1)The contract shall be concluded by its negotiation by the parties or by the unreserved
acceptance of an offer to contract.
(2)It is sufficient for the parties to agree on the essential elements of the contract, even if they
leave some secondary elements to be subsequently agreed or entrust their determination to
another person.
(3)Under the conditions laid down in paragraph 2, if the parties do not reach an agreement on
the secondary elements or the person entrusted with their determination does not take a
decision, the court shall, at the request of either party, order the completion of the contract,
taking into account, according to the circumstances, its nature and the intention of the parties.
Article 1183: Good faith in negotiations
(1)The parties have the freedom to initiate, conduct and break negotiations and cannot be
held responsible for their failure.
(2)The party that engages in a negotiation is bound by the requirements of good faith. The
parties may not agree to the limitation or exclusion of this obligation.
(3)It is contrary to the requirements of good faith, inter alia, the conduct of the party who
initiates or continues negotiations without the intention to conclude the contract.
(4)The party that initiates, continues or breaks negotiations contrary to good faith is liable for
the damage caused to the other party. In order to establish such damage, account shall be
taken of the expenses incurred in connection with the negotiations, of the withdrawal by the
other party of other parties of other tenders and of any comparable circumstances.
Article 1184: Obligation of confidentiality in pre-contractual negotiations
Where confidential information is communicated by one party in the course of negotiations,
the other party shall be required not to disclose it or to use it for its own benefit, whether or
not the contract is concluded. Failure to comply with this obligation shall entail the liability
of the party at fault.
Article 1185: Elements on which the conclusion of the contract depends
Where, during negotiations, a party insists on reaching an agreement on a particular element
or form, the contract shall not be concluded until an agreement has been reached on them.
Article 1186: Time and place of conclusion of the contract
(1)The contract shall be concluded at the time and at the place where acceptance reaches the
tenderer, even if he does not become aware of it for reasons beyond his control.
(2)Also, the contract shall be deemed concluded when the recipient of the bid commits a
conclusive act or fact, without notifying the tenderer, if, on the basis of the offer, established
practices between the parties, usages or according to the nature of the business, acceptance
can be done in this way.
Article 1187: Form of offer and acceptance
The offer and acceptance must be issued in the form required by law for the valid conclusion
of the contract.
Article 1188: Offer to contract
(1)A proposal constitutes an offer to contract if it contains sufficient elements for the
formation of the contract and expresses the intention of the tenderer to undertake in the event
of its acceptance by the addressee.
(2)Tenders may originate from the person who has the initiative to conclude the contract,
who determines its content or, according to the circumstances, who proposes the last essential
element of the contract.
(3)The provisions of Articles 1.182 to 1.203 shall also apply accordingly where the
circumstances in which the contract is concluded do not allow the offer or acceptance to be
identified.
Article 1189: Proposal to indeterminate persons
(1)The proposal addressed to indeterminate persons, even if it is precise, is not worth an offer
but, according to the circumstances, a request for a bid or an intention to negotiate.
(2)However, the proposal is worth an offer if it results from the law, from usages or,
undoubtedly, from the circumstances. In such cases, the revocation of the offer addressed to
indeterminate persons shall take effect only if it is made in the same form as the offer itself or
in a manner which makes it possible to be known to the same extent as that offer.
Article 1190: Call for tenders
A request to submit tenders, addressed to one or more specific persons, does not in itself
constitute an offer to contract.
Article 1191: Irrevocable offer
(1)The offer shall be irrevocable as soon as its author undertakes to maintain it for a certain
period. The offer is also irrevocable where it can be considered so on the basis of the
agreement of the parties, practices established between them, negotiations, the content of the
offer or the usages.
(2)The declaration of revocation of an irrevocable tender shall have no effect.
Article 1192: Time limit for acceptance
The time limit for acceptance shall run from the moment the tender reaches the addressee.
Article 1193: Offer without time to an absentee person
(1)A non-acceptance offer addressed to a person who is not present must be maintained for a
reasonable period, according to the circumstances, for the recipient to receive it, to consider it
and to dispatch the acceptance.
(2)The revocation of the tender shall not prevent the conclusion of the contract only if it
reaches the addressee before the tenderer has received acceptance or, as the case may be,
before the act or fact which, in accordance with the provisions of Article 1.186 (2), gives rise
to the conclusion of the contract is committed.
(3)The tenderer shall be liable for the damage caused by the revocation of the tender before
the expiry of the time limit laid down in paragraph 1.
Article 1194: Offer without time to a person present
(1)The offer without a time limit for acceptance, addressed to a person present, remains
without effect if it is not accepted immediately.
(2)Paragraph 1 shall also apply to tenders transmitted by telephone or other such means of
distance communication.
Article 1195: Lapse of supply
(1)Tenders shall lapse if:
a)acceptance does not reach the tenderer within the time limit laid down or, failing that,
within the time limit laid down in Article 1.193(1);
b)the recipient refuses it.
(2)The death or incapacity of the tenderer shall render the offer irrevocable void only where
the nature of the business or the circumstances so require.
Article 1196: Acceptance of the offer
(1)Any act or fact of the addressee constitutes acceptance if it undoubtedly indicates his
agreement to the offer as formulated and reaches the author of the offer within the time limit.
The provisions of Article 1.186 shall remain applicable.
(2)The silence or inaction of the addressee is worth acceptance only if it results from the law,
from the agreement of the parties, from the practices established between them, from the
usages or from other circumstances.
Article 1197: Improper acceptance of the offer
(1)The addressee's reply shall not constitute acceptance where:
a)it includes amendments or additions which do not correspond to the offer received;
b)does not comply with the form specifically requested by the tenderer;
c)it reaches the bidder after the bid has become obsolete.
(2)The addressee's reply, expressed in accordance with paragraph 1, may, according to the
circumstances, be regarded as a counter-offer.
Article 1198: Late acceptance
(1)Late acceptance shall take effect only if the offeree immediately notifies the acquirer of
the conclusion of the contract.
(2)Acceptance made within the time limit, but reached by the tenderer after the expiry of the
time limit, for reasons not attributable to the acceptor, shall take effect if the tenderer does not
notify him thereof immediately.
Article 1199: Withdrawal of the offer or acceptance
The offer or acceptance may be withdrawn if the withdrawal reaches the consignee before or
at the same time as the offer or, where appropriate, with the acceptance.
Article 1200: Communication of the offer, acceptance and revocation
(1)The offer, acceptance and revocation shall take effect only from the moment they reach
the addressee, even if he is not aware of them for reasons beyond his control.
(2)Communication of the acceptance must be made by means at least as rapid as those used
by the tenderer, unless the law, the agreement of the parties, the practices established between
them or other such circumstances result from the contrary.
Article 1201: External clauses
Unless otherwise provided by law, the parties are bound by the extrinsic clauses to which the
contract refers.
Article 1202: Standard clauses
(1)Subject to the provisions of Article 1.203, the provisions of this Section shall also apply
accordingly where standard clauses are used at the conclusion of the contract.
(2)Standard clauses are stipulations established in advance by one of the parties for general
and repeated use and which are included in the contract without having been negotiated with
the other party.
(3)Negotiated terms shall prevail over standard terms.
(4)Where both parties use and do not reach an agreement on the standard clauses, the contract
shall nevertheless be concluded on the basis of agreed terms and any standard clauses
common in their substance, unless one of the parties notifies the other party, either before the
time of conclusion of the contract or subsequently and immediately, that it does not intend to
be bound by such a contract.
Article 1203: Non-formal clauses
Standard clauses which provide for the benefit of the proposer the limitation of liability, the
right to unilaterally terminate the contract, to suspend the performance of obligations or
which provide for the detriment of the other party the forfeiture of rights or the benefit of the
time limit, the limitation of the right to object to exceptions, the restriction of the freedom to
contract with other persons, the tacit renewal of the contract, the applicable law, clauses
which are compromised or derogating from the rules on the jurisdiction of the courts shall not
take effect unless they are expressly accepted in writing by the other party.
SUBSECTION 32:Validity of consent
Article 1204: Conditions
The consent of the parties must be serious, free and informed.
Article 1205: Lack of discernment
The contract concluded by a person who, at the time of its conclusion, was voidable, even if
only temporarily, in a state that made it impossible for him to realize the consequences of his
deed.
SUBSECTION 33:Vices of consent
Article 1206: Cases
(1)Consent is vitiated when it is misled, captured by dol or snatched by violence.
(2)Consent is also vitiated in case of injury.
Article 1207: Error
(1)The party who, at the time of the conclusion of the contract, was in a key error may
request its cancellation if the other party knew or, as the case may be, should have known that
the fact on which the error occurred was essential for the conclusion of the contract.
(2)The error is essential:
1.when it bears on the nature or object of the contract;
2.when it bears on the identity of the subject-matter of the service or on a quality thereof,
or on another circumstance considered essential by the parties in the absence of which the
contract would not have been concluded;
3.when it bears on the identity of the person or on a capacity of the person in the absence
of which the contract would not have been concluded.
(3)An error of law is essential when it concerns a legal rule which, according to the parties'
will, is decisive for the conclusion of the contract.
(4)An error in relation to the mere grounds of the contract is not essential, unless by the will
of the parties such reasons have been deemed to be decisive.
Article 1208: The unspeakable error
(1)The contract may not be annulled if the fact on which it bore the error could, according to
the circumstances, be known with reasonable diligence.
(2)The error of law cannot be invoked in the case of accessible and foreseeable legal
provisions.
Article 1209: Assumed error
It does not entail the cancellation of the contract the error which bears on an element in
respect of which the risk of error was assumed by the person invoking it or, according to the
circumstances, had to be assumed by him.
Article 1210: Calculation error
The mere error of calculation does not entail the cancellation of the contract, but only
rectification, unless, resulting in an error in the quantity, it was essential for the conclusion of
the contract. The calculation error must be corrected at the request of either party.
Article 1211: Communication or transmission error
The provisions relating to error shall also apply accordingly where the error bears on the
declaration of will or where the declaration has been transmitted inaccurately through another
person or by means of distance communication.
Article 1212: Invoking error in good faith
- The party who is the victim of an error cannot rely on it contrary to the requirements of
good faith.
Article 1213: Adaptation of the contract
(1)If one party is entitled to invoke the voidability of the contract for error, but the other party
declares that it wishes to perform or execute the contract as understood by the party entitled
to invoke the voidability, the contract shall be deemed to have been concluded as the latter
party understood it.
(2)In this case, after having been informed of how the party entitled to invoke the voidability
understood the contract and before it obtained the annulment, the other party must, within 3
months from the date when it was served or from the date when the application for summons
was served on it, declare that he agrees to the performance or executes the contract without
delay, as understood by the party in error.
(3)If the declaration has been made and communicated to the party in error within the time
limit laid down in paragraph 2 or the contract has been performed, the right to obtain
cancellation shall lapse and the notification provided for in paragraph 2 shall be deemed
ineffective.
Article 1214: Dolul
(1)Consent is vitiated by fraud when the party has been in error caused by the fraudulent
manipulations of the other party or when the latter has fraudulently failed to inform the
contractor of circumstances which it was appropriate to disclose to him.
(2)The party whose consent was vitiated by the dol can request the cancellation of the
contract, even if the error in which it found itself was not essential.
(3)The contract is also voidable when the fraud comes from the representative, the forerunner
or the business of the other party.
(4)Dolul is not assumed.
Article 1215: Fraud committed by a third party
(1)The party who is the victim of the fraud of a third party may not request the cancellation
unless the other party knew or, as the case may be, should have known the fraud at the
conclusion of the contract.
(2)Regardless of the cancellation of the contract, the author of the fraud is liable for the
damages that would result.
Article 1216: Violence
(1)The party who contracted under a justified fear induced, without right, by the other party
or by a third party may request the cancellation of the contract.
(2)There is violence when the fear instilled is such that the threatened party could believe,
according to the circumstances, that, without his consent, his life, person, honor or property
would be exposed to serious and imminent danger.
(3)Violence may also result in the cancellation of the contract when directed against a close
person, such as the spouse, ascendants or descendants of the party whose consent has been
vitiated.
(4)In all cases, the existence of violence shall be assessed taking into account the age, social
status, health and character of the person on whom the violence was exercised, as well as any
other circumstance that could influence his condition at the time of the conclusion of the
contract.
Article 1217: The threat to exercise a right
It constitutes violence and fear instilled by the threat of the exercise of a right made in order
to obtain unfair advantage.
Article 1218: State of necessity
A contract concluded by a party in a state of necessity may be annulled only if the other party
has taken advantage of that circumstance.
Article 1219: Reverent Fear
Mere fear sprung from respect, without violence, does not entail the cancellation of the
contract.
Article 1220: Violence committed by a third party
(1)Violence also entails the cancellation of the contract when it is exercised by a third party,
but only if the party whose consent was not vitiated knew or, as the case may be, should have
been aware of the violence committed by the third party.
(2)Regardless of the cancellation of the contract, the perpetrator of the violence is liable for
the resulting damages.
Article 1221: Lesion
(1)There is injury when one of the parties, taking advantage of the state of need, the
inexperience or the lack of knowledge of the other party, stipulates in his favor or that of
another person a benefit of a considerably higher value, at the time of the conclusion of the
contract, than the value of his own benefit.
(2)The existence of the injury is also assessed according to the nature and purpose of the
contract.
(3)The injury may also exist when the minor assumes an excessive obligation by reference to
his patrimonial state, to the advantages he obtains from the contract or to the totality of the
circumstances.
Article 1222: Sanction
(1)The party whose consent has been vitiated by the injury may, at his choice, request the
cancellation of the contract or the reduction of his obligations by the amount of damages to
which he would be entitled.
(2)Except in the case provided for in Article 1.221(3), an action for annulment shall be
admissible only if the injury exceeds half of the value of the performance promised or
performed by the injured party at the time of the conclusion of the contract. The disproportion
must persist until the date of the request for cancellation.
(3)In all cases, the court may maintain the contract if the other party offers, in a fair manner,
a reduction of its own claim or, as the case may be, an increase in its own obligation. The
provisions of Article 1.213 concerning the adaptation of the contract shall apply accordingly.
Article 1223: Limitation period
(1)The right to an action for annulment or reduction of obligations for the injury shall be
time-barred within one year from the date of conclusion of the contract.
(2)The voidability of the contract may not be opposed by way of exception where the right of
action is time-barred.
Article 1224: Inadmissibility of the injury
Random contracts, the transaction, as well as other contracts specifically provided for by law
cannot be challenged for injury.
SUBSECTION 4:Subject matter of the contract
Article 1225: Subject matter of the contract
(1)The object of the contract is the legal operation, such as sale, lease, loan and the like,
agreed by the parties, as it results from all the contractual rights and obligations.
(2)The object of the contract must be determined and lawful, under penalty of absolute
nullity.
(3)The object is unlawful when prohibited by law or is contrary to public policy or morals.
Article 1226: Subject matter of the obligation
(1)The object of the obligation is the performance to which the debtor undertakes.
(2)Under penalty of absolute nullity, it must be determined, or at least determinable and
lawful.
Article 1227: Initial impossibility of the object of the obligation
The contract is valid even if, at the time of its conclusion, one of the parties is unable to
perform its obligation, unless otherwise provided by law.
Article 1228: Future goods
Unless otherwise provided by law, contracts may also bear on future goods.
Article 1229: Goods which are not in the civil circuit
Only goods which are in the civil circuit may be the subject of a contractual service.
Article 1230: Property belonging to another
Unless otherwise provided by law, the assets of a third party may be the subject of a benefit,
the debtor being obliged to procure and transmit them to the creditor or, as the case may be,
to obtain the consent of the third party. In the event of non-performance of the obligation, the
debtor is liable for the damage caused.
Article 1231: Determination of the quality of the object
Where it cannot be established under the contract, the quality of the performance or its
subject matter must be reasonable or, in the circumstances, at least of medium level.
Article 1232: Determination of the object by a third party
(1)Where the price or any other element of the contract is to be determined by a third party,
the third party must act in a fair, diligent and equidistant manner.
(2)Dacă terţul nu poate sau nu doreşte să acţioneze ori aprecierea sa este în mod manifest
nerezonabilă, instanţa, la cererea părţii interesate, va stabili, după caz, preţul sau elementul
nedeterminat de către părţi.
Article 1233: Determination of price among professionals
Where a contract concluded between the professionals does not fix the price nor indicates a
way of determining it, the parties shall be presumed to have taken into account the price
normally charged in the field in question for the same services provided under comparable
conditions or, in the absence of such a price, a reasonable price.
Article 1234: Reference to a benchmark
Where, under the contract, the price is determined by reference to a reference factor and that
factor does not exist, has ceased to exist or is no longer accessible, it shall, in the absence of
agreement to the contrary, be replaced by the nearest reference factor.
SUBSECTION 5:Cause
Article 1235: Notion
The cause is the reason that causes each party to conclude the contract.
Article 1236: Conditions
(1)The cause must exist, be lawful and moral.
(2)The cause is unlawful when it is contrary to law and public order.
(3)The cause is immoral when it is contrary to morals.
Article 1237: Fraud to the law
The cause is also unlawful when the contract is only the means to circumvent the application
of a mandatory legal norm.
Article 1238: Sanction
(1)Failure to cause entails the voidability of the contract, unless the contract has been
misclassified and may produce other legal effects.
(2)The unlawful or immoral case entails the absolute nullity of the contract if it is common
or, failing that, if the other party knew it or, according to the circumstances, had to know it.
Article 1239: Proof of the case
(1)The contract is valid even when the case is not expressly provided for.
(2)The existence of a valid case shall be presumed until proven otherwise.
SUBSECTION 6:Form of the contract
Article 1240: Forms of expression of consent
(1)The will to contract may be expressed orally or in writing.
(2)The will may also be manifested by a conduct which, according to the law, the agreement
of the parties, the practices established between them or the customs, leaves no doubt on the
intention to produce the corresponding legal effects.
Article 1241: Written form
The document establishing the conclusion of the contract may be under private or authentic
signature, having the probative force provided by law.
Article 1242: Sanction
(1)The contract concluded in the absence of the form that the law undoubtedly requires for its
valid conclusion is null and void.
(2)If the parties have agreed to a contract to be concluded in a certain form, which the law
does not require, the contract shall be considered valid even if the form has not been
complied with.
Article 1243: Amendment of the contract
Unless otherwise provided by law, any modification of the contract is subject to the formal
conditions required by law for its conclusion.
Article 1244: The form required for entry in the land register
Apart from other cases provided by law, the conventions that displace or constitute rights in
rem to be entered in the land register must be concluded by authentic deed, under penalty of
absolute nullity.
Article 1245: Form of electronic contracts
Contracts concluded by electronic means are subject to the formal conditions laid down by
the special law.
SECTION 4:Invalidity of the contract
SUBSECTION 1:General provisions
Article 1246: Invalidity
(1)Any contract concluded in violation of the conditions required by law for its valid
conclusion is subject to nullity, unless otherwise sanctioned is provided for by law.
(2)Nullity can be absolute or relative.
(3)Unless otherwise provided by law, the nullity of the contract may be established or
declared by agreement between the parties.
(4)By agreement of the parties, no grounds for nullity may be established or suppressed. Any
agreement or clause to the contrary shall be deemed unwritten.
Article 1247: Absolute nullity
(1)The contract concluded in breach of a legal provision established for the protection of a
general interest is void.
(2)Absolute nullity may be invoked by any interested party by way of action or by way of
exception.
(3)The court is obliged to plead absolute nullity of its own motion.
(4)A contract which is null and void is capable of confirmation only in the cases provided for
by law.
Article 1248: Relative invalidity
(1)The contract concluded in breach of a legal provision established for the protection of a
particular interest is voidable.
(2)Relative nullity may be invoked only by the person whose interest is protected by the
infringed legal provision.
(3)Relative nullity cannot be invoked by the court of its own motion.
(4)The voidable contract is subject to confirmation.
Article 1249: Prescription
(1)Unless otherwise provided by law, absolute nullity may be invoked at any time, either by
way of action or by way of exception.
(2)Relative invalidity may be invoked by way of action only within the limitation period laid
down by law. However, the party to whom performance of the contract is requested may at
any time oppose the relative nullity of the contract, even after the expiry of the limitation
period for the right to an action for annulment.
SUBSECTION 2:Grounds for invalidity
Article 1250: Grounds for absolute nullity
The contract is null and void in the specific cases provided by the law, as well as when it
undoubtedly follows from the law that the protected interest is a general one.
Article 1251: Causes of relative nullity
The contract is voidable when the legal provisions regarding the capacity to exercise have
been disregarded, when the consent of one of the parties has been vitiated, as well as in other
cases specifically provided by law.
Article 1252: Presumption of relative nullity
In cases where the nature of nullity is not determined or does not undoubtedly follow from
the law, the contract is voidable.
Article 1253: Virtual invalidity
Except in cases where the law provides for the penalty of nullity, the contract shall also be
terminated when the penalty of absolute or, as the case may be, relative nullity must be
applied in order for the purpose of the infringed legal provision to be attained.
SUBSECTION 3:Effects of invalidity
Article 1254: Termination of the contract and subsequent acts
(1)The contract struck by absolute nullity or cancellation is deemed never to have been
concluded.
(2)The termination of the contract entails, in accordance with the law, the termination of the
subsequent acts concluded on its basis.
(3)If the contract is terminated, each party shall return to the other, in kind or by equivalent,
the benefits received, in accordance with the provisions of Articles 1.639 to 1.647, even if
they were performed successively or were of a continuous nature.
Article 1255: Partial invalidity
(1)Clauses which are contrary to the law, public policy or morality and which are not
considered to be unwritten shall entail the nullity of the contract in its entirety only if they
are, by their nature, essential or if, in their absence, the contract would not have been
concluded.
(2)If the contract is maintained in part, the void clauses are automatically replaced by the
applicable legal provisions.
(3)The provisions of paragraph (2) shall also apply accordingly to clauses which contravene
mandatory legal provisions and shall be considered by law to be unwritten.
Article 1256: Nullity of the plurilateral contract
In the case of contracts with several parties where the performance of each party is made for
a common purpose, the nullity of the contract in respect of one of the parties shall not entail
the termination of the contract in its entirety, unless its participation is essential for the
existence of the contract.
Article 1257: Damages. Reduction of benefits
In the event of violence or fraud, the one whose consent is vitiated has the right to claim, in
addition to annulment, damages or, if he prefers to maintain the contract, to request only the
reduction of his performance by the amount of damages to which he would be entitled.
Article 1258: Compensation for damage in the event of nullity of the contract concluded
in authentic form
In case of annulment or finding of nullity of the contract concluded in authentic form for a
ground of nullity the existence of which results from the very text of the contract, the injured
party may request that the notary public be ordered to compensate for the damages suffered,
under the conditions of tortious civil liability for his own deed.
Article 1259: Renewal of the void contract
The void contract may be restored, in whole or in part, in compliance with all the conditions
provided by law on the date of its restoration. In all cases, the restored contract will only take
effect for the future and not for the past.
Article 1260: Conversion of the void contract
(1)A contract struck by absolute nullity will, however, produce the effects of the legal act for
which the substantive and formal conditions laid down by law are met.
(2)However, the provisions of paragraph 1 shall not apply if the intention to exclude the
application of the conversion is stipulated in the contract which has been invalid or is
undoubtedly apparent from the purposes pursued by the parties at the time of the conclusion
of the contract.
SUBSECTION 4:Validation of the contract
Article 1261: Causes of validation
(1)A contract affected by a ground for a declaration of invalidity is validated when the nullity
is covered.
(2)Invalidity may be covered by confirmation or by other means specifically provided for by
law.
Article 1262: Confirmation of the contract
(1)Confirmation of a voidable contract results from the express or tacit will to waive the right
to plead nullity.
(2)The will to give up must be certain.
Article 1263: Conditions of confirmation
(1)A voidable contract may be confirmed if, at the time of confirmation, its conditions of
validity are met.
(2)The person who may invoke the nullity may confirm the contract only by knowing the
ground of invalidity and, in the event of violence, only after its termination.
(3)The person called upon by law to approve the acts of the minor or of the person receiving
judicial advice may, on his behalf and in his interest, request the annulment of the contract
made without his consent or confirm the contract when such consent was sufficient for its
valid conclusion.
(4)The provisions of paragraph 3 shall also apply accordingly to acts concluded without the
opinion of the family council or the authorisation of the guardianship court.
(5)In the absence of express confirmation, it is sufficient that the obligation be performed
voluntarily on the date on which it could validly be confirmed by the party concerned.
(6)The person who has to confirm may be put in default by a notification by which the
interested party asks him either to confirm the voidable contract or to bring the action for
annulment, within 6 months of notification, under penalty of forfeiture of the right to request
the cancellation of the contract.
Article 1264: Content of the confirmatory act
In order to be valid, the confirmatory document must contain the object, the cause and the
nature of the obligation and must mention the reason for the action for annulment, as well as
the intention to make good the defect on which that action is based.
Article 1265: Effects of confirmation
(1)The confirmation takes effect from the moment of the conclusion of the contract and
entails the waiver of the means and exceptions that could be opposed, subject, however, to
the rights acquired and preserved by third parties in good faith.
(2)Where each of the parties may plead the nullity of the contract or several parties may
invoke it against another, confirmation by one of them shall not prevent the other parties from
pleading invalidity.
(3)The confirmation of a voidable contract for the vitiation of consent through fraud or
violence does not in itself imply the waiver of the right to claim damages.
SECTION 5:Interpretation of the contract
Article 1266: Interpretation according to the concordant will of the parties
(1)Contracts shall be interpreted according to the consistent will of the parties and not
according to the literal meaning of the terms.
(2)In establishing the concordant will, account shall be taken, inter alia, of the purpose of the
contract, of the negotiations conducted by the parties, of the practices established between
them and of their conduct subsequent to the conclusion of the contract.
Article 1267: Systematic interpretation
The clauses shall be interpreted by each other, giving each of them the meaning resulting
from the whole of the contract.
Article 1268: Interpretation of doubtful clauses
(1)Clauses which may be of several meanings shall be interpreted in the sense that best suits
the nature and subject-matter of the contract.
(2)Doubtful clauses shall be interpreted taking into account, inter alia, the nature of the
contract, the circumstances in which it was concluded, the interpretation previously given by
the parties, the meaning generally attributed to the relevant terms and expressions and the
usages.
(3)The clauses are interpreted as meaning that they can take effect and not in that in which
none could produce.
(4)The contract includes only the thing on which the parties have proposed to contract,
however general the terms used may be.
(5)Clauses intended to exemplify or dispel any doubt as to the application of the contract to a
particular case do not restrict its application in other cases not expressly provided for.
Article 1269: Subsidiary rules of interpretation
(1)If, after application of the rules of interpretation, the contract remains unclear, it shall be
interpreted in favour of the person who undertakes it.
(2)The stipulations contained in the accession contracts shall be interpreted against the
proposer.
SECTION 6:Effects of the contract
SUBSECTION 1:Effects between the parties
Article 1270: Binding force
(1)The valid contract concluded shall have the force of law between the contracting parties.
(2)The contract is modified or terminated only by agreement of the parties or for reasons
authorized by law.
Article 1271: Hardship
(1)The parties are obliged to perform their obligations, even if their performance has become
more onerous, either due to the increase in the costs of executing their own obligation or due
to the decrease in the amount of consideration.
(2)However, if the performance of the contract has become excessively onerous due to
an exceptional change in circumstances which would make it manifestly unfair to order
the debtor to perform the obligation, the court may order:
a)adaptation of the contract in order to distribute fairly between the parties the losses and
benefits resulting from the change of circumstances;
b)termination of the contract, at the time and under the conditions which it establishes.
(3)Paragraph 2 shall apply only if:
a)the change of circumstances occurred after the conclusion of the contract;
b)the change of circumstances and its extent were not and could not reasonably be taken into
account by the debtor at the time of the conclusion of the contract;
c)the debtor did not take the risk of changing circumstances, nor could he reasonably be
considered to have taken that risk;
d)the debtor has attempted, within a reasonable time and in good faith, to negotiate the
reasonable and equitable adaptation of the contract.
Article 1272: Content of the contract
(1)The valid contract concluded obliges not only to what is expressly stipulated, but also to
all the consequences that the practices established between the parties, usages, law or equity
give to the contract, according to its nature.
(2)The usual clauses in a contract are understood, although they are not expressly stipulated.
Article 1273: Establishment and transfer of rights in rem
(1)The rights in rem are constituted and transmitted by the agreement of the will of the
parties, even if the goods have not been handed over, if this agreement bears on certain
goods, or by the individualization of the goods, if the agreement bears on some gender goods.
(2)The fruits of the transferred good or right shall be due to the acquirer from the date of
transfer of ownership of the asset or, as the case may be, of the assignment of the right, unless
otherwise ordered by law or by the will of the parties.
(3)The land register provisions and the special provisions relating to the transfer of certain
categories of movable property remain applicable.
Article 1274: Risk in the property translation contract
(1)Unless otherwise provided, as long as the property is not handed over, the risk of the
contract remains with the debtor of the obligation to surrender, even if the property has been
transferred to the acquirer. In case of fortuitous destruction of the asset, the debtor of the
obligation to surrender loses the right to consideration, and if he has received it, he is obliged
to return it.
(2)However, the creditor put into formal notice takes the risk of fortuitous destruction of the
property. He cannot be released even if he proved that the property had perished and if the
obligation to surrender had been executed in time.
Article 1275: Successive transmission of a mobile asset
(1)If someone has successively transferred to several persons the property of a tangible
movable asset, the person who has acquired in good faith the actual possession of the
property is the holder of the right, even if his title has a later date.
(2)It is in good faith the acquirer who, at the time of taking possession, did not know or could
not know the obligation previously assumed by the alienator.
(3)If none of the acquirers has obtained the actual possession of the tangible movable asset
and the claim of each of them to hand over the asset is due, the one who first referred the
matter to the court will be preferred.
Article 1276: Unilateral denunciation
(1)If the right to terminate the contract is conferred on one of the parties, it may be exercised
as long as the performance of the contract has not begun.
(2)In contracts with successive or continuous performance, this right may be exercised
subject to a reasonable period of notice, even after the commencement of performance of the
contract, but the termination shall not have effect in respect of the services performed or
which are in the process of being performed.
(3)If a performance has been stipulated in return for denunciation, it shall take effect only
when the performance is performed.
(4)The provisions of this Article shall be applied in the absence of agreement to the contrary.
Article 1277: Contract of indefinite duration
A contract concluded for an indefinite period may be unilaterally terminated by either party
subject to a reasonable period of notice. Any provision to the contrary or the stipulation of a
service in return for termination of the contract shall be deemed unwritten.
Article 1278: Pact of Option
(1)Where the parties agree that one of them shall remain bound by their own declaration of
will and the other shall be able to accept or refuse it, that declaration shall be deemed to be an
irrevocable offer and shall take effect as provided for in Article 1191.
(2)If the parties have not agreed a time limit for acceptance, it may be set by the court by
presidential order, with the summoning of the parties.
(3)The option pact must contain all the elements of the contract that the parties seek to
conclude, so that it can be concluded by simply accepting the beneficiary of the option.
(4)The contract shall be concluded by exercising the option in the sense of acceptance by the
beneficiary of the declaration of will of the other party, under the conditions agreed by the
agreement.
(5)Both the agreement of option and the declaration of acceptance must be concluded in the
form provided by law for the contract that the parties are seeking to conclude.
Article 1279: Promise to contract
(1)The promise to contract must contain all those clauses of the promised contract, without
which the parties could not execute the promise.
(2)In case of non-execution of the promise, the beneficiary is entitled to damages.
(3)Also, if the promissor refuses to conclude the promised contract, the court, at the request
of the party who has fulfilled its own obligations, may issue a judgment that takes the place
of the contract, when the nature of the contract allows it, and the requirements of the law for
its validity are met. The provisions of this paragraph shall not apply to the promise to
conclude a real contract, unless otherwise provided by law.
(4)The agreement by which the parties undertake to negotiate with a view to concluding or
modifying a contract does not constitute a promise to contract.
SUBSECTION 2:Effects vis-a-vis third parties
SUBSECTION 21:General provisions
Article 1280: Relativity of the effects of the contract
The contract shall take effect only between the parties, unless otherwise provided by law.
Article 1281: Enforceability of the effects of the contract
The contract may be relied on as against third parties who may not affect the rights and
obligations arising from the contract. Third parties may rely on the effects of the contract, but
without having the right to request its performance, except in the cases provided by law.
Article 1282: Transmission of rights and obligations to successors
(1)On the death of a party, its contractual rights and obligations shall be transmitted to its
universal successors or by universal title, unless otherwise specified by law, by stipulation of
the parties or by the nature of the contract.
(2)The rights and, in the cases provided for by law, the contractual obligations in close
connection with an asset shall be transmitted, together with it, to the particular successors of
the parties.
SUBSECTION 22:The promise of another's deed
Article 1283: Effects
(1)He who undertakes to induce a third party to conclude or ratify an act shall be required to
make good the damage caused if the third party refuses to bind himself or, where he has been
obliged and as a guarantor, if the third party does not perform the promised benefit.
(2)However, the promissor is not liable if he ensures the performance of the third party's
obligation without any prejudice to the creditor.
(3)The intention of the promissor to engage in person is not presumed, but must undoubtedly
emerge from the contract or from the circumstances in which it was concluded.
SUBSECTION 23:Stipulation for another
Article 1284: Effects
(1)Anyone can stipulate on their behalf, but for the benefit of a third party.
(2)By the effect of the stipulation, the beneficiary acquires the right to demand directly from
the promissor the performance of the benefit.
Article 1285: Conditions relating to the third-party beneficiary
The beneficiary must be determined or, at the very least, determinable at the time of the
conclusion of the stipulation and must exist at the time when the promissor has to perform his
obligation. Otherwise, the stipulation takes advantage of the stipulator, without aggravating
the burden of the promissor.
Article 1286: Acceptance of the stipulation
(1)If the third-party beneficiary does not accept the stipulation, his right shall be deemed
never to have existed.
(2)The stipulation may be revoked as long as the acceptance of the beneficiary has not
reached the stipulator or the promissor. The stipulation may also be accepted after the death
of the stipulator or promissor.
Article 1287: Revocation of the stipulation
(1)The stipulator is the only one entitled to revoke the stipulation, its creditors or heirs not
being able to do so. However, the stipulator may not revoke the stipulation without the
consent of the promissor if the latter has an interest in executing it.
(2)The revocation of the stipulation takes effect from the moment it reaches the promissor. If
no other beneficiary has been designated, the revocation benefits the stipulator or his heirs,
without aggravating the burden of the promissor.
Article 1288: The means of defense of the promissor
The promissor may oppose to the beneficiary only the defences based on the contract
containing the stipulation.
SUBSECTION 24:Simulation
Article 1289: Effects between parts
(1)The secret contract shall take effect only between the parties and, unless the nature of the
contract or the stipulation of the parties results from the contrary, between their universal
successors or on universal basis.
(2)However, the secret contract shall not take effect either between the parties if it does not
satisfy the substantive conditions required by law for its valid conclusion.
Article 1290: Effects vis-a-vis third parties
(1)The secret contract may not be invoked by the parties, by their universal successors, by
universal title or by private title, nor by the creditors of the alienator apparently against third
parties who, relying in good faith on the public contract, have acquired rights from the
apparent acquirer.
(2)Third parties may invoke against the parties the existence of a secret contract when it
damages their rights.
Article 1291: Relations with creditors
(1)The existence of the secret contract cannot be opposed by the parties to the creditors of the
apparent acquirer who, in good faith, have noted the commencement of the forced
prosecution in the Land Register or have obtained seizure of the assets that were the object of
the simulation.
(2)If there is a conflict between the creditors of the apparent alienator and the creditors of the
apparent acquirer, preference shall be given to the former if their claim is prior to the secret
contract.
Article 1292: Simulation test
Proof of the simulation may be provided by third parties or by creditors with any means of
proof. The parties may also prove the simulation by any means of proof when they claim that
it is of an unlawful nature.
Article 1293: Unilateral acts
The provisions relating to simulation shall also apply accordingly to unilateral legal acts
intended for a specific person, which have been simulated by the agreement between the
author of the document and the addressee thereof.
Article 1294: Non-patrimonial acts
The provisions relating to simulation shall not apply to non-patrimonial legal acts.
SECTION 7:Representation
Article 1295: Basis of representation
The power to represent may result either from the law, or from a legal act or from a court
decision, as the case may be.
Article 1296: Effects
The contract concluded by the representative, within the limits of the authorization, on behalf
of the representative shall have direct effect between the representative and the other party.
Article 1297: Failure to act as a representative
(1)The contract concluded by the representative within the limits of the powers conferred,
where the contracting third party was not aware, nor should he have been aware, that the
representative was acting in that capacity binds only the representative and the third party,
unless otherwise provided by law.
(2)However, if the representative, when contracting with the third party within the limits of
his powers, on behalf of an undertaking, claims to be the proprietor of that third party, the
third party who subsequently discovers the identity of the true proprietor may also exercise
against the latter the rights which he has against the representative.
Article 1298: The capacity of the parties
In the case of conventional representation, both the representative and the representative must
have the capacity to conclude the act for which the representation was given.
Article 1299: Vices of consent
The contract is voidable when the consent of the representative is vitiated. If, however, the
defect in consent concerns elements established by the representative, the contract is voidable
only if the latter's will has been vitiated.
Article 1300: Good faith
(1)Unless they are relevant to the elements determined by the representative, good or bad
faith, knowledge or ignorance of a particular circumstance shall be assessed in the person of
the representative.
(2)The representative of bad faith may never invoke the good faith of the representative.
Article 1301: Form of the power of attorney
The power of attorney shall take effect only if it is given in compliance with the forms
required by law for the valid conclusion of the contract which the representative is to
conclude.
Article 1302: Justification of the power to represent
The contractor may always ask the representative to prove the powers entrusted to him by the
representative and, if the representation is contained in a document, to return to him a copy of
the document signed for conformity.
Article 1303: Conflict of interest
The contract concluded by a representative with a conflict of interest with the representative
may be cancelled at the request of the representative, where the conflict was known or should
have been known by the contractor at the time of the conclusion of the contract.
Article 1304: The contract with oneself and the double representation
(1)The contract concluded by the representative with himself, in his own name, shall be
voidable only at the request of the representative, unless the representative has been expressly
authorized to do so or the content of the contract has been determined in such a way as to
exclude the possibility of a conflict of interest.
(2)Paragraph 1 shall also apply to double representation.
Article 1305: Termination of the power of attorney
The power of representation shall cease by the representative to renounce the power of
attorney or by the revocation thereof by the representative.
Article 1306: Modification and revocation of the power of attorney
The modification and revocation of the authorization must be brought to the attention of third
parties by appropriate means. Otherwise, they may not be relied on as against third parties
unless it is established that they knew them or could have known them at the time of the
conclusion of the contract.
Article 1307: Other causes of termination of the power to represent
(1)The power to represent ceases upon the death or incapacity of the representative or
representative, unless the contrary results from the agreement or the nature of the business.
(2)If the representative or representative is a legal person, the power to represent shall cease
on the date on which the legal person ceases to exist.
(3)In the event of the opening of insolvency proceedings against the representative or
representative, the power to represent ceases under the conditions provided by law.
(4)The termination of the power to represent has no effect in respect of third parties who, at
the time of the conclusion of the contract, were not aware of, nor should they have been
aware of, that circumstance.
Article 1308: Obligations of the representative upon termination of the power of
attorney
(1)On termination of the powers entrusted to him, the representative shall be obliged to return
to the representative the document establishing those powers.
(2)The representative may not retain this document as security for his claims against the
representative, but may ask for a copy of the document, certified by the representative, with
the indication that the power of representation has ceased.
Article 1309: Lack or exceeding the power of representation
(1)The contract concluded by the person acting in the capacity of representative, but without
having a power of attorney or with the exceeding of the powers conferred, shall not have
effect between the representative and the third party.
(2)If, however, by his conduct, the representative has led the contracting third party to
reasonably believe that the representative has the power to represent him and that he acts
within the limits of the powers conferred on him, the representative may not rely on the lack
of power to represent the third party to represent the third party.
Article 1310: Liability of the representative
The one who concludes a contract as a representative, not having a power of attorney or
exceeding the limits of the powers entrusted to him, is liable for the damages caused to the
third party contractor who trusted, in good faith, in the valid conclusion of the contract.
Article 1311: Ratification
(1)In the cases provided for in Article 1.309, the one on whose behalf the contract was
concluded may ratify it, respecting the forms required by law for its valid conclusion.
(2)The contracting third party may, by means of a notification, grant a reasonable period for
ratification, after the fulfilment of which the contract can no longer be ratified.
Article 1312: Effects of ratification
Ratification has retroactive effect, but does not affect rights acquired by third parties in the
meantime.
Article 1313: The transmission of the faculty to ratify
The faculty of ratification is transmitted to the heirs.
Article 1314: Termination of the contract before ratification
The contracting third party and the person who has concluded the contract as a representative
may agree to terminate the contract as long as it has not been ratified.
SECTION 8:Assignment of the contract
Article 1315: Notion
(1)One party may substitute a third party for relations arising from a contract only if the
services have not yet been fully performed and the other party consents to it.
(2)The exceptions are the specific cases provided by the law.
Article 1316: Form of assignment
The assignment of the contract and its acceptance by the transferred contractor must be
concluded in the form required by law for the validity of the contract transferred.
Article 1317: Time of assignment
(1)If a party has given its prior consent to the other party being able to substitute a third party
for the relationship arising from the contract, the assignment shall take effect in relation to
that part from the moment when the substitution is notified to it or, as the case may be, from
the moment it accepts it.
(2)If all the elements of the contract result from a document containing the clause "to the
order" or another equivalent mention, unless otherwise provided by law, the endorsement of
the document produces the effect of substituting the guarantor in all the rights and obligations
of the guarantor.
(3)The land register provisions and the provisions relating to the transfer or publicity of
certain categories of movable property remain applicable.
Article 1318: Release of the transferor
(1)The transferor shall be released from his obligations towards the transferee contractor from
the time when the substitution takes effect against him.
(2)If he has declared that he does not release the transferor, the transferred contractor may
turn against him when the transferee fails to perform his obligations. In this case, the
contractor transferred must, under penalty of losing the right of recourse against the
transferor, notify him of the non-performance of the obligations by the assignee within 15
days of the date of non-performance or, as the case may be, of the date on which he became
aware of the fact of non-performance.
Article 1319: Exceptions to the transferred contractor
The transferred contractor may oppose to the transferee all exceptions resulting from the
contract. However, the transferred contractor may not invoke in respect of the transferee
defects in his consent, as well as any defences or exceptions arising from his relations with
the transferor, unless he has reserved this right when he has consented to the substitution.
Article 1320: Guarantee obligation
(1)The transferor guarantees the validity of the contract.
(2)Where the transferor guarantees performance of the contract, it shall be held as a guarantor
for the obligations of the contractor transferred.
SECTION 9:Termination of the contract
Article 1321: Grounds for termination
The contract terminates, in accordance with the law, by execution, the agreement of will of
the parties, unilateral denunciation, expiry of the term, fulfillment or, as the case may be,
non-fulfillment of the condition, fortuitous impossibility of execution, as well as from any
other causes provided by law.
Article 1322: Effects of termination
Upon termination of the contract, the parties are released from their obligations. They may,
however, be kept to make good the damage caused and, where appropriate, to the
reimbursement, in kind or by equivalent, of the benefits received as a result of the conclusion
of the contract.
Article 1323: Refund of benefits
The reimbursement of the benefits received shall be made in accordance with the provisions
of Articles 1.635 to 1.649.
CHAPTER II:Unilateral legal act
SECTION 1:General provisions
Article 1324: Notion
It is one-sided the legal act that implies only the manifestation of the will of its author.
Article 1325: Legal regime
Unless otherwise provided by law, the legal provisions relating to contracts shall apply
accordingly to unilateral acts.
Article 1326: Unilateral acts subject to communication
(1)A unilateral act is subject to service when it constitutes, modifies or extinguishes a right of
the addressee and whenever information to the addressee is necessary according to the nature
of the act.
(2)Unless otherwise provided by law, communication may be made in any appropriate
manner, according to the circumstances.
(3)The unilateral act takes effect once the communication reaches the addressee, even if he
has not become aware of it for reasons beyond his control.
SECTION 2:Unilateral act as a source of obligations
Article 1327: Unilateral promise
(1)The unilateral promise made with the intention of binding himself independently of
acceptance binds only the author.
(2)The addressee of the document may refuse the right thus born.
(3)If the author of the act has not expressly stipulated a time limit, the promise shall be
deemed to have been made for a certain duration, according to the nature of the obligation
and the circumstances in which it was assumed.
Article 1328: Public Reward Promise
(1)He who publicly promises a reward in exchange for the performance of a benefit is
obliged to make the payment, even if the benefit was performed without knowing the
promise.
(2)If the performance was executed by several persons together, the reward is divided
between them, according to the contribution of each to the result, and if this cannot be
established, the reward is divided equally.
(3)Where the performance has been performed separately by several persons, the reward shall
be due to the one who communicated the first result.
Article 1329: Revocation of the public promise of reward
(1)The promise may be revoked in the same form in which it was made public or in an
equivalent form.
(2)The revocation shall have no effect in respect of the person who, before its publication,
performed the performance.
(3)If the revocation was made without just cause, the author of the promise owes a fair
compensation, which will not be able to exceed the promised reward, to those who before the
publication of the revocation made expenses in order to execute the performance. However,
the promissor does not owe compensation if he proves that the result demanded could not be
achieved.
(4)The right of action for damages shall lapse within one year from the date of publication of
the revocation.
CHAPTER III:Lawful legal fact
SECTION 1:Business management
Article 1330: Conditions
(1)There is business management when, without being obliged, a person, called gerant,
voluntarily and opportunely manages the affairs of another person, called gerat, who does not
know the existence of management or, knowing the management, is unable to appoint a
trustee or otherwise take care of his affairs.
(2)The one who, without knowing it, works in the interest of another is not bound by the
obligations incumbent on him, according to the law, to the gerant. He shall be entitled to
restitution in accordance with the rules applicable to unjust enrichment.
(3)There is no business management when the person who manages another person's business
acts with the intention of gratifying it.
Article 1331: Obligation to notify
The gerant must notify the gerat of the management started as soon as possible.
Article 1332: Continued management
The business management obliges the gerant to continue the management started until he can
abandon it without the risk of any loss or until the gerat, personally or through his
representative, or, as the case may be, his heirs are able to take it over.
Article 1333: Continuation of the management by the heirs of the gerant
The heirs of the gerant who know the management are obliged to continue the business
started by the latter, under the same conditions as the gerant.
Article 1334: Diligence due to gerant
(1)The gerant owes it to himself to take care of the interests of the gerat with the diligence
that a good owner deposits in the administration of his assets.
(2)When the management has sought to protect the gerat from imminent damage, the gerant
is liable only for the damage caused to the gerat with intent or gross negligence.
Article 1335: Obligations of the gerant
At the end of the management, the gerant must give an account to the gerat and return to him
all the goods obtained during the management.
Article 1336: Acts concluded by gerant
(1)The gerant acting in his own name is held against the third parties with whom he has
contracted, without limiting the right of any of them to regress against the gerat.
(2)When acting on behalf of the gerat, the gerant is not held vis-a-vis third parties with whom
it has contracted unless the gerate is not bound to them.
Article 1337: Obligations of gerat
(1)When the conditions of business management are met, even if the result has not been
achieved, the gerat must reimburse the geran the necessary expenses as well as, within the
limit of the increase in value, the useful expenses incurred by the gerant, together with the
interest on the day on which they were made, and compensate him for the damage which,
without his fault, the gerant suffered as a result of the management.
(2)The gerat must also perform the obligations arising from the necessary and useful acts
which, on his behalf or for his benefit, were concluded by the gerant.
(3)The necessity or usefulness of the acts and expenses shall be assessed at the time when the
gerant made them.
(4)In order to guarantee the necessary expenses, the gerant has the right to ask the court,
following an expertise ordered by it with the procedure provided by law for the presidential
ordinance, the registration in the land register of a legal mortgage, according to the law.
Article 1338: Resistance of the management beneficiary
(1)He who starts or continues a management, knowing or needing to know the opposition of
the owner of the business, can only request reimbursement of the necessary expenses. In this
case, the court, at the request of the business owner, may grant a time limit for the
performance of the obligation to return.
(2)The one who ignores the resistance of the holder is liable for damages caused even by the
slightest fault.
Article 1339: Inopportune management
Acts and expenses which, without being necessary or useful, were made during the period of
management shall oblige the gerat to be reimbursed only to the extent that they have obtained
any advantage.
Article 1340: Ratification of the management
As regards legal acts, the ratified management shall, from the date when it was started,
produce the effects of a mandate.
SECTION 2:Undue payment
Article 1341: Notion
(1)He who pays without owing is entitled to a refund.
(2)What has been paid for by way of liberality or business management is not subject to
restitution.
(3)It shall be presumed, until proven otherwise, that the payment was made with the intention
of settling a debt of its own.
Article 1342: Payment received in good faith by the creditor
(1)Repayment may not be ordered where, as a result of payment, the person who received it
in good faith has left the limitation period to expire or has in any way deprived himself of his
debt instrument or has waived the security of the claim.
(2)In this case, the payer has the right of recourse against the true debtor under the legal
subrogation to the rights of the paid creditor.
Article 1343: Repayment of the advance payment
What the debtor paid before the expiry of the standstill period cannot be refunded unless the
payment was made through fraud or violence. It shall also be subject to reimbursement and
payment made before the suspension condition is fulfilled.
Article 1344: Rules applicable to the refund
The repayment of the undue payment shall be made in accordance with the provisions of
Articles 1.635 to 1.649.
SECTION 3:Unjust enrichment
Article 1345: Conditions
He who, unjustly, has unjustly enriched himself at the expense of another is obliged to
restitution, to the extent of the patrimonial loss suffered by the other person, but without
being kept beyond the limit of his own enrichment.
Article 1346: Justified enrichment
Enrichment is justified where it results from:
a)performance of a valid obligation;
b)the failure of the injured person to exercise a right against the rich;
c)of an act performed by the injured person in his personal and exclusive interest, at his own
risk or, as the case may be, with the intention of gratifying.
Article 1347: Conditions and extent of the refund
(1)Restitution is due only if the enrichment persists on the date of referral to the court.
(2)He who has become rich shall be liable to a refund under the conditions laid down in
Article 1.639 et seq.
Article 1348: Subsidiary nature
The application for a refund may not be granted if the injured person is entitled to another
action in order to obtain what is owed to him.
CHAPTER IV:Civil liability
SECTION 1:General provisions
Article 1349: Tort liability
(1)Everyone has the duty to observe the rules of conduct which the law or custom of the
place imposes and not to prejudice, by his actions or inactions, the legitimate rights or
interests of other persons.
(2)The one who, having discernment, violates this duty is liable for all the damages caused,
being obliged to repair them in full.
(3)In the specific cases provided by the law, a person is obliged to repair the damage caused
by the deed of another, by the things or animals under his guard, as well as by the ruin of the
edifice.
(4)Liability for damages caused by defective products shall be established by special law.
Article 1350: Contractual liability
(1)Everyone must perform the obligations he has contracted.
(2)Where, without justification, it fails to fulfil this duty, it shall be liable for the damage
caused to the other party and shall be obliged to make good such damage, in accordance with
the law.
(3)Unless otherwise provided by law, neither party may remove the application of the rules of
contractual liability in order to opt for other rules that would be more favourable to it.
SECTION 2:Exonerating cases
Article 1351: Force majeure and the fortuitous case
(1)Unless otherwise provided by law or the parties do not agree otherwise, liability is
removed when the damage is caused by force majeure or unforeseeable circumstances.
(2)Force majeure is any external event, unpredictable, absolutely invincible and inevitable.
(3)The fortuitous case is an event that cannot be predicted nor prevented by the one who
would have been called to answer if the event had not occurred.
(4)If, according to the law, the debtor is exonerated of contractual liability for a fortuitous
case, he is also exonerated in case of force majeure.
Article 1352: The act of the victim or the third party
The act of the victim himself and the act of the third party remove the liability even if they do
not have the characteristics of force majeure, but only those of the fortuitous case, but only in
cases where, according to the law or the agreement of the parties, the fortuitous case is
exonerating from liability.
Article 1353: Exercise of rights
He who causes harm by the very exercise of his rights shall not be obliged to make good it,
unless the right is exercised improperly.
Article 1354: Other causes of exemption
The victim cannot obtain compensation for the damage caused by the person who gave
him/her selfless help or by the work, animal or edifice which he/she used free of charge
unless he/she proves the intention or serious fault of the one who, according to the law, would
have been called to answer.
Article 1355: Liability clauses
(1)Liability for material damage caused to another by an act committed intentionally or
through serious negligence may not be excluded or limited by conventions or unilateral acts.
(2)The clauses that exclude liability for damage caused, by simple recklessness or negligence,
to the victim's property are valid.
(3)The liability for damages caused to physical or mental integrity or health cannot be
removed or diminished only under the law.
(4)The declaration of acceptance of the risk of damage does not in itself constitute the
victim's renunciation of the right to obtain the payment of compensation.
Article 1356: Liability notices
(1)A notice which excludes or limits contractual liability, whether or not it is made known to
the public, shall have no effect unless the person invoking it proves that the injured party was
aware of the existence of the notice at the time of the conclusion of the contract.
(2)A notice shall not exclude or limit tortious liability for damage caused to the victim. Such
a notice may, however, have the value of the reporting of a hazard, the provisions of Article
1.371(1) being applicable, as the circumstances may be.
SECTION 3:Liability for one's own deed
Article 1357: Conditions of liability
(1)The one who causes another damage by an illicit act, committed with guilt, is obliged to
repair it.
(2)The perpetrator of the damage is liable for the slightest fault.
Article 1358: Particular criteria for assessing guilt
In order to assess guilt, account shall be taken of the circumstances in which the damage
occurred, alien to the person of the perpetrator, as well as, where appropriate, of the fact that
the damage was caused by a professional in the operation of an undertaking.
Article 1359: Compensation for damage consisting in injury to an interest
The perpetrator of the wrongful act is obliged to repair the damage caused also when it is a
result of harm to one interest of another, if the interest is legitimate, serious and, by the way it
manifests itself, creates the appearance of a subjective right.
Article 1360: Legitimate Defense
(1)It does not owe compensation to the one who, being in self-defense, caused damage to the
aggressor.
(2)However, an adequate and fair allowance may be ordered to pay an adequate and equitable
allowance to the person who has committed an offence by exceeding the limits of legitimate
defence.
Article 1361: State of necessity
He who, in a state of necessity, has destroyed or damaged the assets of another in order to
protect himself or his own property from imminent damage or danger is obliged to repair the
damage caused, according to the rules applicable to unjust enrichment.
Article 1362: Obligation of the third party to make good the damage
If, in the cases provided for in Articles 1.360(2) and 1.361, the harmful act was committed in
the interests of a third person, the injured person shall be directed against him on the basis of
unjust enrichment.
Article 1363: Disclosure of a trade secret
A person may be exempted from liability for damage caused by the disclosure of the trade
secret by proving that disclosure was necessitated by serious circumstances concerning public
health or safety.
Article 1364: Performing an activity required or permitted by law
The performance of an activity imposed or permitted by law or the order of the superior does
not exonerate from liability the person who could have realized the illegal nature of his act
committed in such circumstances.
Article 1365: Effects of the criminal judgment
The civil court is not linked to the provisions of the criminal law, nor to the final decision of
acquittal or termination of the criminal proceedings regarding the existence of the damage or
the guilt of the perpetrator of the wrongful act.
Article 1366: Liability of the minor and of the person benefiting from judicial
counseling or special guardianship
(1)The minor who has not reached the age of 14 years or the person who benefits from the
special guardianship is not liable for the damage caused, unless his discernment is proved at
the time of the deed.
(2)The minor who has reached the age of 14 years is liable for the damage caused, unless he
proves that he was indiscriminate at the time of the crime.
(3)The provisions of paragraph 1 shall also apply to the person enjoying special guardianship
and the provisions of paragraph 2 and to the person receiving legal advice.
Article 1367: Liability of other indiscriminate persons
(1)He who caused a damage is not liable if at the time he committed the harmful deed he was
in a state, even temporal, of disturbing the mind which made it impossible for him to realize
the consequences of his deed.
(2)However, the one who caused the damage is liable, if the temporal state of disorder of the
mind was caused by himself, by the drunkenness produced by alcohol, narcotics or other
substances.
Article 1368: Subsidiary obligation to compensate the victim
(1)The lack of discernment does not exempt the perpetrator of the damage from the payment
of an allowance to the victim whenever the liability of the person who had, according to the
law, the duty to supervise him cannot be incurred.
(2)The indemnity will be established in a fair amount, taking into account the patrimonial
status of the parties.
Article 1369: Liability of other persons
(1)The one who urged or caused another to cause damage, helped him in any way to cause it
or, knowingly, concealed goods that came from an illicit act or benefited from the damage of
another, is jointly and severally liable with the perpetrator.
(2)The provisions of paragraph 1 shall also apply in respect of a person who, in any way,
prevented or delayed the bringing to court of the perpetrator of the wrongful act.
Article 1370: Impossibility of individualization of the perpetrator of the wrongful act
If the damage was caused by the simultaneous or successive action of several persons,
without it being possible to establish that it was caused or, as the case may be, that it could
not be caused by the act of any of them, all such persons shall be jointly and severally liable
to the victim.
Article 1371: Common guilt. Plurality of causes
(1)If the victim contributed intentionally or through negligence to the causing or increasing of
the damage or did not avoid them, in whole or in part, although he could do so, the one called
to answer will be held only for the part of the damage he caused.
(2)The provisions of paragraph (1) shall also apply if the damage has been caused by both the
act committed by the author, intentionally or through fault, and the force majeure, the
fortuitous case or the act of the third party for which the author is not obliged to answer has
contributed.
SECTION 4:Liability for the deed of another
Article 1372: Liability for the act of the minor or of the person receiving judicial
counsel or special guardianship
(1)He who, under the law, a contract or a court decision, is obliged to supervise a minor or a
person benefiting from judicial counseling or special guardianship is liable for the damage
caused to another by the latter persons.
(2)Liability subsists even if the perpetrator, being indiscriminate, is not responsible for his
own deed.
(3)The person obliged to supervise shall be exempted from liability only if he proves that he
could not prevent the harmful act. In the case of parents or, as the case may be, guardians,
proof shall be considered to be furnished only if they prove that the child's act constitutes the
result of a cause other than the way in which they have fulfilled their duties arising from the
exercise of parental authority.
Article 1373: Liability of principals for servants
(1)The principal is obliged to repair the damage caused by his servants whenever the act
committed by them is related to the duties or the purpose of the functions entrusted to him.
(2)It is the principal who, by virtue of a contract or under the law, exercises direction,
supervision and control over the one who performs certain functions or assignments in his
interest or that of another.
(3)The principal shall not be liable if he proves that the victim knew or, according to the
circumstances, could have known, at the time of committing the harmful act, that the servant
acted without any connection with the duties or the purpose of the functions entrusted to him.
Article 1374: Correlation of forms of liability for the deed of another person
(1)Parents are not liable if they prove that the liability requirements of the person who had the
obligation to supervise the minor are met.
(2)No person other than the principal is liable for the harmful act committed by the minor
who was a servant. However, if the principal is the parent of the minor who committed the
wrongful act, the victim has the right to choose the basis of liability.
SECTION 5:Liability for damage caused by animals or things
Article 1375: Liability for damage caused by animals
The owner of an animal or the one who serves it is liable, independently of any fault, for the
damage caused by the animal, even if it has escaped from its guard.
Article 1376: Liability for damage caused by things
(1)Everyone is obliged to repair, independently of any fault, the damage caused by the work
under his guard.
(2)The provisions of paragraph 1 shall also apply in the event of collisions of vehicles or in
other similar cases. However, in such cases, the burden of repairing all the damage shall lie
solely with the one whose wrongful act meets, in relation to the others, the conditions of force
majeure.
Article 1377: The notion of security
For the purposes of the provisions of Articles 1.375 and 1.376, the owner or the person who,
on the basis of a legal provision or a contract or even only in fact, independently exercises
control and supervision over the animal or thing and uses it for his own benefit, has the
security of the animal or thing.
Article 1378: Responsibility for the ruin of the edifice
The owner of an edifice or of any kind of construction is obliged to repair the damage caused
by their ruin or by the detachment of parts of them, if this is the result of lack of maintenance
or of a construction defect.
Article 1379: Other cases of liability
(1)The one who occupies a building, even without any title, is liable for the damage caused
by the fall or throwing of something from the building.
(2)If, in the case referred to in paragraph 1, the conditions of liability for damage caused by
things are also fulfilled, the victim shall have a right of option to make good the damage.
Article 1380: Causes of exemption
In the cases provided for in Articles 1.375, 1.376, 1.378 and 1.379 there is no obligation to
compensate for the damage, when it is caused solely by the act of the victim himself or of a
third party or is the result of a case of force majeure.
SECTION 6:Compensation for damage in case of tortious liability
Article 1381: Object of repair
(1)Any damage shall give rise to the right to compensation.
(2)The right to compensation arises from the day on which the damage is caused, even if this
right cannot be recovered immediately.
(3)From the date of its birth, all legal provisions regarding the execution, transmission,
transformation and extinguishment of obligations are applicable to him/her right to
compensation.
Article 1382: Joint and several liability
Those who are liable for a harmful act are held jointly and severally to compensate the
injured person.
Article 1383: Relations between debtors
Among those who are jointly and severally liable, the burden of reparation shall be shared
proportionately in so far as each has participated in causing the damage or according to the
intention or seriousness of the fault of each, if such participation cannot be established. If the
burden of reparation cannot be shared either, each will contribute equally to compensation for
the damage.
Article 1384: Right of recourse
(1)He who is liable for the act of another may turn against the one who caused the damage,
unless the latter is not liable for the damage caused.
(2)When the one who is responsible for the deed of another is the State, the Ministry of
Public Finance will necessarily return, by judicial means, against the one who caused the
damage, to the extent that the latter is liable, according to the special law, for the occurrence
of that damage.
(3)If the damage was caused by more than one person, the person who, being liable for the
act of one of them, paid compensation may also turn against the other persons who
contributed to causing the damage or, where appropriate, against those who are liable for it.
In all cases, the setback shall be limited to that which exceeds the share of the person for
whom the action is liable and may not exceed the part of the compensation which is borne by
each of the persons against whom the setback is exercised.
(4)In all cases, the person exercising the setback may not recover the part of the
compensation corresponding to his own contribution to the injury.
Article 1385: Extent of repair
(1)The damage shall be repaired in full, unless otherwise provided by law.
(2)It will also be possible to award compensation for a future damage if its occurrence is
unquestionable.
(3)The compensation must include the loss suffered by the injured person, the gain which he
would have been able to make under normal circumstances and which he was deprived of,
and the expenses which he made in order to avoid or limit the damage.
(4)If the wrongful act has also resulted in the loss of the chance to obtain an advantage or to
avoid damage, the reparation will be proportional to the probability of obtaining the
advantage or, as the case may be, of avoiding the damage, taking into account the
circumstances and the concrete situation of the victim.
Article 1386: Forms of repair
(1)Compensation for the damage is made in kind, by restoring the previous situation, and if it
is not possible or if the victim is not interested in the compensation in kind, by paying
compensation, established by agreement of the parties or, in default, by court decision.
(2)When determining the compensation, it will be taken into account, unless otherwise
provided by law, the date of occurrence of the damage.
(3)If the damage is of a continuing nature, compensation shall take the form of periodic
benefits.
(4)In the case of future damage, the compensation, regardless of the form in which it was
granted, may be increased, reduced or suppressed if, after its establishment, the damage has
increased, decreased or ceased.
Article 1387: Injury to bodily integrity or health
(1)In the event of injury to the bodily integrity or health of a person, compensation shall
include, under the conditions of Articles 1.388 and 1.389, as the case may be, the equivalent
of the gain from work which the injured person has been deprived of or prevented from
acquiring, by the effect of losing or reducing his or her ability to work. In addition,
compensation must cover the costs of medical care and, where appropriate, the expenses
caused by the increase in the living needs of the injured person, as well as any other material
damage.
(2)The compensation for the loss or non-realization of the gain from work is granted, taking
into account the increase of the life needs of the injured person, in the form of periodical
monetary benefits. At the victim's request, the court will be able to award the compensation,
for good reasons, in the form of a lump sum.
(3)In all cases, the court will be able to grant the injured person a provisional compensation
to cover urgent needs.
Article 1388: Establishing the loss and non-realization of the gain from work
(1)Compensation for the loss or non-realization of the gain from work shall be determined on
the basis of the average net monthly income from work of the injured person in the last year
before the loss or reduction of his/her ability to work or, in absentia, on the basis of the net
monthly income which he/she could have attained, taking into account the professional
qualification he/she had or would have had at the end of the training he/she was in the
process of receiving.
(2)However, if the injured person proves the possibility of obtaining a higher income from
work on the basis of a contract concluded in the last year, and it has not been enforced, these
incomes will be taken into account in determining the compensation.
(3)If the injured person did not have a professional qualification and was not in the process of
receiving it, the compensation will be determined on the basis of the net minimum wage in
the economy.
Article 1389: Injury to the minor
(1)If the person who has suffered personal integrity or health injury is a minor, the
compensation determined in accordance with the provisions of Article 1.388 (1) shall be due
from the date when the minor would normally have completed the professional training he or
she was receiving.
(2)Until that date, if the minor had a gain at the time of the injury, the compensation shall be
determined on the basis of the gain of which he was deprived, and if he had no gain, in
accordance with the provisions of Article 1388, which shall apply accordingly. The latter
compensation will be due from the date when the minor has reached the age prescribed by
law in order to be a party to an employment relationship.
Article 1390: Person entitled to compensation in the event of death
(1)Compensation for damages caused by the death of a person is due only to those entitled,
according to the law, to maintenance from the deceased.
(2)However, the court, taking into account the circumstances, may also award compensation
to the person to whom the victim, without being bound by law, routinely rendered
maintenance.
(3)In determining the compensation, account shall be taken of the needs of the injured person,
as well as of the income that the deceased would normally have had during the time for
which the compensation was granted. The provisions of Articles 1.387 to 1.389 shall apply
accordingly.
Article 1391: Reparation for non-pecuniary damage
(1)In the event of injury to bodily integrity or health, compensation may also be granted for
the restriction of the possibilities of family and social life.
(2)The court will also be able to award compensation to the ascendants, descendants,
brothers, sisters and husband for the pain experienced by the death of the victim, as well as to
any other person who, in turn, could prove the existence of such damage.
(3)The right to compensation for the impairments of the rights inherent in the personality of
any person entitled to the person concerned may be assigned only if it has been established by
a settlement or by a final court decision.
(4)The right to compensation recognised in accordance with the provisions of this Article
shall not pass to the heirs. However, they may exercise it if the action has been initiated by
the deceased.
(5)The provisions of Articles 253 to 256 shall remain applicable.
Article 1392: Health care expenses. Funeral expenses
He who has incurred expenses for the care of the victim's health or, in the event of his/her
death, for the burial shall be entitled to their return from the person responsible for the act
which occasioned these expenses.
Article 1393: Compensation in respect of the aid and pension
(1)If, in the context of social security, entitlement to a benefit or pension has been recognised,
compensation shall be due only to the extent that the damage suffered by injury or death
exceeds the benefit or pension.
(2)As long as the aid or pension has not actually been granted or, as the case may be, refused
to the injured party, the court may order the person summoned to answer only provisional
compensation, under the provisions of Article 1.387(3).
Article 1394: Extension of the limitation period
In all cases where the compensation derives from a fact subject by the criminal law to a
longer prescription than the civil one, the limitation period of criminal liability also applies to
the right to action for civil liability.
Article 1395: Suspension of prescription
The limitation of the right of action with regard to compensation for damage caused by injury
to bodily integrity or health or by the death of a person shall be suspended until the pension
or benefits which would be due, within the framework of social security, to the person
entitled to compensation has been determined.
TITLE III:Modalities of obligations
 CHAPTER I:General provisions
Article 1396: Categories of obligations
(1)Obligations can be pure and simple, obligations simple or affected by modalities.
(2)Pure and simple obligations are not susceptible to modalities.
Article 1397: Simple obligations
(1)The simple obligation is not affected by the term or condition and can be enforced
immediately, on its own initiative or at the request of the creditor.
(2)The obligation is simple and not conditional, if its effectiveness or termination depends on
an event which, without the parties' knowledge, had already occurred when the debtor was
bound by the condition.
Article 1398: Obligations affected by the modalities
Obligations may be affected by term or condition.
CHAPTER II:Condition
Article 1399: Conditional obligation
It is affected by the condition the obligation whose effectiveness or termination depends on a
future and uncertain event.
Article 1400: Suspensive condition
The condition is suspensive when the effectiveness of the obligation depends on its
fulfilment.
Article 1401: The resolutory condition
(1)The condition is resolutory when its fulfilment leads to the termination of the obligation.
(2)Unless proven otherwise, the condition shall be presumed to be terminated whenever the
maturity of the principal obligations precedes the moment at which the condition could be
met.
Article 1402: Impossible, illicit or immoral condition
The impossible condition, contrary to the law or morals, is considered unwritten, and if it is
the very cause of the contract, it entails its absolute nullity.
Article 1403: Purely potestative condition
The obligation contracted under a suspensive condition which depends solely on the debtor's
will has no effect.
Article 1404: Finding that the condition has been met
(1)The fulfilment of the condition shall be assessed in accordance with criteria laid down by
the parties or which they are likely to have considered according to the circumstances.
(2)Where the obligation is contracted under the condition of an occurrence of an event within
a certain period, the condition shall be counted as unfulfilled if the time limit has expired
without the occurrence of the event. In the absence of a time limit, the condition is considered
unfulfilled only when it is certain that the event will not occur.
(3)Where the obligation is contracted under the condition that an event will not occur within
a certain period, the condition shall be deemed to have been fulfilled if it is certain that the
event will not occur. In the absence of a time limit, the condition is considered to be fulfilled
only when it is certain that the event will not occur.
(4)The interested party may at any time ask the court to declare that the condition has been
met or has not been met.
Article 1405: Determination of the fulfilment or non-fulfilment of the condition
(1)The condition shall be deemed to have been fulfilled if the debtor liable under this
condition prevents it from being realised.
(2)The condition shall be considered unfulfilled if the party interested in fulfilling the
condition determines, in bad faith, the occurrence of the event.
Article 1406: Renouncing the condition
(1)The party in whose exclusive interest the condition has been stipulated shall be free to give
it up unilaterally as long as the condition has not been fulfilled.
(2)Waiving the condition makes the obligation simple.
Article 1407: Effects of fulfilling the condition
(1)The condition fulfilled is presumed to produce retroactive effects, from the moment of the
conclusion of the contract, if by the will of the parties, the nature of the contract or the legal
provisions do not result in the contrary.
(2)In the case of contracts with continuous or successive performance affected by a
resolutory condition, its fulfilment, unless otherwise provided, has no effect on the services
already performed.
(3)Where the suspensive condition takes retroactive effect, in the event of fulfilment, the
debtor shall be obliged to perform as if the obligation had been simple. The acts concluded by
the owner under suspension condition are valid and, if the condition is met, take effect from
the date of their conclusion.
(4)Where the cancellation condition takes retroactive effect, in the event of fulfilment, each
of the parties shall be obliged to return to the other the benefits which it has received under
the obligation as if it had never existed. The provisions relating to the refund of benefits shall
apply accordingly.
Article 1408: Transmission of the conditional obligation
(1)The obligation affected by the condition is transferable, but the rights of the acquirer are
subject to the same condition.
(2)The obligation affected by the condition may be taken over, the provisions of Articles
1.599 to 1.608 being applied accordingly.
Article 1409: Conservative Acts
The creditor may, even before the condition is fulfilled, do any acts of preservation of his
right.
Article 1410: Fruits picked before the condition is met
In the absence of stipulation or legal provision to the contrary, the fruits picked or collected
before the condition is met shall be due to the owner under the resolutory condition.
CHAPTER III:Term
Article 1411: Obligation affected by the time limit
(1)The obligation is affected by the time limit when its execution or extinguishment depends
on a future and certain event.
(2)The time limit may be set by the parties or by the court or provided by law.
Article 1412: Categories of time limits
(1)The time limit is suspensive when, until its fulfilment, the maturity of the obligation is
postponed.
(2)The term is extinctive when, upon its fulfillment, the obligation is extinguished.
Article 1413: Benefit of the term
(1)The term benefits the debtor, unless it appears from the law, the will of the parties or the
circumstances that it was stipulated in favour of the creditor or both parties.
(2)He who has the exclusive benefit of the term may at any time renounce it without the
consent of the other party.
Article 1414: Effect of the suspensive period
What is due with a time limit cannot be claimed before its fulfilment, but what was executed
willingly and knowingly before the expiry of the time limit is not subject to restitution.
Article 1415: Judicial determination of the time limit
(1)Where the parties agree to postpone the determination of the time limit or leave it to one of
them to determine it and where, after a reasonable period of time, the time limit has not yet
been fixed, the court may, at the request of one of the parties, fix the time limit taking into
account the nature of the obligation, the situation of the parties and any other circumstances.
(2)The court may also fix the time limit where, by its nature, the obligation involves a time
limit and there is no agreement by which it can be determined.
(3)The application for the determination of the time limit shall be dealt with in accordance
with the rules applicable to the presidential order, subject to prescription, which shall begin to
run from the date of conclusion of the contract.
Article 1416: Calculation of time limits
The calculation of time limits, regardless of their duration and source, shall be made
according to the rules set out in Title III of Book VI.
Article 1417: Forfeiture of the benefit of the term
(1)The debtor denies the benefit of the term if he is in a state of insolvency or, as the case
may be, of insolvency declared under the law, as well as when, intentionally or through a
serious fault, he diminishes by his act the guarantees provided in favor of the creditor or does
not constitute the promised guarantees.
(2)For the purposes of paragraph (1), the state of insolvency results from the inferiority of the
patrimonial asset that may be subject, according to the law, to forced execution, compared to
the total value of the debts due. Unless otherwise provided by law, this state is ascertained by
the court, which, to that end, may take into account certain circumstances, such as the
untimely disappearance of the debtor, the non-payment of debts that have become due, the
initiation against him of a enforcement procedure and the like.
(3)Forfeiture of the benefit of the time limit may also be claimed when, through his fault, the
debtor reaches the situation of no longer satisfying a condition considered essential by the
creditor at the time of the conclusion of the contract. In this case, it is necessary to have
expressly stipulated the essential nature of the condition and the possibility of sanctioning
revocation, as well as to have been in a legitimate interest for the creditor to regard that
condition as essential.
Article 1418: Anticipated chargeability
The waiver of the time limit or the withdrawal from the benefit of the time limit makes the
obligation immediately due.
Article 1419: Unenforceability of the disqualification of the term
The forfeiture of a debtor, even jointly and severally, from the benefit of the term is not
enforceable against the other co-debtors.
Article 1420: Failure to carry out the event
If an event which the parties consider to be a time limit is not realized, the obligation shall
become due on the day on which the event should normally have occurred. In this case, the
provisions of this Chapter shall apply.
TITLE IV:Complex obligations
CHAPTER I:Divisible and indivisible obligations
Article 1421: Categories
Obligations may be divisible or indivisible.
Article 1422: Divisible obligation
(1)The obligation is divisible between several debtors where they are obliged to the creditor
for the same performance, but each of them may be compelled to perform the obligation only
separately and within the limit of his part of the debt.
(2)The obligation is divisible between several creditors where each of them can only claim
from the joint debtor the enforcement of his part of the claim.
Article 1423: Presumption of equality
Unless otherwise provided by law or contract, the debtors of a divisible obligation shall be
held against the creditor in equal shares. This rule similarly applies to creditors.
Article 1424: Presumption of divisibility. Exceptions
The obligation is automatically divisible, unless the indivisibility has been expressly
stipulated or the object of the obligation is not, by its nature, susceptible to material or
intellectual division.
Article 1425: Effects of the indivisible obligation
(1)The indivisible obligation shall not be divided between debtors, between creditors or
between their heirs.
(2)Each of the debtors or their heirs may be separately coerced to perform the whole
obligation and, respectively, each of the creditors or their heirs may request full enforcement.
Article 1426: Solidarity and indivisibility
(1)The solidarity of debtors or creditors does not in itself entail the indivisibility of the
obligations.
(2)Unless otherwise provided, creditors and debtors of an indivisible obligation shall not be
bound jointly and severally.
Article 1427: Divisibility of the obligation between heirs
The obligation divisible by its nature, which has only one debtor and one creditor, must be
enforced between them as if it were indivisible, but it remains divisible among the heirs of
each of them.
Article 1428: Enforcement in kind
Where the performance of the indivisible obligation takes place in kind, each creditor may
claim and receive the performance due only in full.
Article 1429: Refund of benefits
The obligation to reimburse benefits effected under an indivisible obligation shall be divisible
unless the indivisibility of the obligation to reimburse results from its very nature.
Article 1430: Damages
(1)The obligation to execute by equivalent an indivisible obligation is divisible.
(2)Additional damages may be claimed only from the debtor responsible for the non-
performance of the obligation. They are due to creditors only in proportion to the part of the
claim that belongs to each of them.
Article 1431: Existence of several creditors
(1)Creditors and debtors of an indivisible obligation shall not be presumed to have entrusted
each other with the power to act for others in respect of the claim.
(2)Novation, discharge of debt, compensation or confusion consented to or operating towards
a creditor extinguishes the obligation only for the part of the claim incumbent on him.
Compared to the other creditors, the debtor remains obliged for everything.
(3)The debtor who has paid the other creditors shall be entitled to receive from them the
equivalent of the part of the obligation due to the creditor who has consented to the settlement
of the claim or in respect of whom he has operated.
Article 1432: Existence of several debtors
(1)Novation, discharge of debt, compensation or confusion consented to or operating in
respect of a debtor extinguishes the indivisible obligation and releases the other debtors, but
they remain required to pay the former the equivalent of their parts.
(2)The creditor may require any of the debtors to perform the entire obligation, irrespective
of the part of the obligation incumbent on him. The creditor may also require that all debtors
make the payment at the same time.
(3)The debtor sued for the totality of the obligation may request a time limit for bringing the
other debtors into the case, unless the service can be performed only by the person summoned
to court, who, in this case, may be obliged to perform the entire service himself, but with the
right of recourse against the other debtors.
(4)The formal notice of one of the debtors, as a matter of law or at the request of the creditor,
has no effect against the other debtors.
(5)As soon as the cause of indivisibility ceases, the obligation becomes divisible.
Article 1433: Prescription
(1)A stay of limitations against one of the creditors or debtors of an indivisible obligation
shall also have effect vis-a-vis the others.
(2)Likewise, the interruption of the limitation period in respect of one of the creditors or
debtors of an indivisible obligation also takes effect vis-a-vis the others.
CHAPTER II:Joint and several obligations
SECTION 1:Joint and several obligations between creditors
Article 1434: Solidarity between creditors
(1)The joint and several obligation confers on each creditor the right to demand the
performance of the entire obligation and to give a free receipt for everything.
(2)Enforcement of the obligation for the benefit of one of the creditors jointly and severally
shall release the debtor in respect of the other joint and several creditors.
Article 1435: The source of solidarity
Solidarity between creditors exists only if it is expressly stipulated.
Article 1436: Mutual representation of creditors
(1)Joint and several creditors shall be presumed to have entrusted each other with the power
to act in order to manage and satisfy their common interest.
(2)Any acts by which one of the joint and several creditors would consent to the reduction or
removal of the rights, accessories or benefits of the claim or would otherwise prejudice the
interests of the other creditors shall be unenforceable to the latter.
(3)The court decision obtained by one of the creditors against the joint debtor also benefits
the other creditors.
(4)A judgment in favour of the joint debtor cannot also be invoked against creditors who
were not party to the proceedings.
Article 1437: Choice of debtor
The debtor may, at his discretion, pay any of the creditors jointly and severally, thus freeing
himself from all of them, but only as long as none of the creditors has prosecuted him. In the
latter case, the debtor may be released only by paying the plaintiff creditor.
Article 1438: Compensation
The debtor may oppose to a creditor jointly and severally the compensation which has been
made in relation to another creditor jointly and severally, but only in proportion to the part of
the claim which belongs to the latter.
Article 1439: Confusion
If one of the creditors jointly and severally acquires the status of debtor, confusion shall
extinguish the joint and several claim only in proportion to that creditor's share of the claim.
The other joint and several creditors retain the right of recourse against the creditor in whose
person the confusion has been made, in proportion to the part of the claim that belongs to
each of them.
Article 1440: Discharge of debt
The discharge of debt consented by one of the creditors jointly and severally releases the
debtor only in respect of the part of the claim incumbent on that creditor.
Article 1441: Prescription
(1)The suspension of the limitation period for the benefit of one of the joint and several
creditors may also be invoked by the other joint and several creditors.
(2)The interruption of the limitation period in respect of one of the creditors jointly and
severally shall benefit all the creditors jointly and severally.
Article 1442: Divisibility of the obligation between heirs
The obligation in favour of a joint and several creditor shall be divided automatically among
his heirs.
SECTION 2:Joint and several obligations between debtors
SUBSECTION 1:General provisions
Article 1443: Solidarity between debtors
The obligation is joint and several between debtors when they are all obliged to the same
service, so that each can be kept separate for the entire obligation, and its performance by one
of the co-debtors frees the others from the creditor.
Article 1444: Joint and several obligations affected by the arrangements
There is solidarity even if debtors are bound in different ways.
Article 1445: Sources of solidarity
Solidarity between debtors is not presumed. It exists only when it is expressly stipulated by
the parties or is provided for by law.
Article 1446: Presumption of solidarity
Solidarity is presumed between the debtors of an obligation contracted in the course of an
undertaking's activity, unless otherwise provided by law.
SUBSECTION 2:Effects of solidarity between the creditor and joint and several debtors
SUBSECTION 21:Main effects in the relations between the creditor and the joint and
several debtors
Article 1447: Creditor's rights
(1)The creditor may demand payment of any of the joint and several debtors without the
creditor being able to oppose the benefit of division.
(2)Pursuing against one of the joint and several debtors does not prevent the creditor from
going against the other co-debtors. However, the pursued debtor may request the introduction
of the other co-debtors in question.
Article 1448: Exceptions and defences against the common creditor
(1)The joint and several debtor may oppose to the creditor all means of defence which are
personal to him or her, as well as those which are common to all co-debtors. But he cannot
use the means of defense that are purely personal to another co-debtor.
(2)A joint and several debtor who, by the creditor's act, is deprived of a guarantee or a right
which he could have asserted by subrogation shall be released from the debt up to the amount
of those guarantees or rights.
Article 1449: Prescription
(1)The suspension and interruption of the prescription against one of the joint and several
debtors shall also have effect vis-a-vis the other co-debtors.
(2)The interruption of the limitation period vis-a-vis an heir of the joint and several debtor
produces effects vis-a-vis the other co-debtors only for the part of that heir, even if it is a
mortgage claim.
Article 1450: Compensation
(1)The set-off operates between the creditor and a joint and several debtor only within the
limit of the part of the debt incumbent on him.
(2)In this case, the other co-debtors are held jointly and severally only for the remaining part
of the debt after the compensation has been made.
Article 1451: Discharge of debt
(1)The discharge of debt consented to one of the joint and several debtors shall not release the
other co-debtors, unless the creditor expressly declares this or voluntarily returns to the
debtor the original of the private document establishing the claim. If a co-debtor is given the
original of the authentic document establishing the claim, the creditor may prove that he has
consented to the discharge of debt only in respect of that debtor.
(2)If the discharge of debt was made only in favour of one of the joint co-debtors, the others
remain held jointly and severally to the creditor, but with the deduction of the part of the debt
for which the discharge operated. However, they shall continue to be liable for everything
when, on the date of discharge of the debt, the creditor has expressly reserved this possibility,
in which case the other co-debtors retain the right of recourse against the debtor in receipt of
the discharge of the debt.
Article 1452: Confusion
The confusion frees the other co-debtors jointly and severally for the part of the one who
brings together in his person the qualities of creditor and debtor of the joint and several
obligation.
Article 1453: Giving up solidarity
(1)The renunciation of solidarity with regard to one of the co-debtors jointly and severally
does not affect the existence of a joint obligation in relation to the others. The joint co-debtor
who benefits from the renunciation of solidarity remains held for his share both to the
creditor and to the other co-debtors in the event of the latter's setback.
(2)The renunciation of solidarity must be express.
(3)The creditor also gives up solidarity when:
a)without reserving the benefit of solidarity in relation to the joint and several debtor who
made the payment, it shall state in the receipt that the payment represents the latter's share of
the joint and several obligation. If the payment concerns only a part of the interest, the
renunciation of solidarity does not extend to unpaid interest or capital unless the separate
payment of interest, thus mentioned in the receipt, is made for 3 years;
b)it sues one of the co-debtors jointly and severally for his/her share, and the application
having this object is granted.
SUBSECTION 22:Side effects in the relations between the creditor and the joint and
several debtors
Article 1454: Impossibility of performing the obligation in kind
(1)Where the performance in kind of an obligation becomes impossible from the act of one or
more joint and several debtors or after they have been personally put into default, the other
co-debtors shall not be released from the obligation to pay the creditor by equivalent, but
shall not be liable for the additional damages which would be due to him.
(2)The creditor may claim additional damages only from joint and several co-debtors whose
fault the obligation became impossible to perform in kind, as well as to those who were in
default when the obligation became impossible to perform.
Article 1455: Effects of the judgment
(1)The judgment against one of the co-debtors jointly and severally has no res judicata
authority vis-a-vis the other co-debtors.
(2)The judgment in favour of one of the joint co-debtors also benefits the others, unless it was
based on a case that could only be invoked by that co-debtor.
SUBSECTION 3:Effects of joint and severalness in relations between debtors
Article 1456: Regression between co-debtors
(1)The joint and several debtor who has performed the obligation may only ask his co-debtors
for the part of the debt incumbent on each of them, even if it is subrogated to the creditor's
rights.
(2)The parties incumbent on the joint and several co-debtors shall be presumed to be equal,
unless the contrary results from the convention, the law or the circumstances.
Article 1457: Insolvency of co-debtors
(1)The loss occasioned by the insolvency of one of the joint co-debtors shall be borne by the
other co-debtors in proportion to the part of the debt incumbent on each of them.
(2)However, a creditor who waives solidarity or who consents to a discharge of debt in
favour of one of the co-debtors shall bear the part of the debt that would have been the
responsibility of the creditor.
Article 1458: The means of defence of the pursued debtor
The debtor prosecuted for his part of the debt paid may oppose the joint and several co-debtor
who made the payment of all the means of joint defence which the latter did not oppose
against the creditor. He may also oppose the co-debtor who performed the obligation the
means of defence which are personal to him, but not those which are purely personal to
another co-debtor.
Article 1459: Solidarity contracted in the interest of a co-debtor
If the joint and several obligation is contracted in the sole interest of one of the co-debtors or
results from the deed of one of them, it alone is held by the entire debt to the other co-
debtors, who, in this case, are considered, in relation to him, to be guarantors.
Article 1460: Divisibility of the joint and several obligation between heirs
The obligation of a joint and several debtor is divided by right among his heirs, unless the
obligation is indivisible.
CHAPTER III:Alternative and optional obligations
 SECTION 1:Alternative obligations
Article 1461: Alternative obligation
(1)The obligation is alternative when it concerns two main benefits and the performance of
one of them relieves the debtor of his entire obligation.
(2)The obligation remains an alternative even if, at the time when it was born, one of the
benefits was impossible to perform.
Article 1462: Choice of performance
(1)The choice of the performance by which the obligation will be extinguished lies with the
debtor, unless it is expressly awarded to the creditor.
(2)If the party to whom the choice of benefit belongs does not express his choice within the
time limit granted to him for that purpose, the choice of benefit shall lie with the other party.
Article 1463: Limits of choice
The debtor may neither execute nor be compelled to perform a part of a benefit and a part of
the other.
Article 1464: Choice of performance by the debtor
(1)The debtor who has a choice of benefit is obliged, when one of the benefits has become
impossible to perform at his own fault, to perform the other performance.
(2)If, in the same case, both benefits become impossible to perform and the impossibility
with regard to one of the benefits is caused by the debtor's fault, he is required to pay the
amount of the benefit that has become the last impossible to perform.
Article 1465: Choice of performance by the creditor
If the choice of benefit rests with the creditor:
a)if one of the benefits has become impossible to perform without the fault of either party, the
creditor is obliged to receive the other;
b)if the creditor is responsible for the impossibility of enforcing one of the benefits, he may
either claim performance of the other benefit by compensating the debtor for the damage
caused, or release him from performance of the obligation;
c)if the debtor is responsible for the impossibility of performing one of the benefits, the
creditor may claim either compensation for the unenforceable benefit or the other;
d)if the debtor is responsible for the impossibility of performing both benefits, the creditor
may claim compensation for any of them.
Article 1466: Termination of the obligation
The obligation lapses if all the services become impossible to perform without the debtor's
fault and before he has been put into formal notice.
Article 1467: Plurality of benefits
The provisions of this Section shall apply accordingly where the alternative obligation
concerns more than two main benefits.
SECTION 2:Optional obligations
Article 1468: Legal regime
(1)The obligation is optional where it concerns only one main benefit from which the debtor
can, however, be released by performing another specified benefit.
(2)The debtor is released if, without his fault, the main performance becomes impossible to
perform.
TITLE V:Performance of obligations
CHAPTER I:Payment
SECTION 1:General provisions
Article 1469: Notion
(1)The obligation shall be extinguished by payment where the performance due is performed
voluntarily.
(2)Payment shall consist in the remission of a sum of money or, as the case may be, in the
performance of any other benefit which is the very object of the obligation.
Article 1470: Basis for payment
Any payment involves a liability.
Article 1471: Payment of the natural obligation
Restitution shall not be allowed in respect of natural obligations which have been carried out
voluntarily.
SECTION 2:Topics of payment
Article 1472: People who can make the payment
Payment may be made by any person, even if he is a third party in relation to that obligation.
Article 1473: Payment made by an incapable
The debtor who performed the performance due may not claim restitution on the grounds that
he was unable to perform on the date of enforcement.
Article 1474: Payment of the obligation by a third party
(1)The creditor shall be liable to refuse payment offered by the third party if the debtor has
previously informed him that he is objecting to it, unless such a refusal would prejudice the
creditor.
(2)In other cases, the creditor may refuse payment by a third party only if the nature of the
obligation or the agreement of the parties requires that the obligation be enforced only by the
debtor.
(3)Payment made by a third party extinguishes the obligation if it is made on behalf of the
debtor. In this case, the third party shall not be subrogated to the rights of the paid creditor
except in the cases and conditions provided by law.
(4)The provisions of this Chapter concerning the conditions of payment shall apply
accordingly where the payment is made by a third party.
Article 1475: People who can receive payment
Payment must be made to the creditor, his legal or conventional representative, to the person
indicated by him or to the person authorized by the court to receive it.
Article 1476: Payment to an incapable
Payment made to a creditor who is incapable of receiving it shall release the debtor only to
the extent that it benefits the creditor.
Article 1477: Payment made to a third party
(1)Payment made to a person other than those referred to in Article 1.475 shall,
however, be valid if:
a)it is ratified by the creditor;
b)the person who received the payment subsequently becomes the holder of the claim;
c)it was made to the person who claimed the payment on the basis of a release receipt signed
by the creditor.
(2)Payment made under conditions other than those referred to in paragraph 1 shall
extinguish the obligation only to the extent that it benefits the creditor.
Article 1478: Payment made to an apparent creditor
(1)Payment made in good faith to an apparent creditor is valid, even if it is later established
that he was not the real creditor.
(2)The apparent creditor is required to return to the true creditor the payment received,
according to the rules established for the reimbursement of benefits.
Article 1479: Payment of frozen property
The payment made in disregard of a seizure, garnishment or opposition made, in accordance
with the law, in order to stop the debtor from making the payment does not prevent creditors
who have obtained such a measure from requesting payment again. In this case, the debtor
retains the right of recourse against the creditor who received the invalid payment made.
SECTION 3:Conditions of payment
Article 1480: Due diligence required in the performance of obligations
(1)The debtor is obliged to perform his obligations with the diligence that a good owner
places in the administration of his assets, unless otherwise ordered by law or contract.
(2)In the case of obligations inherent in a professional activity, due diligence shall be
assessed having regard to the nature of the activity pursued.
Article 1481: Obligations of means and obligations of result
(1)In the case of the result obligation, the debtor is obliged to procure the promised result
from the creditor.
(2)In the case of means obligations, the debtor is obliged to use all means necessary to
achieve the promised result.
(3)In determining whether an obligation is a means or a result, particular account shall
be taken of:
a)the manner in which the obligation is stipulated in the contract;
b)the existence and nature of the consideration and the other elements of the contract;
c)the degree of risk involved in achieving the result;
d)the influence that the other party has on the performance of the obligation.
Article 1482: Obligation to hand over individually determined goods
(1)The debtor of a determined individual asset is released by handing it over in the state in
which it was at the time of the birth of the obligation.
(2)If, however, at the date of enforcement, the debtor is not the holder of the right to be
transmitted or assigned or, as the case may be, cannot dispose of it freely, the debtor's
obligation shall not be extinguished, the provisions of Article 1.230 being applied
accordingly.
Article 1483: Obligation to move property
(1)The obligation to move property also involves the obligations to hand over the work and to
preserve it until it is surrendered.
(2)As regards the buildings registered in the Land Registry, the obligation to move the
property also includes that of handing over the documents necessary for the registration.
Article 1484: Disposal of rights or shares
If the asset has perished, has been lost or has been removed from the civil circuit, without the
debtor's fault, he is obliged to assign to the creditor the rights or actions for damages which
he has in respect of that asset.
Article 1485: Obligation to surrender an asset
The obligation to teach a specific individual good also includes that of preserving it until it is
taught.
Article 1486: Obligation to give gender goods
If the obligation concerns gender assets, the debtor has the right to choose the assets to be
handed over. However, he is released only by handing over goods of at least medium quality.
Article 1487: Obligation to lodge a security
He who is required to provide a guarantee, without its modality and form being determined,
may, at his choice, offer a real or personal guarantee or any other sufficient guarantee.
Article 1488: Obligation to give a sum of money
(1)The debtor of a sum of money is released by handing over the nominal amount due to the
creditor.
(2)Payment may be made by any means normally used in the place where it is to be made.
(3)However, a creditor who accepts under the terms of paragraph 2 a cheque or other
payment instrument shall be presumed to do so only on condition that it is honoured.
Article 1489: Interest on sums of money
(1)The interest shall be that agreed by the parties or, failing that, that determined by law.
(2)Interest that is due shall itself produce interest only when the law or the contract, to the
extent permitted by law, provides for it or, failing that, when it is claimed in court. In the
latter case, interest flows only from the date of the claim.
Article 1490: Partial payment
(1)The creditor may refuse to receive partial enforcement, even if the benefit would be
divisible.
(2)The additional costs caused to the creditor by the fact of partial enforcement are borne by
the debtor, even when the creditor accepts such enforcement.
Article 1491: Payment made with the good of another
(1)Where, in discharging his obligation, the debtor hands over an asset which is not owned by
him or which he cannot dispose of, he may require the creditor to return the property
surrendered only if he undertakes to perform the performance due with another item of
property which he may dispose of.
(2)The bona fide creditor may, however, return the property received and claim, where
appropriate, damages for compensation for the damage suffered.
Article 1492: Payment
(1)The debtor may not be released by performing a benefit other than that due, even if the
value of the benefit offered would be equal to or greater, unless the creditor consents to it. In
the latter case, the obligation lapses when the new performance is performed.
(2)If the benefit offered in return consists in the transfer of ownership or other right, the
debtor is bound by the guarantee against eviction and the guarantee against defects of work,
according to the rules applicable to the sale, unless the creditor prefers to claim the original
benefit and compensation for the damage. In such cases, the guarantees offered by third
parties shall not be reborn.
Article 1493: Assignment of the claim instead of enforcement
(1)Where, in lieu of the initial performance, a claim is assigned, the obligation shall lapse at
the time of satisfaction of the assigned claim. The provisions of Articles 1.568 to 1.584 shall
apply accordingly.
(2)If, according to the agreement of the parties, the obligation in the place where the debtor
assigns his own claim is extinguished as from the date of the assignment, the provisions of
Article 1.586 shall apply accordingly, unless the creditor prefers to claim the original
performance.
Article 1494: Place of payment
(1)In the absence of any provision to the contrary or if the place of payment cannot be
determined according to the nature of the service or under the contract, the practices
established between the parties or the customs:
a)the financial obligations must be executed at the domicile or, as the case may be, the
creditor's headquarters from the date of payment;
b)the obligation to hand over a particular individual thing must be carried out at the place
where the property was at the time of the conclusion of the contract;
c)the other obligations shall be performed at the domicile or, as the case may be, the debtor's
registered office on the date of conclusion of the contract.
(2)A party who, after the conclusion of the contract, changes his domicile or, as the case may
be, his registered office determined in accordance with the provisions of paragraph 1, as the
place of payment shall bear the additional costs which this change causes.
Article 1495: Date of payment
(1)In the absence of a time limit stipulated by the parties or determined by virtue of the
contract, of practices established between them or of customs, the obligation must be
enforced without delay.
(2)The court may fix a time limit when the nature of the benefit or the place where payment
is to be made so requires.
Article 1496: Prepayment
(1)The debtor is free to perform the obligation even before the due date if the parties have not
agreed otherwise or if it does not result from the nature of the contract or from the
circumstances in which it was concluded.
(2)However, the creditor may refuse enforcement if he has a legitimate interest in making
payment at the due date.
(3)In all cases, the debtor shall bear the additional costs caused to the creditor by the fact of
the early execution of the obligation.
Article 1497: Date of payment by bank transfer
If the payment is made by bank transfer, the date of payment is the one on which the
creditor's account was replenished with the amount of money that was the subject of the
payment.
Article 1498: Payment expenditure
The payment costs shall be borne by the debtor, unless otherwise provided.
SECTION 4:Proof of payment
Article 1499: Means of proof
Unless otherwise provided by law, proof of payment shall be furnished by any means of
proof.
Article 1500: Liberatory receipt
(1)The person who pays shall be entitled to a free receipt and, where appropriate, to the
delivery of the original document of the claim.
(2)The costs of drawing up the receipt shall be borne by the debtor, unless otherwise
stipulated.
(3)If the creditor unjustifiably refuses to issue the receipt, the debtor has the right to suspend
payment.
Article 1501: Presumption of performance of ancillary benefit
The receipt in which the receipt of the main benefit is recorded makes it presumed, until
proven otherwise, the performance of the ancillary benefits.
Article 1502: Presumption of enforcement of periodic benefits
The receipt given for the receipt of one of the periodic benefits covered by the obligation
shall, until proven otherwise, be presumed to have been effected that the benefits which have
become previously due.
Article 1503: Submission of the original document of the claim
(1)The voluntary remittance of the original document ascertaining the claim, made by the
creditor to the debtor, one of the co-debtors or the guarantor, gives rise to the presumption of
extinguishment of the obligation by payment. Proof to the contrary shall be on the party
concerned to prove that the obligation has been discharged by another means.
(2)If the original document submitted voluntarily is drawn up in authentic form, the creditor
has the right to prove that the remittance was made for a reason other than the discharge of
the obligation.
(3)It shall be presumed, until proven otherwise, that the entry of the persons referred to in
paragraph 1 into possession of the original document of the claim was made by voluntary
remission by the creditor.
Article 1504: Payment by bank transfer
(1)If payment is made by bank transfer, the payment order signed by the debtor and endorsed
by the paying credit institution shall presume payment to be made, unless proven otherwise.
(2)The debtor shall at any time be entitled to request from the creditor's credit institution a
written confirmation of payment by transfer. This confirmation provides proof of payment.
Article 1505: Release of guarantees
If the parties have not agreed that the guarantees will ensure the performance of another
obligation, the creditor who has received the payment must consent to the release of the
assets affected by the collateral provided for the satisfaction of his claim, as well as to return
the assets held under the guarantee, if any.
SECTION 5:Imputation of payment
Article 1506: Imputation of payment made by agreement of the parties
(1)The payment made by the debtor of several debts to the same creditor, which have the
same object, shall be charged against them according to the agreement of the parties.
(2)In the absence of agreement between the parties, the provisions of this Section shall apply.
Article 1507: Imputation by the debtor
(1)The debtor of several debts concerning assets of the same kind has the right to indicate,
when he pays, the debt that he intends to execute. The payment shall be charged first to
expenditure, then to interest and, finally, to capital.
(2)The debtor may not, without the consent of the creditor, impute the payment on a debt that
is not yet due with preference for a debt that is due, unless it has been provided that the
debtor may pay in advance.
(3)In the case of payment by bank transfer, the debtor shall make the charge by the
corresponding particulars recorded by him on the payment order.
Article 1508: Imputation made by the creditor
(1)In the absence of any indication from the debtor, the creditor may, within a reasonable
period after receiving the payment, indicate to the debtor the debt on which he will be
charged. The creditor cannot impute the payment on an inexligible or contentious debt.
(2)When the creditor delivers a free receipt to the debtor, he owes it to him to make the
imputation through that receipt.
Article 1509: Imputation of lawsuits
(1)If neither party makes the charge of the payment, the following rules will be applied
in order:
a)the payment shall be charged with priority over the debts that have become due;
b)first of all, unsecured debts or those for which the creditor has the least security shall be
deemed to have been extinguished;
c)the imputation will first be made on the more onerous debts for the debtor;
d)if all debts are both due and equally secured and onerous, the older debts will be
extinguished;
e)in the absence of all the criteria referred to in points (a) to (d), the charge shall be made in
proportion to the amount of the debts.
(2)In all cases, payment shall be charged first to the costs of proceedings and enforcement,
then to instalments, interest and penalties, in chronological order of their maturity, and finally
to the capital, unless otherwise agreed by the parties.
SECTION 6:Creditor's formal notice
Article 1510: Cases of creditor formal notice
The creditor may be put into default where he unreasonably refuses the payment duly offered
or where he refuses to perform the preparatory acts without which the debtor cannot perform
his obligation.
Article 1511: Effects of the creditor's formal notice
(1)The creditor put into formal notice takes the risk of the impossibility of enforcing the
obligation, and the debtor is not obliged to return the fruits collected after the formal notice.
(2)The creditor shall be required to make good the damage caused by the delay and to cover
the costs of preserving the asset due.
Article 1512: Debtor's rights
The debtor may record the property at the expense and risks of the creditor, thereby freeing
himself from his obligation.
Article 1513: Procedure
The procedure of the offer of payment and of the record is provided by the Code of Civil
Procedure.
Article 1514: Public sale
(1)If the nature of the asset makes it impossible to record, if the asset is perishable or if its
storage requires maintenance costs or considerable expenses, the debtor may start the public
sale of the asset and record the price, notifying the creditor in advance and receiving the
court's consent.
(2)If the asset is listed on the stock exchange or on another regulated market, if it has a
current price or is of too little value compared to the costs of a public sale, the court may
approve the sale of the asset without notice to the creditor.
Article 1515: Withdrawal of the recorded asset
The debtor has the right to withdraw the recorded asset as long as the creditor has not
declared that he accepts the record or it has not been validated by the court. The claim is
reborn with all its guarantees and all its other accessories from the moment of withdrawal of
the asset.
CHAPTER II:Enforcement of obligations
SECTION 1:General provisions
Article 1516: Creditor's rights
(1)The creditor is entitled to the full, accurate and timely performance of the obligation.
(2)Where, without justification, the debtor fails to perform his obligation and is in
default, the creditor may, at his choice and without losing the right to damages, if he is
entitled to:
1.to request or, as the case may be, to proceed to the forced execution of the obligation;
2.to obtain, if the obligation is contractual, the termination or termination of the contract
or, as the case may be, the reduction of its own correlative obligation;
3.to use, where appropriate, any other means provided for by law to fulfil his right.
Article 1517: Non-enforcement attributable to the creditor
A party may not invoke non-performance of the obligations of the other party to the extent
that the non-performance is caused by its own action or omission.
Article 1518: Debtor's liability
(1)Unless otherwise provided by law, the debtor is personally liable for the performance of
his obligations.
(2)The debtor's liability may be limited only in the cases and under the conditions provided
by law.
Article 1519: Liability for the deed of third parties
Unless the parties agree otherwise, the debtor is liable for the damage caused by the fault of
the person he uses to perform the contractual obligations.
Article 1520: Liability of third parties
The creditor may also pursue assets belonging to third parties, if they are affected for the
payment of the debtor's debts or have been the subject of legal acts that have been revoked as
having been concluded in the creditor's fraud.
SECTION 2:Debtor's formal notice
Article 1521: Ways
The debtor's formal notice may operate de jure or at the request of the creditor.
Article 1522: Formal notice by the creditor
(1)The debtor may be put into formal notice either by a written notification by which the
creditor asks him to perform his obligation or by the summons.
(2)Unless otherwise provided by law or contract, service shall be served on the debtor by
bailiff or by any other means providing proof of service.
(3)The notification must give the debtor a period of grace, taking into account the nature of
the obligation and the circumstances. If the service does not grant such a period, the debtor
may enforce the obligation within a reasonable period of time calculated from the day of
service.
(4)Until the expiry of the period provided for in paragraph (3), the creditor may suspend the
performance of his own obligation, claim damages, but may not exercise the other rights
provided for in Article 1.516, unless otherwise provided by law. The creditor may exercise
these rights if the debtor informs him that he will not perform his obligations within the
prescribed period or if, at the expiry of the time limit, the obligation has not been enforced.
(5)The summons filed by the creditor, without the debtor having previously been put into
formal notice, confers on the debtor the right to enforce the obligation within a reasonable
time, calculated from the date when the application was served on him. If the obligation is
enforced within this period, the costs remain with the creditor.
Article 1523: Automatic delay in the performance of the obligation
(1)The debtor is automatically in default where it has been stipulated that the mere expiry of
the time limit laid down for enforcement produces such an effect.
(2)Also, the debtor is de jure in default in the specific cases provided by law, as well as
when:
a)the obligation could only be effectively enforced within a certain time, which the debtor
had allowed to pass, or when he did not execute it immediately, even though there was
urgency;
b)by his deed, the debtor has made it impossible to perform the obligation in kind or when he
has breached an obligation not to do so;
c)the debtor has undoubtedly expressed to the creditor his intention not to execute the
obligation or when, being an obligation with successive enforcement, he refuses or neglects
to perform his obligation repeatedly;
d)the obligation to pay a sum of money, assumed in the course of the activity of an
undertaking, has not been executed;
e)the obligation arises from the commission of a non-contractual wrongful act.
(3)In the cases provided for in paragraphs 1 and 2, if the obligation becomes due after the
death of the debtor, his heirs shall not be in default until 15 days have elapsed from the date
on which the creditor notified them or, as the case may be, from the date of notification of the
curator appointed under the conditions of Article 1.136.
(4)Cases in which the debtor is de jure in default must be proved by the creditor. Any
statement or provision to the contrary shall be deemed to be unwritten.
Article 1524: Offer of execution
The debtor is not in default if he offered, when due, the benefit due, even without complying
with the formalities provided for in Articles 1.510-1.515, but the creditor refused, without
legitimate basis, to receive it.
Article 1525: Effects of the debtor's delay
The debtor is liable, from the date on which he is in default, for any loss caused by a
fortuitous case, unless the fortuitous case frees the debtor from the very performance of the
obligation.
Article 1526: The case of joint and several obligations
(1)The notification by which the creditor terminates one of the joint co-debtors shall also
have effect on the others.
(2)The notification made by one of the joint and several creditors also has an effect on the
other creditors.
SECTION 3:Enforcement in kind
Article 1527: Right to enforcement in kind
(1)The creditor may always require that the debtor be compelled to perform the obligation in
kind, unless such enforcement is impossible.
(2)The right to enforcement in kind shall include, where appropriate, the right to repair or
replacement of the property and any other means of remedying a defect.
Article 1528: Performance of the obligation to do
(1)In the event of non-performance of an obligation to do so, the creditor may, at the debtor's
expense, execute himself or make the obligation enforced.
(2)Unless the debtor is rightfully in default, the creditor may exercise this right only if he
notifies the debtor either at the time of the formal notice or after the debtor has been put into
formal notice.
Article 1529: Performance of the obligation not to do
In case of non-performance of the obligation not to do, the creditor may ask the court for the
consent to remove or collect what the debtor has done in breach of the obligation, at the
debtor's expense, within the limit established by court decision.
SECTION 4:Enforcement by equivalent
SUBSECTION 1:General provisions
Article 1530: Right to damages
The creditor is entitled to damages for compensation for the damage caused to him by the
debtor and which is the direct and necessary consequence of non-performance without
justification or, as the case may be, culpability of the obligation.
SUBSECTION 2:Damage
SUBSECTION 21:Assessment of injury
Article 1531: Full repair
(1)The creditor is entitled to full compensation for the damage he has suffered as a result of
the non-performance.
(2)The damage shall comprise the loss actually suffered by the creditor and the benefit which
he is deprived of. In determining the extent of the damage, account shall also be taken of the
costs which the creditor has incurred, within a reasonable limit, in avoiding or limiting the
damage.
(3)The creditor is also entitled to compensation for the non-pecuniary damage.
Article 1532: Certainty of damage
(1)In determining damages, account shall be taken of future damages, where they are certain.
(2)The damage that would be caused by the loss of an opportunity to obtain an advantage
may be repaired in proportion to the probability of obtaining the advantage, taking into
account the circumstances and the actual situation of the creditor.
(3)The damage the amount of which cannot be established with certainty is determined by the
court.
Article 1533: Foreseeability of injury
The debtor is liable only for the damage which he has foreseen or which he could foresee as a
result of non-performance at the time of the conclusion of the contract, unless the non-
performance is intentional or is due to his serious fault. Even in the latter case, the damages
include only what is the direct and necessary consequence of the non-performance of the
obligation.
Article 1534: Damage attributable to the creditor
(1)If, by his wrongful act or omission, the creditor has contributed to the occurrence of the
damage, the compensation owed by the debtor will be reduced accordingly. This provision
shall also apply where the damage is partly caused by an event the risk of which has been
assumed by the creditor.
(2)The debtor does not owe compensation for damages that the creditor could have avoided
with a minimum of diligence.
Article 1535: Default damages in the case of financial obligations
(1)If an amount of money is not paid at maturity, the creditor is entitled to default damages,
from the due date until the time of payment, in the amount agreed by the parties or, failing
that, in that provided by law, without having to prove any damage. In this case, the debtor is
not entitled to prove that the damage suffered by the creditor as a result of late payment
would be less.
(2)If, before the due date, the debtor owed interest higher than statutory interest, default
damages are due at the applicable level before maturity.
(3)If no default interest higher than statutory interest is due, the creditor is entitled, in
addition to statutory interest, to damages for the full compensation of the damage suffered.
Article 1536: Default damages in the case of obligations to do
In the case of obligations other than those relating to the payment of a sum of money, late
execution always gives rise to the right to damages equal to statutory interest calculated from
the date on which the debtor is late over the cash equivalent of the obligation, unless a
criminal clause has been stipulated or the creditor can prove a greater damage caused by the
delay in the performance of the obligation.
Article 1537: Proof of injury
Proof of non-performance of the obligation shall not exempt the creditor from proof of
damage, unless otherwise provided by law or by agreement of the parties.
SUBSECTION 22:Criminal clause and arvuna
Article 1538: Criminal clause
(1)The criminal clause is that by which the parties stipulate that the debtor undertakes to a
certain performance in the event of non-performance of the main obligation.
(2)In the event of non-enforcement, the creditor may apply for either enforcement in kind of
the principal obligation or a criminal clause.
(3)The debtor cannot release himself by offering the agreed compensation.
(4)The creditor may request enforcement of the criminal clause without being required to
prove any damage.
(5)The provisions relating to the criminal clause are applicable to the agreement by which the
creditor is entitled, in the event of termination or termination of the contract due to the
debtor's fault, to retain the partial payment made by the latter. The provisions on the ark are
exempted.
Article 1539: Cumulation of the penalty with the execution in kind
The creditor may not request both the performance in kind of the principal obligation and the
payment of the penalty, unless the penalty was stipulated for non-performance of the
obligations on time or at the place established In the latter case, the creditor may request both
the execution of the principal obligation and the penalty, if he does not waive this right or if
he does not accept, unreservedly, the performance of the obligation.
Article 1540: Invalidity of the criminal clause
(1)The nullity of the principal obligation entails that of the criminal clause. The nullity of the
criminal clause does not entail that of the main obligation.
(2)A penalty cannot be claimed where the performance of the obligation has become
impossible for reasons not attributable to the debtor.
Article 1541: Reduction of the penalty amount
(1)The court may reduce the penalty only where:
a)the main obligation was enforced in part and this enforcement took advantage of the
creditor;
b)the penalty is manifestly excessive in relation to the damage that could be foreseen by the
parties at the conclusion of the contract.
(2)In the case referred to in paragraph 1(b), however, the penalty thus reduced must remain
higher than the principal obligation.
(3)Any provision to the contrary shall be deemed unwritten.
Article 1542: Indivisible primary obligation
Where the principal obligation is indivisible, without solidarity, and its non-execution results
from the act of one of the co-debtors, the penalty may be imposed either entirely on the
person who did not execute, or on the other co-debtors, on each of them for his part. They
retain the right of recourse against the one who caused the non-execution.
Article 1543: Divisible principal obligation
(1)Where the principal obligation is divisible, the penalty is also divisible, being borne only
by the co-debtor who is guilty of non-execution and only for the part on which he is being
held.
(2)The provisions of paragraph 1 shall not apply where the criminal clause has been
stipulated in order to prevent partial payment and one of the co-debtors has prevented the
performance of the obligation in its entirety. In this case, the entire penalty may be imposed
on the latter, and from the other co-debtors only in proportion to the part of each of the debts,
without limiting their recourse against the one who has not performed the obligation.
Article 1544: Arvuna confirmatory
(1)If, at the time of the conclusion of the contract, one party gives to the other, by way of
arva, a sum of money or other fungible goods, in the event of performance the arvuna must
be charged against the benefit due or, as the case may be, reimbursed.
(2)If the party that gave the arvuna does not perform the obligation without justification, the
other party may declare the contract terminated, retaining the arvuna. Where the non-
performance comes from the party which received the arvuna, the other party may terminate
the contract and request double it.
(3)However, the creditor of the unfulfilled obligation may choose to perform or terminate the
contract and compensate for the damage under the common law.
Article 1545: Arvuna penalty
If the contract expressly stipulates the right of one of the parties or the right of both parties to
withdraw from the contract, the one who terminates the contract loses the given arvuna or, as
the case may be, must return twice that received.
Article 1546: Restitution of arvuna
Arvuna is returned when the contract is terminated due to causes that do not attract the
liability of any of the parties.
SUBSECTION 3:The debtor's guilt
Article 1547: The debtor's guilt
The debtor is obliged to make good the damage caused intentionally or through fault.
Article 1548: Presumption of fault
The fault of the debtor of a contractual obligation is presumed by the mere fact of non-
performance.
SECTION 5:Termination, termination and reduction of benefits
Article 1549: Right to termination or termination
(1)If he does not request the enforcement of the contractual obligations, the creditor has the
right to terminate or, as the case may be, terminate the contract, as well as to damages, if due
to him.
(2)Termination may take place for a part of the contract only when its performance is
divisible. Also, in the case of a plurilateral contract, failure by one of the parties to fulfil the
obligation does not entail the termination of the contract vis-a-vis the other parties, unless the
unexecuted performance was, according to the circumstances, to be considered essential.
(3)Unless otherwise specified, the provisions relating to termination shall also apply in the
event of termination.
Article 1550: Mode of operation
(1)The resolution may be ordered by the court, upon request, or, as the case may be, may be
declared unilaterally by the entitled party.
(2)Also, in the specific cases provided for by law or if the parties have so agreed, the
resolution may operate automatically.
Article 1551: Reduction of benefits
(1)The creditor is not entitled to a resolution when the non-performance is of little
significance. In the case of contracts with successive performance, the creditor is entitled to
termination, even if the non-performance is of little significance but is of a repeated nature.
Any provision to the contrary shall be deemed unwritten.
(2)However, he shall be entitled to a proportional reduction in his performance if, in the
circumstances, this is possible.
(3)If the reduction in benefits cannot take place, the creditor is only entitled to damages.
Article 1552: Unilateral resolution
(1)Termination or termination of the contract may take place by written notification to the
debtor when the parties have so agreed, when the debtor is automatically in default or when
he has not fulfilled the obligation within the time limit set by the notice.
(2)The declaration of termination or termination must be made within the limitation period
provided by law for the action corresponding to them.
(3)In all cases, the declaration of termination or termination shall be entered in the land
register or, as the case may be, in other public registers, in order to be enforceable against
third parties.
(4)The declaration of termination shall be irrevocable from the date of its communication to
the debtor or, as the case may be, from the date of expiry of the period provided for in
paragraph 1.
Article 1553: The Commissary Pact
(1)The commissary agreement shall take effect if it expressly provides for obligations the
non-performance of which entails the termination or de jure termination of the contract.
(2)In the case referred to in paragraph 1, the termination or termination shall be subject to the
debtor's formal notice unless it is agreed that it will result from the mere fact of non-
performance.
(3)Formal notice shall take effect only if it expressly indicates the conditions under which the
commission arrangement operates.
Article 1554: Effects of resolution and termination
(1)The contract terminated by termination shall be deemed never to have been concluded.
Unless otherwise provided by law, each party shall, in that case, be required to return to the
other party the benefits received.
(2)Resolution has no effect on the dispute settlement clauses or on those which are intended
to have effect even in the event of resolution.
(3)The terminated contract is terminated only for the future.
SECTION 6:Justified reasons for non-performance of contractual obligations
Article 1555: Order of performance of obligations
(1)Unless otherwise agreed by the agreement of the parties or from the circumstances, in so
far as the obligations can be performed simultaneously, the parties shall be required to
perform them in this way.
(2)To the extent that the performance of a party's obligation requires a period of time, that
party shall be required to perform the contract first, unless otherwise apparent from the
agreement of the parties or from the circumstances.
Article 1556: Exception of non-execution
(1)Where the obligations arising from a bilateral contract are due and one of the parties does
not perform or does not provide performance of the obligation, the other party may, to an
appropriate extent, refuse to perform its own obligation, unless it follows from the law, the
will of the parties or from usages that the other party is obliged to perform first.
(2)Enforcement may not be refused if, according to the circumstances and taking into account
the small significance of the performance not performed, that refusal would be contrary to
good faith.
Article 1557: Impossibility of execution
(1)When the impossibility of performance is total and final and concerns an important
contractual obligation, the contract is automatically terminated without any notice, even from
the moment of the fortuitous event. The provisions of Article 1.274(2) shall apply
accordingly.
(2)If the impossibility of performing the obligation is temporary, the creditor may suspend
the performance of his own obligations or obtain the termination of the contract. In the latter
case, the rules on resolution shall apply accordingly.
CHAPTER III:Means of protecting the creditor's rights
SECTION 1:Conservative measures
Article 1558: Conservative measures
The creditor may take all necessary or useful measures to preserve his rights, such as
providing evidence, carrying out publicity and information formalities on behalf of the
debtor, exercising oblique action or taking precautionary measures.
Article 1559: Precautionary measures
The main precautionary measures are attachment and precautionary garnishment.
Precautionary measures shall be taken in accordance with the provisions of the Code of Civil
Procedure.
SECTION 2:Oblique action
Article 1560: Notion
(1)A creditor whose claim is certain and due may exercise the debtor's rights and actions
where the debtor, to the detriment of the creditor, refuses or neglects to exercise them.
(2)The creditor will not be able to exercise the rights and actions that are closely related to
the debtor's person.
(3)The person against whom the oblique action is brought may oppose to the creditor all the
means of defence which he could have opposed against the debtor.
Article 1561: Effects of admission of the oblique action
The court decision granting the oblique action benefits all creditors, without any preference in
favour of the creditor who brought the action.
SECTION 3:The action of annulment
Article 1562: Notion
(1)If he proves a prejudice, the creditor may request that the legal acts concluded by the
debtor in the fraud of his rights, such as those by which the debtor creates or increases a state
of insolvency, be declared unenforceable against him.
(2)A contract for pecuniary interest or a payment made in performance of such a contract
may be declared unenforceable only where the contracting third party or the person who
received the payment knew that the debtor is creating or increasing his state of insolvency.
Article 1563: Conditions relating to the claim
The claim must be certain at the time when the action is brought.
Article 1564: Limitation period
Unless otherwise provided by law, the right of action shall be time-barred within a period of
one year from the date on which the creditor knew or should have known of the damage
resulting from the contested act.
Article 1565: Effects of upholding the action
(1)The contested act will be declared unenforceable both to the creditor who brought the
action and to all the other creditors who, being able to bring the action, intervened in the case.
They will have the right to be paid from the price of the pursued asset, respecting the causes
of preference existing between them.
(2)The acquiring third party may retain the property by paying to the creditor to whom
admission of the action is taken advantage of a sum of money equal to the damage suffered
by the latter by the conclusion of the deed. Otherwise, the court decision admitting the action
for revocation shall freeze the property until the enforcement of the claim on which the action
was based has ceased, the provisions concerning the publicity and the effects of the
inalienability clause being applied accordingly.
TITLE VI:Transmission and conversion of obligations
CHAPTER I:Assignment of receivables
SECTION 1:Assignment of receivables in general
Article 1566: Notion
(1)Assignment of claims is the agreement by which the transferring creditor transmits to the
assignee a claim against a third party.
(2)The provisions of this Chapter shall not apply to:
a)the transfer of claims within the framework of a universal transmission or on a universal
basis;
b)the transfer of securities and other financial instruments, with the exception of the
provisions of Section 2 of this Chapter.
Article 1567: Types of assignment
(1)The assignment of the claim may be for consideration or free of charge.
(2)If the assignment is free of charge, the provisions of this section shall be supplemented
accordingly with those in the matter of the donation contract.
(3)Where the assignment is for consideration, the provisions of this Chapter shall be
supplemented accordingly with those relating to the sale/purchase contract or, where
appropriate, those governing any other legal operation in the context of which the parties
have agreed to perform the performance consisting in the forwarding of a claim.
Article 1568: Transfer of rights
(1)The assignment of the claim shall transfer to the assignee:
a)all the rights which the assignor has in relation to the assigned claim;
b)the guarantee rights and all other accessories to the assigned claim.
(2)However, the transferor may not hand over to the transferee, without the consent of the
founder, the possession of the asset pledged. If the settlor objects, the pledged asset remains
in the custody of the assignor.
Article 1569: Claims which cannot be assigned
(1)Claims that are declared non-transferable by law may not be assigned.
(2)A claim for a benefit other than the payment of a sum of money may be assigned only if
the assignment does not make the obligation substantially more onerous.
Article 1570: Inalienability clause
(1)The assignment which is prohibited or limited by the transferor's agreement with the
debtor shall have no effect in respect of the debtor unless:
a)the debtor has consented to the assignment;
b)the prohibition is not expressly mentioned in the document establishing the claim, and the
assignee did not know and should not have known the existence of the prohibition at the time
of assignment;
c)the assignment concerns a claim concerning a sum of money.
(2)The provisions of paragraph 1 shall not limit the liability of the assignor to the debtor for
breach of the prohibition to assign the claim.
Article 1571: Partial assignment
(1)The claim for a sum of money may be assigned in part.
(2)A claim for another supply may be assigned in part only if the obligation is divisible and
the assignment does not substantially make it more onerous for the debtor.
Article 1572: Future receivables
(1)In the event of the assignment of a future claim, the deed must contain the elements
enabling the assigned claim to be identified.
(2)The claim shall be deemed to have been transferred from the moment of the conclusion of
the assignment contract.
Article 1573: Form of assignment
(1)The claim is assigned by simple agreement of the assignor and the assignee, without
notifying the debtor.
(2)The debtor's consent is required only when, according to the circumstances, the claim is
essentially linked to the person of the creditor.
Article 1574: Delivery of the document establishing the claim
(1)The transferor shall be obliged to send to the transferee the ascertaining title of the claim
in his possession, as well as any other documents proving the right transmitted.
(2)In the event of partial assignment of the claim, the assignee shall be entitled to a certified
copy of the document establishing the claim, as well as to mention the assignment, with the
signature of the parties, on the original document. If the transferee acquires the remainder of
the claim, the provisions of paragraph 1 shall become applicable.
Article 1575: Effects of assignment prior to notification
(1)The assignment of the claim takes effect between the assignor and the assignee, and the
latter may claim everything that the assignor receives from the debtor, even if the assignment
has not been made enforceable against the debtor.
(2)The transferee may, in the same circumstances, carry out acts of preservation in respect of
the right of transferee.
Article 1576: Interest due and not collected
Unless otherwise agreed, interest and any other income relating to the claim, which has
become due but not yet received by the assignor, shall be payable to the assignee, with effect
from the date of the assignment.
Article 1577: Additional costs
The debtor shall be entitled to compensation by the transferor and the transferee for any
additional expenses caused by the assignment.
Article 1578: Communication and acceptance of assignment
(1)The debtor shall be required to pay the transferee from the moment when:
a)accept the assignment by means of a document with a certain date;
b)receives a written communication of the assignment, in paper or electronic form, showing
the identity of the assignee, reasonably identifying the assigned claim and requesting the
debtor to pay the assignee. In the case of a partial transfer, the extent of the assignment must
also be indicated.
(2)Before acceptance or receipt of the communication, the debtor may be released only by
paying the transferor.
(3)Where the transferee's communication is made by the assignee, the debtor may ask him to
provide him with written proof of assignment.
(4)Until such proof is received, the debtor may suspend payment.
(5)The communication of the assignment shall not take effect if the written proof of the
assignment is not communicated to the debtor.
Article 1579: Enforceability of the assignment of a universality of claims
The assignment of a universality of claims, actual or future, cannot be relied on as against
third parties except by the entry of the assignment in the archive. However, the assignment
cannot be relied on as against debtors until it is served.
Article 1580: Communication with the summons
Where the assignment is communicated together with the action brought against the debtor,
the debtor may not be ordered to pay the costs if he pays by the first time limit, unless, at the
time of service of the assignment, the debtor was already in default.
Article 1581: Opposability of assignment to fideiusor
The assignment may not be relied on as against the guarantor unless the formalities laid down
for the effectiveness of the assignment against the debtor have also been fulfilled in respect of
the guarantor himself.
Article 1582: Effects of the assignment between the assignee and the assigned debtor
(1)The debtor may oppose to the transferee all the defences which he could have invoked
against the assignor. Thus, he may oppose the payment made to the transferor before the
assignment has become enforceable against him, whether or not he is aware of the existence
of other assignments, as well as any other cause of discharge of obligations which arose
before that time.
(2)The debtor may also oppose to the assignee the payment which he himself or his guarantor
made in good faith to an apparent creditor, even if the formalities required to make the
assignment of the debtor and third parties enforceable have been completed.
(3)If the assignment has become enforceable against him by acceptance, the assigned debtor
may no longer oppose to the assignee the compensation which he could invoke in relation to
the assignor.
Article 1583: Successive assignments
(1)Where the transferor has transmitted the same claim to several successive assignees, the
debtor shall be released by way of payment by virtue of the assignment first communicated to
him or which he first accepted by a document with a certain date.
(2)In the relations between the successive assignees of the same claim, the one who first
registered his assignment in the archive is preferred, regardless of the date of its assignment
or communication to the debtor.
Article 1584: Effects of partial assignment between assignees of the claim
In the event of a partial assignment, the transferor and the transferee shall be paid in
proportion to the amount of the claim of each of them. This rule applies accordingly to
assignees who acquire the same claim together.
Article 1585: Guarantee obligation
(1)If the assignment is for consideration, the transferor shall, as a matter of right, have a
guarantee obligation towards the transferee.
(2)Thus, the assignor guarantees the existence of the claim in relation to the date of the
assignment, without also being responsible for the solvency of the assigned debtor. If the
transferor is expressly obliged to guarantee for the solvency of the assigned debtor, it shall be
presumed, unless otherwise provided, that only the solvency from the date of the transfer has
been taken into account.
(3)The liability for the solvency of the assigned debtor shall extend up to the amount of the
sale price, plus the expenses incurred by the transferee in connection with the assignment.
(4)Also, if the assignor knew, at the time of the assignment, the state of insolvency of the
assigned debtor, the legal provisions regarding the seller's liability in bad faith for the hidden
defects of the sold asset are applicable accordingly.
(5)In the absence of any provision to the contrary, the assignor free of charge shall not even
guarantee the existence of the claim at the time of the assignment.
Article 1586: Liability of the transferor for eviction
(1)In all cases, the assignor shall be liable if, by his own deed, alone or in competition with
the deed of another person, the assignee does not acquire the claim in his patrimony or cannot
make it enforceable against third parties.
(2)In such a case, the extent of the liability of the transferor shall be determined in
accordance with Article 1585(4).
 SECTION 2:Assignment of a claim established by a registered title, on order or at the
bearer
Article 1587: Notion and kinds
(1)Claims incorporated in registered, promissory notes or bearer securities may not be
transmitted by simple agreement of the will of the parties.
(2)The arrangements for the securities referred to in paragraph 1 and for other securities shall
be determined by special law.
Article 1588: Means of transmission
(1)In the case of registered securities, the transmission shall be mentioned both on the
document in question and in the register kept for their records.
(2)For the transmission of the securities to the order, the endorsement is required, carried out
in accordance with the provisions applicable in the field of bills of exchange.
(3)The claim incorporated in a bearer title is transmitted by the material remittance of the
title. Any provision to the contrary shall be deemed unwritten.
Article 1589: Means of defence
(1)The debtor may not oppose to the holder of the title exceptions other than those
concerning the nullity of the security, those which are undoubtedly apparent from its content,
as well as those which may be invoked personally against the holder.
(2)However, the holder who has acquired title in the debtor's fraud may not rely on the
provisions of paragraph 1.
Article 1590: Payment of the claim
The debtor who issued the bearer title shall be required to pay the claim established by that
document to any holder who remits the title to him, unless he has been served with a court
decision obliging him to refuse payment.
Article 1591: Putting into circulation without the issuer's will
The debtor who issued the title to the bearer remains held against any bona fide holder, even
if he proves that the title was put into circulation against his will.
Article 1592: The action of the illegitimately dispossessed holder
He who has been illegitimately stripped of a bearer title may not prevent the debtor from
paying the claim of the person presenting the title to him only by communicating a court
decision. In this case, the court will rule by way of a presidential order.
CHAPTER II:Subrogation
Article 1593: Types of subrogation
(1)Anyone who pays in the debtor's place can be subrogated to the creditor's rights, but
without being able to acquire more rights than the creditor.
(2)Subrogation may be conventional or legal.
(3)Conventional subrogation may be agreed by the debtor or the creditor. It must be express
and, in order to be opposed to third parties, it must be established by a document.
Article 1594: Subrogation consented by the creditor
(1)Subrogation is consented to by the creditor when, having received payment from a third
party, he transmits to him, at the time of payment, all the rights he had against the debtor.
(2)The subrogation operates without the debtor's consent. Any provision to the contrary shall
be deemed unwritten.
Article 1595: Subrogation consented by the debtor
(1)Subrogation is consented by the borrower when he borrows to pay his debt and, in this
way, transmits to the lender the rights of the lender to whom he had the debt in question.
(2)The subrogation is valid only if the loan deed and the receipt for the payment of the debt
have a certain date, in the loan deed it is declared that the amount was borrowed in order to
pay the debt, and in the receipt it is mentioned that the payment was made with the money
borrowed by the new lender.
(3)The subrogation consented by the debtor takes place without the consent of the original
creditor, unless otherwise stipulated.
Article 1596: Legal subrogation
Apart from other cases provided by law, subrogation occurs de jure:
a)for the benefit of the creditor, even an unsecured one, who pays to a creditor who has a
right of preference, according to the law;
b)for the benefit of the acquirer of an asset who pays the holder of the claim, together with a
security in respect of that asset;
c)for the benefit of the one who, being bound with others or for others, has an interest in
extinguishing the debt;
d)for the benefit of the heir who pays from his assets the debts of the succession;
e)in other cases established by law.
Article 1597: Effects of subrogation
(1)The subrogation takes effect from the moment of payment which the third party makes for
the benefit of the creditor.
(2)Subrogation takes effect against the principal debtor and those who secured the obligation.
They can oppose the new creditor the defences they had against the original creditor.
Article 1598: Partial subrogation
(1)In the event of partial subrogation, the original creditor who holds a security may exercise
his rights in respect of the unpaid part of the claim with preference to the new creditor.
(2)However, if the original creditor has been obliged to the new creditor to guarantee the
amount for which he made the subrogation, the latter shall be preferred.
CHAPTER III:Assumption of debt
SECTION 1:General provisions
Article 1599: Conditions
The obligation to pay a sum of money or to perform another benefit may be passed on by the
debtor to another person:
a)either by a contract concluded between the original debtor and the new debtor, subject to
the provisions of Article 1.605;
b)or by a contract concluded between the creditor and the new debtor, by which the latter
assumes the obligation.
Article 1600: Effects
By concluding the contract for taking over the debt, the new debtor replaces the old one,
which, unless otherwise stipulated and subject to Article 1.601, is released.
Article 1601: Insolvency of the new debtor
The original debtor is not released by taking over the debt, if it turns out that the new debtor
was insolvent at the time when he took over the debt and the creditor consented to the
takeover, without knowing this circumstance.
Article 1602: Claims accessories
(1)The creditor may rely against the new debtor on all the rights he has in relation to the debt
taken over.
(2)The assumption of the debt has no effect on the existence of the guarantees of the claim,
unless they cannot be separated from the person of the debtor.
(3)However, the obligation of the guarantor or third party who provided a security for the
performance of the claim shall lapse if those persons have not given their consent to the
taking over.
Article 1603: Defences
(1)Unless otherwise apparent from the contract, the new debtor may oppose to the creditor all
the defences which the original debtor might have opposed, apart from the set-off or any
other personal exception of the latter.
(2)The new debtor may not oppose to the creditor the defence based on the legal relationship
between the new debtor and the original debtor, even if this relationship was the decisive
reason for the acquisition.
Article 1604: Ineffectiveness of taking over debt
(1)When the takeover contract is terminated, the obligation of the original debtor is reborn,
with all its accessories, subject to the rights acquired by bona fide third parties.
(2)The creditor may also claim damages from the person who took over the debt, unless the
latter proves that he is not liable for the termination of the contract and the damage suffered
by the creditor.
SECTION 2:Assumption of the debt by contract concluded with the debtor
Article 1605: Creditor's agreement
The assumption of the debt agreed with the debtor will take effect only if the creditor gives
his consent.
Article 1606: Take-over communication
(1)Any of the contractors may communicate the takeover contract to the creditor, asking him
to give his/her consent.
(2)The creditor may not be asked for his consent as long as he has not received the
communication.
(3)As long as the creditor has not given his consent, the contractors may modify or terminate
the contract.
Article 1607: Time limit for acceptance
(1)The contractor who communicates the assumption of the debt to the creditor may set him a
reasonable time limit for replying.
(2)If both contractors have communicated to the creditor the takeover of the debt, setting
different deadlines, the answer is to be given within the deadline that expires the latter.
(3)The assumption of the debt is deemed to be refused if the creditor has not replied within
the time limit.
Article 1608: Obligations of the third party
(1)As long as the creditor has not given his consent or if he has refused to take over, the one
who took over the debt is obliged to release the debtor, executing the obligation on time.
(2)The creditor shall not acquire a right of his own against the person obliged to release the
debtor, unless it is proved that the contracting parties have otherwise wished.
CHAPTER IV:Novation
Article 1609: Notion and kinds
(1)Novation occurs when the debtor contracts a new obligation to the creditor, which replaces
and extinguishes the original obligation.
(2)Novation also occurs when a new debtor replaces the original debtor, who is released by
the creditor, thus extinguishing the original obligation. In this case, the novation may operate
without the consent of the original debtor.
(3)Novation also takes place when, as a result of a new contract, another creditor is
substituted for the initial one, against which the debtor is released, thus extinguishing the old
obligation.
Article 1610: Proof of novation
Novation is not presumed. The intention to nova must be unquestionable.
Article 1611: Guarantees of the novate claim
(1)Mortgages guaranteeing the original claim will not accompany the new claim unless it has
been expressly provided for.
(2)In the case of novation by changing the debtor, the mortgages related to the initial claim
do not subsist on the assets of the original debtor without the latter's consent, nor do they
move on the assets of the new debtor without his consent.
(3)Where the novation operates between the creditor and one of the joint and several debtors,
mortgages relating to the old claim may be transferred only to the assets of the co-debtor who
is contracting the new debt.
Article 1612: Defences
Where the novation takes place through a change of debtor, the new debtor may not oppose
to the creditor the defences which he had against the original debtor or those which he had
against the creditor, unless, in the latter case, the debtor may plead the absolute nullity of the
act from which the original obligation arose.
Article 1613: Effects of novation on joint and several debtors and guarantors
(1)The novation operating between the creditor and one of the joint and several debtors frees
the other co-debtors with respect to the creditor. The novation operating with respect to the
principal debtor releases the guarantors.
(2)However, where the creditor has requested the consent of the co-debtors or, as the case
may be, of the guarantors for them to be held by the new obligation, the original claim shall
remain if the debtors or guarantors do not give their consent.
Article 1614: Effects of novation on joint and several creditors
The novation agreed by a joint and several creditor may be relied on against the other
creditors only in respect of the part of the claim which belongs to that creditor.
TITLE VII:Termination of obligations
CHAPTER I:General provisions
Article 1615: Methods of discharge of obligations
Obligations are extinguished by payment, compensation, confusion, discharge of debt,
fortuitous impossibility of execution, as well as by other ways expressly provided by law.
CHAPTER II:Compensation
Article 1616: Notion
Mutual debts are extinguished by offsetting up to the lesser of them.
Article 1617: Conditions
(1)The compensation shall operate automatically as soon as there are two certain debts, liquid
and payable, whatever their source, and which relate to a sum of money or a certain quantity
of fungible goods of the same nature.
(2)A party may request the judicial liquidation of a debt in order to be able to oppose the
compensation.
(3)Either party may expressly or tacitly waive compensation.
Article 1618: Cases where compensation is excluded
Compensation shall not take place where:
a)the claim results from an act done with the intention of harming;
b)the debt has as its object the repayment of the asset given in storage or as bailment;
c)it has as its object an imperceptible good.
*) In the interpretation and uniform application of the provisions of Articles 1.616-1.618
letter c) in relation to Article 499, Article 514(1) and (3), Article 515, Article 525(1), Article
529-531 of the Civil Code and Article 729(3) and (7) of the Code of Civil Procedure, the
guardianship court may order the compensation of the maintenance obligations owed by each
parent to the child who does not live with him/her, up to the limit of the lowest of them and in
so far as the compensation is not contrary to the best interests of the child.
Article 1619: Grace period
The grace period granted for the payment of one of the debts does not prevent the realization
of the compensation.
Article 1620: Imputation
Where more than one obligation capable of compensation is due by the same debtor, the rules
laid down for the imputation of payment shall apply accordingly.
Article 1621: Fideision
(1)The guarantor may compensate the claim that the principal debtor acquires against the
creditor of the secured obligation.
(2)The principal debtor may not, in order to be free from his creditor, oppose compensation
for what the latter owes to the guarantor.
Article 1622: Effects of compensation in respect of third parties
(1)Compensation shall not take place, nor may it be waived to the detriment of rights
acquired by a third party.
(2)Thus, the debtor who, being a garnished third party, acquires a claim on the garnishing
creditor cannot oppose the compensation against the latter.
(3)The debtor who could oppose the set-off and who paid the debt can no longer rely, to the
detriment of third parties, on the privileges or mortgages of his claim.
Article 1623: Assignment or mortgage on a claim
(1)A debtor who simply accepts the assignment or mortgage on the claim given by his
creditor to a third party may no longer oppose to that third party the compensation he could
have invoked against the original creditor before the acceptance.
(2)The assignment or mortgage which the debtor has not accepted, but which has become
enforceable against him, only prevents the compensation of the original creditor's debts
which are subsequent to the moment when the assignment or mortgage became enforceable
against him.
CHAPTER III:Confusion
Article 1624: Notion
(1)Where, in the same binding relationship, the qualities of creditor and debtor are met in the
same person, the obligation shall be extinguished by way of confusion.
(2)Confusion does not arise if the debt and the claim are found in the same patrimony, but in
masses of different goods.
Article 1625: Confusion and the mortgage
(1)The mortgage is extinguished by the confusion of the qualities of a mortgage lender and
owner of the mortgaged asset.
(2)It is reborn if the creditor is evins for any reason independent of him.
Article 1626: Fideision
The confusion that operates by bringing together the qualities of creditor and debtor benefits
the fiduciaries. The one who operates by bringing together the qualities of a guarantor and a
creditor or of a fiduciary and a principal debtor does not extinguish the principal obligation.
Article 1627: The effects of confusion with third parties
Confusion shall be without prejudice to rights previously acquired by third parties in
connection with the claim extinguished by this way.
Article 1628: Ending the confusion
The disappearance of the cause that caused the confusion causes the obligation to be reborn
with retroactive effect.
CHAPTER IV:Discharge of debt
Article 1629: Notion
(1)The discharge of debt takes place when the creditor releases the debtor from his
obligation.
(2)The discharge of debt is total, unless otherwise stated.
Article 1630: Dishes
(1)The discharge of debt may be express or tacit.
(2)It may be for consideration or free of charge, according to the nature of the act by which it
is carried out.
Article 1631: Proof
The proof of debt discharge shall be made under the conditions of Article 1.499.
Article 1632: Guarantees
The express waiver of a privilege or mortgage made by the creditor does not presuppose
discharge of debt in respect of the secured claim.
Article 1633: Fideision
(1)The discharge of debt made to the principal debtor releases the guarantor, as well as any
other persons held for him.
(2)The discharge of debt consented to the guarantor does not release the principal debtor.
(3)If the discharge of debt is agreed with one of the guarantors, the others remain obliged to
guarantee for everything, including the part guaranteed by it, only if they have expressly
consented to its exemption.
(4)The benefit which the creditor received from a guarantor in order to exempt him from the
guarantee obligation shall be imputed against the debt, taking advantage, in proportion of the
value of that benefit, both to the principal debtor and to the other guarantors.
CHAPTER V:Fortuitous impossibility of execution
Article 1634: Notion. Conditions
(1)The debtor is released when his obligation can no longer be enforced due to force majeure,
a fortuitous case or other events assimilated to them, occurring before the debtor is put into
formal notice.
(2)The debtor shall also be released, even if he is in default, where the creditor could not, in
any event, have benefited from the performance of the obligation because of the
circumstances referred to in paragraph 1, unless the debtor took the risk of their occurrence.
(3)When the impossibility is temporary, the execution of the obligation shall be suspended
for a reasonable period, assessed according to the duration and consequences of the event that
caused the impossibility of execution.
(4)Proof of the impossibility of enforcement lies with the debtor.
(5)The debtor must notify the creditor of the existence of the event that causes the
impossibility of performing the obligations. If the notification does not reach the creditor
within a reasonable time from the moment when the debtor knew or should have been aware
of the impossibility of enforcement, the debtor is liable for the damage thereby caused to the
creditor.
(6)If the obligation concerns gender assets, the debtor cannot invoke the fortuitous
impossibility of enforcement.
TITLE VIII:Refund of benefits
CHAPTER I:General provisions
Article 1635: Reasons for restitution
(1)The restitution of benefits takes place whenever someone is required, by virtue of the law,
to return the goods received without right or error or on the basis of a legal act subsequently
abolished with retroactive effect or whose obligations have become impossible to perform
because of an event of force majeure, of a fortuitous event or of another event assimilated to
them.
(2)That which has been rendered on the basis of a future cause, which has not been
accomplished, is also subject to restitution, unless the one who performed it has done so
knowing that the performance of the cause is impossible or, as the case may be, has
knowingly prevented its realization.
(3)The repayment obligation shall qualify for securities lodged to pay the original obligation.
Article 1636: Person entitled to the refund
The right of restitution belongs to the person who made the benefit subject to restitution or, as
the case may be, to another person entitled, according to the law.
Article 1637: Forms of refund
(1)The refund shall be made in kind or by equivalent.
(2)The reimbursement of benefits takes place even if, according to the law, no damages are
due.
Article 1638: Restitution for unlawful cause
The benefit received or performed on the basis of an unlawful or immoral cause shall always
remain subject to restitution.
CHAPTER II:Detailed rules for the refund
Article 1639: Refund in kind
The return of benefits shall be made in kind by the return of the property received.
Article 1640: Refund by equivalent
(1)If the refund cannot take place in kind because of the impossibility or serious impediment,
or if the refund concerns the provision of services already carried out, the refund shall be
made by equivalent.
(2)In the cases referred to in paragraph 1, the amount of the benefits shall be assessed at the
time when the debtor has received what he is required to repay.
Article 1641: Perishing or alienating the property
In the case of total destruction or disposal of the asset subject to restitution, the person liable
for repayment shall be required to pay the value of the asset, considered either at the time of
its receipt or at that of loss or disposal, on the basis of the lowest of those amounts. If the
debtor is in bad faith or the obligation to repay is due to his fault, then the restitution is made
according to the highest value.
Article 1642: The fortuitous destruction of the good
If the asset subject to restitution has perished fortuitously, the debtor of the obligation to
repay shall be released from that obligation, but he must transfer to the creditor, as the case
may be, either the compensation received in respect of that loss or, where he has not yet
received it, the right to receive such compensation. If the debtor is in bad faith or the
obligation to repay is due to his fault, he shall be released from restitution only if he proves
that the property would have perished and if, at the time of destruction, he had already been
handed over to the creditor.
Article 1643: Partial loss
(1)If the asset to which the refund is to be repaid has suffered a partial loss, such as
deterioration or other fall in value, the person liable for repayment shall be required to
compensate the creditor, unless the loss results from the normal use of the property or from a
circumstance not attributable to the debtor.
(2)Where the cause of the return is attributable to the creditor, the asset to which the refund
relates must be returned to the state in which it is at the time when the action is brought,
without compensation, unless that condition is caused by the fault of the person liable for
repayment.
Article 1644: Expenditure on the asset
Entitlement to the reimbursement of expenditure incurred in respect of the asset to which the
refund relates shall be subject to the rules laid down on access for the bona fide holder or, if
the person liable for repayment is in bad faith or the cause of the refund is attributable to him,
to the rules laid down in the field of access for the holder of bad faith.
Article 1645: Restitution of fruits and of the value of the use of the good
(1)If he has been in good faith, the person liable for a refund shall acquire the fruit produced
by the asset subject to repayment and shall bear the costs incurred in producing them. He
shall not be liable for any compensation for the use of the property, unless such use was the
principal object of the performance and where the property was, by its nature, subject to rapid
depreciation.
(2)Where the person liable for the refund has been in bad faith or where the cause of the
refund is attributable to him, he shall be required, after compensation for the costs incurred in
producing them, to return the fruits which he has acquired or could have acquired and to
compensate the creditor for the use which the property could have obtained.
Article 1646: Costs of the refund
(1)The costs of the refund shall be borne by the parties in proportion to the amount of the
benefits to be reimbursed.
(2)The costs of the refund shall be borne in full by the person who is in bad faith or for whose
fault the contract has been terminated.
Article 1647: Refund of benefits by the incapable
(1)A person who does not have full legal capacity shall be held to the refund of benefits only
to the extent of the benefit achieved, assessed on the date of the application for
reimbursement. The burden of proof of that enrichment lies with the person seeking
restitution.
(2)It may be held to the full refund where, intentionally or through serious negligence, it has
rendered restitution impossible.
CHAPTER III:Effects of restitution vis-a-vis third parties
Article 1648: Acts of alienation
(1)If the property subject to restitution has been disposed of, the action for restitution may
also be brought against the acquiring third party, subject to the rules of the land register or the
effect of the bona fide acquisition of movable property or, as the case may be, the application
of the rules on usucapsion.
(2)Where rights in rem have been established in respect of the asset to be repaid, the
provisions of paragraph 1 shall apply accordingly.
Article 1649: Situation of other legal acts
In addition to the provisioning acts provided for in Article 1648, all other legal acts made in
favour of a third party in good faith shall be enforceable against the true owner or the person
entitled to restitution. Contracts with successive performance, provided that the publicity
formalities provided by law are observed, shall continue to produce effects for the period
stipulated by the parties, but not more than one year from the date of cancellation of the title
of the constituent.
TITLE IX:Different special contracts
CHAPTER I:Contract of sale
SECTION 1:General provisions
SUBSECTION 1:Scope of application
Article 1650: Notion
(1)Sale is a contract by which the seller transmits or, as the case may be, undertakes to pass
on ownership of a good to the buyer in return for a price which the buyer undertakes to pay.
(2)A dismemberment of the right to property or any other right may also be passed on by
sale.
Article 1651: Application of rules from sale
The provisions of this Chapter concerning the seller's obligations shall apply accordingly to
the obligations of the alienator in the case of any other contract having the effect of
transmitting a right, unless otherwise provided by the rules applicable to that contract or from
those relating to obligations in general.
SUBSECTION 2:Who can buy or sell
Article 1652: Principle of capacity
They can buy or sell all those who are not prohibited by law.
Article 1653: Inability to buy litigious rights
(1)Under the sanction of absolute nullity, judges, prosecutors, clerks, executors, lawyers,
notaries public, legal advisers and insolvency practitioners may not buy, directly or through
interposed persons, litigious rights which fall within the competence of the court in whose
district they operate.
(2)The following shall be exempted from the provisions of paragraph (1):
a)the purchase of the inheritance rights or of the shares-parts of the property right from the
co-heirs or co-owners, as the case may be;
b)the purchase of a litigious right with a view to satisfying a claim which arose before the
right became a litigious;
c)the purchase which has been made for the protection of the rights of the one who owns the
property in respect of which there is a litigious right.
(3)The right is litigious if there is a process begun and unfinished as to its existence or extent.
Article 1654: Other inability to buy
(1)They are incapable of buying, directly or through interposed persons, even by public
auction:
a)agents, for the goods which they are charged with selling; the exception provided for in
Article 1304(1) shall remain applicable;
b)the parents, the guardian, the curator, the provisional administrator, for the assets of the
persons they represent;
c)public servants, trade union judges, insolvency practitioners, executors, as well as other
such persons, who could influence the conditions of the sale made through them or who have
as object the assets they manage or whose administration they supervise.
(2)Violation of the prohibitions laid down in paragraph (1) (a) and (b) shall be punishable by
relative nullity and that provided for in point (c) by absolute nullity.
Article 1655: Inability to sell
(1)The persons referred to in Article 1.654(1) may also not sell their own goods for a price
consisting of a sum of money arising from the sale or exploitation of the asset or assets which
they manage or whose administration they supervise, as the case may be.
(2)The provisions of paragraph 1 shall also apply accordingly to contracts where, in return for
a benefit promised by the persons referred to in Article 1.654(1), the other party undertakes to
pay a sum of money.
Article 1656: Inadmissibility of the action for annulment
Those who are forbidden to buy or sell may not request the cancellation of the sale either in
their own name or on behalf of the protected person.
SUBSECTION 3:Object of sale
Article 1657: Goods that can be sold
Any property may be freely sold if the sale is not prohibited or limited by law or by
agreement or will.
Article 1658: Selling a future good
(1)If the object of the sale is a future asset, the buyer acquires the property at the time when
the asset is realized. With regard to buildings, the corresponding provisions on the land
register shall apply.
(2)In the case of the sale of goods of a limited kind that does not exist at the time of the
conclusion of the contract, the buyer acquires the property at the time of individualization by
the seller of the goods sold. Where the good or, where appropriate, the limited gender is not
carried out, the contract has no effect. However, if the failure to proceed is caused by the
seller's fault, he is required to pay damages.
(3)Where the good is done only in part, the buyer has the choice either to ask for the sale to
be cancelled or to claim a corresponding price reduction. The same solution shall apply in the
case referred to in paragraph 2, where the limited grade has been carried out only in part and,
for that reason, the seller cannot distinguish the entire quantity of goods provided for in the
contract. If the partial non-realisation of the asset or, as the case may be, of the limited genus
was caused by the fault of the seller, he is obliged to pay damages.
(4)Where the buyer has taken the risk of the limited good or gender not being carried out, as
the case may be, he shall remain liable to pay the price.
(5)For the purposes of this Article, the asset shall be deemed to have been completed on the
date on which it becomes fit for use in accordance with the purpose for which the contract
was concluded.
Article 1659: Sale of the perished property in whole or in part
If at the time of the sale of a particular individual good it had perished in its entirety, the
contract has no effect. If the property had perished only in part, the buyer who was not aware
of this fact at the time of sale may request either the cancellation of the sale or the
corresponding reduction of the price.
Article 1660: Price conditions
(1)The price consists of an amount of money.
(2)It must be serious and determined or at least determinable.
Article 1661: Determinable price
The sale made on a price not determined in the contract shall be valid if the parties have
agreed on a way in which the price can be determined subsequently, but not later than the
date of payment, and which does not require a new agreement of the will of the parties.
Article 1662: Determination of price by a third party
(1)The price may also be determined by one or more persons designated in accordance with
the agreement of the parties.
(2)When the persons thus designated do not determine the price within the time limit set by
the parties or, failing that, within 6 months from the conclusion of the contract, at the request
of the interested party, the president of the court of the place of conclusion of the contract
shall appoint, as a matter of urgency, in the council chamber, by final conclusion, an expert to
determine the price. The expert's remuneration shall be paid in equal shares by the parties.
(3)If the price has not been determined within one year of the conclusion of the contract, the
sale shall be void unless the parties have agreed on another method of determining the price.
Article 1663: Determination of the price according to the weight of the work sold
Where the price is determined on the basis of the weight of the thing sold, the weight of the
package shall not be taken into account in determining its amount.
Article 1664: Lack of express price determination
(1)The sale price shall be sufficiently determined if it can be determined according to the
circumstances.
(2)Where the contract relates to goods which the seller habitually sells, it is presumed that the
parties have taken into account the price normally charged by the seller.
(3)Unless otherwise provided, the sale of goods the price of which is fixed on organised
markets shall be presumed to have been concluded for the average price applied on the day
on which the contract is concluded on the market nearest to the place where the contract is
concluded. If this day was non-working, the last working day shall be taken into account.
Article 1665: The fictitious price and the derisory price
(1)The sale is voidable when the price is set without the intention of being paid.
(2)Also, unless otherwise provided by law, the sale is voidable when the price is so
disproportionate to the value of the asset that it is obvious that the parties did not wish to
consent to a sale.
Article 1666: Costs of sale
(1)Unless otherwise provided, the costs of concluding the contract of sale shall be borne by
the buyer.
(2)The measurement, weighing and delivery costs of the good are the responsibility of the
seller, and those of taking over and transporting from the place of performance are the
responsibility of the buyer, unless otherwise agreed.
(3)Unless otherwise agreed, the buyer shall be charged to the buyer for the costs of paying
the price.
Article 1667: Teaching expenses
In the absence of any custom or stipulation to the contrary, if the good is to be transported
from one place to another, the seller must handle the shipment at the purchaser's expense. The
seller is released when he hands over the good to the carrier or consignor. The transport costs
are the responsibility of the buyer.
SUBSECTION 4:Pact of option on the contract of sale and the promise of sale
Article 1668: Pact of Choice on the Sales Contract
(1)In the case of a pact of option concerning a contract of sale of a particular individual
property, between the date of conclusion of the agreement and the date of exercise of the
option or, as the case may be, that of the expiry of the period of option, the asset which is the
subject of the agreement cannot be disposed of.
(2)When the pact concerns tabular rights, the right of option shall be noted in the land
register.
(3)The right of option shall be cancelled ex officio if, by the expiry of the period of the
option, a declaration of exercise of the option, accompanied by proof of its communication to
the other party, has not been entered.
Article 1669: The promise of sale and the promise of purchase
(1)When one of the parties who have concluded a bilateral promise of sale unjustifiably
refuses to conclude the promised contract, the other party may request a decision to be issued
to take the place of the contract, if all the other conditions of validity are met.
(2)The right of action is time-barred within 6 months from the date on which the contract had
to be concluded.
(3)The provisions of paragraphs 1 and 2 shall apply accordingly to the unilateral promise to
sell or purchase, as the case may be.
(4)In the case of a unilateral promise to purchase a particular individual asset, if, before the
promise has been executed, his creditor disposes of the asset or constitutes a real right over it,
the obligation of the promissor shall be considered extinguished.
Article 1670: The price of the promise
Unless otherwise provided, the amounts paid under a promise to sell shall constitute an
advance on the agreed price.
SUBSECTION 5:Seller's obligations
SUBSECTION 51:General provisions
Article 1671: Interpretation of the terms of sale
Doubtful terms in the contract of sale shall be interpreted in favour of the buyer, subject to
the rules applicable to consumer contracts and to adhesion contracts.
Article 1672: Main obligations of the seller
The seller has the following main obligations:
1.to transfer ownership of the asset or, where appropriate, the right sold;
2.to hand over the good;
3.to guarantee the buyer against the eviction and vices of the good.
SUBSECTION 52:Transfer of ownership or the right sold
Article 1673: Obligation to pass on the right sold
(1)The seller is obliged to transmit to the buyer the property of the sold good.
(2)With the property the buyer acquires all the rights and accessory shares that belonged to
the seller.
(3)Unless otherwise provided by law, the provisions relating to the transfer of property shall
also apply accordingly where a right other than the right to property is transmitted by sale.
Article 1674: Transmission of property
Except in the cases provided by law or if the will of the parties does not result in the contrary,
the property is automatically displaced to the buyer from the moment of the conclusion of the
contract, even if the asset has not been handed over or the price has not yet been paid.
Article 1675: Opposability of sale
In the specific cases provided for by law, the sale may be opposed to third parties only after
the completion of the respective advertising formalities.
Article 1676: Displacement of real estate property
In the matter of the sale of real estate, the displacement of the property from the seller to the
buyer is subject to the provisions of the land register.
Article 1677: Deregistration of rights extinguished
The seller is obliged to remove from the land register, at his own expense, the rights entered
in the real estate sold, if they are extinguished.
Article 1678: Sale of gender goods
Where the sale relates to goods of the kind, including goods of a limited kind, the property
shall be transferred to the buyer on the date of their individualisation by handing over,
counting, weighing, measuring or by any other manner agreed or required by the nature of the
asset.
Article 1679: Bulk sale of goods
If, however, several goods are sold in bulk and for a single and global price, the property is
transferred to the buyer as soon as the contract has been concluded, even if the goods have
not been individualized.
Article 1680: Sale by sample or model
When sold by sample or model, the property is displaced at the time of handing over the
property.
Article 1681: Selling on tried
(1)The sale is to be tested when it is concluded under the suspensive condition that, following
the test, the asset corresponds to the criteria laid down at the conclusion of the contract or, in
the absence thereof, to the destination of the asset, according to its nature.
(2)If the duration of the test has not been agreed and it does not result from practices
otherwise, the condition shall be deemed to be fulfilled if the buyer has not declared that the
good is unsatisfactory within 30 days of the delivery of the asset.
(3)If the contract of sale provided that the goods sold were to be tried, it shall be presumed
that a successful sale has been concluded.
Article 1682: Selling on snacks
(1)Sale provided that the good corresponds to the tastes of the purchaser shall be concluded
only if he has made known his agreement within the period agreed or established by custom.
Where such a time limit does not exist, the provisions of Article 1.681(2) shall apply.
(2)If the asset sold is with the buyer and the buyer does not take a decision within the time
limit laid down in paragraph 1, the sale shall be deemed to have been completed on expiry of
the time limit.
Article 1683: Sale of another's property
(1)If, at the time of the conclusion of the contract on a particular individual property, it is the
property of a third party, the contract is valid and the seller is obliged to ensure the transfer of
ownership from its owner to the buyer.
(2)The seller's obligation shall be deemed to have been enforced either by his acquisition of
the asset, or by ratification of the sale by the owner, or by any other means, directly or
indirectly, which procures ownership of the asset to the buyer.
(3)If the law or the will of the parties does not result in the contrary, the property is
automatically displaced to the buyer from the moment of acquisition of the asset by the seller
or of the ratification of the sales contract by the owner.
(4)If the seller does not ensure the transfer of ownership to the buyer, the latter may request
termination of the contract, the refund of the price and, where appropriate, damages.
(5)Where a joint owner has sold the common property and subsequently fails to ensure the
transfer of ownership of the whole asset to the buyer, the latter may, in addition to damages,
at his choice, request either a reduction in the price in proportion to the share which he has
not acquired, or the termination of the contract if he had not purchased had he known that he
would not have acquired the ownership of the whole of the asset.
(6)In the cases referred to in paragraphs 4 and 5, the extent of the damages shall be
determined, accordingly, in accordance with Articles 1.702 and 1.703. However, the
purchaser who at the time of the conclusion of the contract knew that the goods did not
belong entirely to the seller may not claim reimbursement of the costs relating to the stand-
alone or voluptuous works.
Article 1684: Property reserve
The stipulation by which the seller reserves ownership of the asset until the full payment of
the price is valid even if the good has been handed over. However, this provision may be
opposed to third parties only after the completion of the publicity formalities required by law,
according to the nature of the property.
SUBSECTION 53:Handing over the asset
Article 1685: Notion
Delivery is made by making the sold good available to the buyer, together with everything
necessary, according to the circumstances, for the free and unhindered exercise of possession.
Article 1686: Extent of the obligation to surrender
(1)The obligation to surrender the good extends to its accessories as well as to all that is
intended for its perpetual use.
(2)The Seller is also obliged to hand over the titles and documents relating to the ownership
or use of the good.
(3)In the case of goods of the kind, the seller is not released from the obligation to surrender
even if the lot to which the goods in question belonged has perished entirely, unless the lot
was specifically provided for in the convention.
Article 1687: Handing over the immovable property
The real estate is handed over by making it available to the buyer, free of any goods of the
seller.
Article 1688: Handing over the movable asset
The handing over of the movable asset may be made either by material delivery or by
handing over the representative title or another document or thing that allows the buyer to
take over at any time.
Article 1689: Place of teaching
The handover must be made at the place where the property was at the time of the conclusion
of the contract, unless otherwise it results from the agreement of the parties or, failing that,
from usages.
Article 1690: Condition of the good sold
(1)The property must be handed over in the state in which it was at the time of the conclusion
of the contract.
(2)The buyer has the obligation that immediately after taking over to check the condition of
the goods according to custom.
(3)If the check reveals apparent defects, the buyer must inform the seller thereof without
delay. In the absence of information, the seller shall be deemed to have fulfilled the
obligation laid down in paragraph 1.
(4)However, as regards hidden defects, the provisions of Articles 1.707 to 1.714 shall remain
applicable.
Article 1691: Disagreement over quality
(1)If the buyer disputes the quality or condition of the good which the seller has made
available to him, the president of the court of the place provided for the performance of the
obligation to surrender shall, at the request of either party, immediately appoint an expert for
the purpose of the finding.
(2)The same decision may order the seizure or storage of the property.
(3)If the keeping of the asset could bring great damage or would cause significant expenses, it
will even be possible to order the sale at the owner's expense, under the conditions
established by the court.
(4)The sale decision will have to be communicated before it is enforced to the other party or
to its representative, if one of them is in a locality located in the district court that issued the
judgment. Otherwise, the decision will be communicated within 3 days from its execution.
Article 1692: Fruits of the sold good
Unless otherwise agreed, the fruits of the good sold shall be due to the buyer from the day on
which the property is acquired.
Article 1693: Time of surrender
In the absence of a time limit, the buyer may request delivery of the good as soon as the price
is paid. If, however, as a result of circumstances known to the purchaser at the time of sale,
the goods can be handed over only after a time limit has elapsed, the parties shall be
presumed to have agreed that the surrender shall take place at the expiry of that period.
Article 1694: Refusal to hand over the property
(1)If the obligation to pay the price is affected by a time limit and, after the sale, the buyer
has become insolvent or the guarantees granted to the seller have decreased, the seller may
suspend the execution of the obligation to surrender as long as the buyer does not give
sufficient guarantees that he will pay the price within the set deadline
(2)If, however, at the time of the conclusion of the contract, the seller was aware of the
buyer's insolvency, then the latter retains the benefit of the time limit if his state of insolvency
has not substantially worsened.
 SUBSECTION 54:Anti-eviction guarantee
Article 1695: Conditions of the guarantee against eviction
(1)The seller shall in law be obliged to guarantee the buyer against eviction which would
prevent him wholly or partially from having undisturbed possession of the goods sold.
(2)The security shall be payable against the eviction resulting from the claims of a third party
only if they are based on a right which arose before the date of sale and which was not
brought to the purchaser's attention by that date.
(3)In addition, the security is due against eviction arising from acts attributable to the seller,
even if they arose after the sale.
Article 1696: Warranty Exception
He who is obliged to guarantee against eviction cannot escape.
Article 1697: Indivisibility of the guarantee obligation
The obligation to guarantee against eviction is indivisible between debtors.
Article 1698: Conventional modification or removal of the guarantee
(1)The parties may agree to extend or restrict the guarantee obligation. They may even agree
to release the seller from any guarantee against eviction.
(2)The stipulation by which the seller's guarantee obligation is restricted or removed does not
release the seller from the obligation to refund the price, unless the buyer has assumed the
risk of eviction.
Article 1699: The limits of the non-liability clause for eviction
Even if it was agreed that the seller would not owe any security, he is still liable for the
eviction caused after the sale by his personal fact or by that arising from causes which,
knowing them at the time of sale, he hid from the buyer. Any provision to the contrary shall
be deemed unwritten.
Article 1700: Termination of the contract
(1)The buyer may request the termination of the sale if it has been evuded by all or part of the
good that it is sufficiently significant that, if he had known the eviction, he would not have
concluded the contract.
(2)With termination, the buyer may demand a refund of the price and compensation for the
damage suffered.
Article 1701: Refund of the price
(1)The seller shall be required to return the price in full even if, at the time of the eviction, the
value of the good sold has decreased or if the asset has been seriously damaged, either by
negligence by the buyer or by force majeure.
(2)If, however, the buyer has obtained a benefit as a result of the damage caused to the good,
the seller is entitled to deduct from the price an amount corresponding to that benefit.
(3)If the thing sold has, at the time of the eviction, a higher value, for any reason, the seller is
obliged to pay to the buyer, in addition to the sale price, the increase in value accumulated up
to the date of the eviction.
Article 1702: Extent of damages
(1)The damages owed by the seller include:
a)the value of the fruit which the purchaser was obliged to return to the person who evins
him;
b)court costs incurred by the buyer in the lawsuit with the one who evins it, as well as in the
lawsuit of calling the seller under warranty;
c)the costs of the conclusion and performance of the contract by the buyer;
d)losses suffered and gains not realized by the buyer due to eviction.
(2)In addition, the seller shall be required to reimburse the purchaser or to make him
reimbursed by the person who evades all expenses for the work carried out in connection
with the good sold, whether the works are autonomous or added, but in the latter case only if
they are necessary or useful.
(3)If the seller knew of the cause of the eviction at the time of the conclusion of the contract,
he shall be obliged to reimburse the buyer and the expenses incurred in carrying out and,
where appropriate, picking up the voluptuous works.
Article 1703: Effects of partial eviction
If the partial eviction does not entail termination of the contract, the seller must return to the
buyer a part of the price in proportion to the value of the party from which he was evins and,
where appropriate, pay damages. In order to determine the extent of the damages, the
provisions of Article 1.702 shall apply accordingly.
Article 1704: Removal of eviction by the buyer
Where the buyer has kept the purchased good by paying the evingtorous third party a sum of
money or by giving him another asset, the seller is released from the consequences of the
guarantee, in the first case by repaying to the buyer the amount paid with statutory interest
calculated from the date of payment, and in the second case by paying the value of the given
asset, and in both cases, of all related expenditure.
Article 1705: Summons of the seller
(1)The buyer sued by a third party who claims to have rights to the thing sold must summon
the seller into the case. If he did not do so, being convicted by a judgment which came under
the power of res judicata, he loses the right of guarantee if the seller proves that there were
sufficient grounds for rejecting the claim.
(2)A buyer who, without a court order, has recognised the third party's right shall lose the
right of guarantee unless he proves that there were insufficient grounds for evading the
eviction.
Article 1706: Beneficiaries of the guarantee
The seller is obliged to guarantee against eviction against any subsequent acquirer of the
asset, without distinguishing according to whether the acquisition is for consideration or free
of charge.
SUBSECTION 55:Warranty against the vices of the sold good
Article 1707: Conditions
(1)The Seller shall guarantee the buyer against any hidden defects which render the good sold
unsuitable for the use for which it is intended or which to such an extent reduce its use or
value that, if he had known them, the buyer would not have bought or would have given a
lower price.
(2)It is hidden that vice that, at the time of surrender, could not be discovered, without expert
assistance, by a prudent and diligent buyer.
(3)The guarantee is due if the defect or its cause existed at the time of handing over the
property.
(4)The seller does not owe a guarantee against the defects that the buyer knew when
concluding the contract.
(5)In forced sales there is no guarantee against hidden vices.
Article 1708: Conventional modification or removal of the guarantee
(1)Unless the parties have agreed otherwise, the seller is obliged to guarantee against hidden
vices, even when he has not known them.
(2)The clause that removes or limits liability for defects is void in respect of the defects that
the seller knew or should have known at the time of the conclusion of the contract.
Article 1709: Denunciation of vices
(1)The buyer who has discovered the hidden defects of the work is obliged to inform the
seller within a reasonable time, determined according to the circumstances, under penalty of
forfeiture of the right to request the measure provided for in Article 1.710 (1) (d).
(2)Where the buyer is professional and the good sold is movable tangible, the time limit laid
down in paragraph 1 shall be two working days.
(3)Where the defect occurs gradually, the time limits referred to in paragraph 1 shall begin to
run from the day on which purchasers become aware of the seriousness and extent of the
defect.
(4)The seller who concealed the defect may not invoke the provisions of this Article.
Article 1710: Effects of the guarantee
(1)Under the seller's obligation to guarantee against defects, the buyer may obtain, as
the case may be:
a)the removal of defects by the seller or at his expense;
b)the replacement of the good sold by an asset of the same kind, but free of vices;
c)the corresponding reduction in price;
d)the resolution of the sale.
(2)At the seller's request, the court, having regard to the seriousness of the defects and the
purpose for which the contract was concluded, as well as to other circumstances, may order a
different measure provided for in paragraph 1 than that requested by the buyer.
Article 1711: Vices that do not affect all goods sold
(1)If only some of the goods sold are affected by defects and they can be separated from the
others without damage to the buyer, and the court orders termination under the conditions of
Article 1.710, the contract is terminated only in part.
(2)The termination of the contract, as far as the main good is concerned, entails its resolution
also in respect of the accessory good.
Article 1712: The extent of the guarantee
(1)If, at the time of the conclusion of the contract, the seller knew of the defects of the good
sold, in addition to one of the measures provided for in Article 1.710, the seller shall be liable
to pay damages in order to compensate for all the damage caused, if any.
(2)Where the seller was unaware of the defects of the good sold and one of the measures
provided for in Article 1.710 (1) (c) and (d) has been ordered, he shall be obliged to
reimburse to the purchaser only the price and expenses incurred on the occasion of the sale,
in whole or in part, as the case may be.
Article 1713: Loss of or damage to the property
The loss of or damage to the property, even by force majeure, shall not prevent the purchaser
from obtaining the application of the measures provided for in Article 1710(1).
Article 1714: Guarantee for lack of agreed qualities
The provisions relating to the guarantee against hidden defects shall also apply where the
goods sold do not correspond to the qualities agreed upon by the parties.
Article 1715: Guarantee in the case of sale by sample or model
In the case of sale by sample or model, the seller guarantees that the good has the qualities of
the sample or model.
SUBSECTION 56:The guarantee for the proper functioning
Article 1716: Conditions of the guarantee for the proper functioning
(1)In addition to the guarantee against hidden defects, the seller who has guaranteed for a
certain period of time the proper functioning of the good sold shall be obliged, in the event of
any failure occurring within the term of the guarantee, to repair the good at his own expense.
(2)If the repair is impossible or if its duration exceeds the time fixed by the contract or by the
special law, the seller is obliged to replace the good sold. In the absence of a time limit
stipulated in the contract or in the special law, the maximum duration of the repair is 15 days
from the date when the buyer requested the repair of the good.
(3)If the seller does not replace the goods within a reasonable time, according to the
circumstances, he shall be obliged, at the purchaser's request, to reimburse him the price
received in return for the return of the good.
Article 1717: Malfunction attributable to the buyer
The warranty will not be due if the seller proves that the defect occurred because of the
improper manner in which the buyer used or kept the good. The buyer's conduct shall also be
assessed taking into account the written instructions communicated to him by the seller.
Article 1718: Communication of the malfunction
(1)Under penalty of forfeiture of the guarantee right, the buyer must communicate the defect
before the expiry of the guarantee period. If this communication could not be made within the
guarantee period, for objective reasons, the buyer is obliged to communicate the defect within
a reasonable period of time from the expiry date of the guarantee period.
(2)The provisions of paragraph 1 shall also apply accordingly where the seller has guaranteed
that the good sold will retain certain qualities for a specified period.
SUBSECTION 6:Obligations of the buyer
Article 1719: Payment of the price and receipt of the asset
The buyer shall have the following principal obligations:
a)to take over the good sold;
b)pay the sale price.
Article 1720: Place and date of payment of the price
(1)Unless otherwise specified, the buyer must pay the price at the place where the property
was at the time of the conclusion of the contract and as soon as the property is transmitted.
(2)If, at the time of conclusion of the contract, the goods are in transit, unless otherwise
provided, payment of the price shall be made at the place resulting from customs or, failing
that, at the place of destination.
Article 1721: Interest on the price
Unless otherwise agreed, the buyer is obliged to pay interest on the price on the day of
acquisition of the property, if the asset produces civil or natural fruit, or on the day of
delivery, if the asset does not produce fruit but obtains other benefits.
Article 1722: Suspension of payment of the price
(1)The buyer who is aware of the existence of a cause of eviction is entitled to suspend
payment of the price until the disturbance ceases or until the seller offers an appropriate
guarantee.
(2)The buyer may not suspend the payment of the price if he knew the danger of eviction at
the time of the conclusion of the contract or if the contract provided that the payment will be
made even in case of disturbance.
Article 1723: Guarantee of the price claim
In order to guarantee the obligation to pay the price, in the cases provided by law, the seller
shall enjoy a privilege or, as the case may be, a legal mortgage on the asset sold.
Article 1724: Penalty of non-payment of the price
Where the buyer has not paid, the seller is entitled to obtain either enforcement of the
obligation to pay or termination of the sale, as well as, in both cases, damages, if any.
Article 1725: Automatic formal notice
(1)In the case of the sale of movable property, the buyer shall be automatically in default of
fulfilment of his obligations if, at the due date, he has neither paid the price nor taken over the
property.
(2)In the case of movable property subject to rapid deterioration or frequent changes in value,
the buyer is rightfully in default of their takeover when he has not taken them over within the
agreed time limit, even if the price has been paid, or when he has requested surrender,
without having paid the price.
Article 1726: Direct execution
(1)When the buyer of a movable good fails to fulfil his obligation to take charge or pay, the
seller has the power to deposit the thing sold in a warehouse, at the buyer's disposal and
expense, or to sell it.
(2)The sale will be made by public auction or even on the current price, if the thing has a
price on the stock exchange or in the fair or established by law, by a person authorized by law
for such acts and with the right for the seller to pay the difference between the price agreed at
the first sale and the one actually obtained, as well as to damages.
(3)Where the sale relates to fungible goods subject to a current price within the meaning of
paragraph 2 and the contract has not been performed through the seller's fault, the buyer shall
be entitled to purchase goods of the same kind at the seller's expense through an authorised
person.
(4)The buyer has the right to claim the difference between the amount representing the costs
of purchasing the goods and the price agreed with the seller, as well as for damages, if any.
(5)The party who will exercise the right provided for in this Article shall be required to
immediately inform the other party thereof.
Article 1727: Return of the movable good
(1)Where the sale has been made without payment and the buyer has not paid the price, the
seller may, not later than 15 days after the date of handing over, declare the termination
without formal notice and demand the return of the movable asset sold, as long as the
property is still in the buyer's possession and has not undergone any transformation.
(2)In the case referred to in paragraph 1, if the action for restitution has not been brought
under the conditions laid down by him, the seller may no longer oppose to the other creditors
of the purchaser the effects of the subsequent termination of the contract for non-payment of
the price. The provisions of Article 1.648 or Article 1.649, as the case may be, shall remain
applicable.
Article 1728: Automatic formal notice
Where the sale relates to immovable property and it has been stipulated that if the price is not
paid within the agreed time limit the buyer is rightfully in default, the latter may also pay
after the expiry of the time limit as long as he has not received the declaration of termination
from the seller.
Article 1729: Effects of termination vis-a-vis third parties
The sale of immovable property shall have effects vis-a-vis third parties under the conditions
laid down in Articles 909 and 910.
SUBSECTION 7:Right of pre-emption
Article 1730: Notion and scope
(1)Under the conditions established by law or contract, the holder of the right of pre-emption,
called the pre-emptor, may buy a good as a priority.
(2)The provisions of this Code concerning the right of pre-emption shall apply only if by law
or contract it is not established otherwise.
(3)The holder of the right of pre-emption who has rejected an offer of sale may no longer
exercise this right in respect of the contract proposed to him. The offer shall be deemed to
have been rejected if it has not been accepted within a maximum of 10 days in the case of the
sale of movable property, or of no more than 30 days in the case of the sale of immovable
property. In both cases, the time limit runs from the communication of the offer to the pre-
emptor.
Article 1731: Sale to a third party of goods subject to pre-emption
The sale of the asset in respect of which there is a legal or conventional right of pre-emption
may be made to a third party only under the condition of suspension of the non-exercise of
the right of pre-emption by the pre-emptor.
Article 1732: Conditions for the exercise of the right of pre-emption
(1)The seller shall be obliged to notify the pre-emptive person immediately of the contents of
the contract concluded with a third party. Notification may also be made by the latter.
(2)This notification shall include the name and surname of the seller, the description of the
asset, the burdens encumbering it, the terms and conditions of the sale, as well as the place
where the asset is located.
(3)The pre-emptor may exercise his right by communicating to the seller his agreement to
conclude the contract of sale, accompanied by the recording of the price at the seller's
disposal.
(4)The right of pre-emption shall be exercised, in the case of the sale of movable property,
within a maximum of 10 days, and in the case of sale of immovable property, within a
maximum of 30 days. In both cases, the time limit shall run from the notification to the pre-
emptor referred to in paragraph 1.
Article 1733: Effects of exercising pre-emption
(1)By exercising the pre-emption, the contract of sale is considered concluded between the
pre-emptor and the seller under the conditions contained in the contract concluded with the
third party, and the latter contract is terminated retroactively. However, the seller shall be
liable to the third party in good faith for the eviction resulting from the exercise of pre-
emption.
(2)The clauses of the contract concluded with the third party with the aim of preventing the
exercise of the right of pre-emption shall not have any effect vis-a-vis the pre-emptor.
Article 1734: Contest between preemptors
(1)Where several rightholders have exercised their pre-emption over the same item, the
contract of sale shall be deemed to have been concluded:
a)with the holder of the legal right of pre-emption, when he/she is in competition with holders
of conventional pre-emption rights;
b)with the holder of the legal right of pre-emption chosen by the seller, when he is in
competition with other holders of legal rights of pre-emption;
c)if the property is immovable, with the holder of the conventional pre-emption right who
was first entered in the Land Register, when he is in competition with other holders of
conventional pre-emption rights;
d)if the asset is movable, with the holder of the conventional right of pre-emption having the
earliest definite date, when he is in competition with other holders of conventional pre-
emption rights.
(2)Any clause contrary to paragraph 1 shall be deemed unwritten.
Article 1735: Plurality of goods sold
(1)Where pre-emption is exercised in respect of an asset purchased by the third party together
with other goods for a single price, the seller may claim from the preemptor only a
proportional share of that price.
(2)Where goods other than that subject to pre-emption have been sold but which could not be
separated from him without having harmed the seller, the exercise of the right of pre-emption
may be made only if the pre-emptive person records the price fixed for all the goods sold.
Article 1736: Maturity of the obligation to pay the price
Where the contract concluded with the third party has granted time limits for the payment of
the price, the pre-emptor may not rely on these time limits.
Article 1737: Noting the right of pre-emption over a real estate
(1)The conventional right of pre-emption in relation to a real estate shall be noted in the Land
Register.
(2)If such a notation has been made, the consent of the pre-emptor is not necessary for the
one who bought under suspension condition to be able to register his right in the land register,
under the contract of sale concluded with the owner. The registration is made under the
suspensive condition that, within 30 days from the communication of the conclusion by
which the registration was ordered, the pre-emptor does not notify the land registry office of
the proof of the recording of the price at the seller's disposal.
(3)Notification made within the time limit to the land registry office shall replace the
communication provided for in Article 1.732 (3) and shall have the same effect. Under this
notification, the pre-emptor may request the removal from the land register of the third party's
right and the registration of his right.
(4)If the pre-emptor has not made the notification within the time limit, the right of pre-
emption shall be extinguished and deleted ex officio from the Land Register.
Article 1738: Exercise of the right of pre-emption in the context of enforcement
If the asset is subject to forced prosecution or is put up for sale with the authorization of the
syndic judge, the right of pre-emption is exercised under the conditions stipulated by the
Code of Civil Procedure.
Article 1739: Characters of the right of pre-emption
The right of pre-emption is indivisible and cannot be ceded.
Article 1740: Extinction of the conventional right of pre-emption
The conventional right of pre-emption shall be extinguished by the death of the pre-emptor,
unless it was established for a certain term. In the latter case, the time limit shall be reduced
to 5 years from the date of its constitution, if a longer period has been stipulated.
SECTION 2:Sale of immovable property
SUBSECTION 1:Special rules applicable to the sale of immovable property
Article 1741: Sale of real estate without indication of the area
Where a particular immovable property is sold, without indication of the area, for a total
price, neither the buyer nor the seller may request that the price be rescinded or changed on
the grounds that the area is smaller or larger than they thought.
Article 1742: Sale of an area of larger land
When selling, at a certain price per unit of measurement, a certain area of larger land, the
extent or location of which is not determined, the buyer may request the removal of the
property only after measuring and delimiting the area sold.
Article 1743: Sale of a specific building with indication of the area
(1)If, in the sale of a building with an indication of the area and the price per unit of
measurement, the actual area is less than that indicated in the contract, the buyer may ask the
seller to give him the area agreed upon. Where the buyer does not request or the seller is
unable to transfer the area, the buyer may obtain either the appropriate price reduction or
termination of the contract if, because of the difference in area, the property can no longer be
used for the purpose for which it was purchased.
(2)If, however, the actual area proves to be larger than the stipulated one and the surplus
exceeds one-twentieth of the agreed area, the buyer will pay the corresponding price
supplement or will be able to obtain the termination of the contract. Where, however, the
surplus does not exceed one-twentieth of the agreed area, the buyer cannot obtain resolution,
but neither is it liable to pay the price of the surplus.
Article 1744: Time limit for exercising the estimatory action or in resolution
The seller's action for the price supplement and that of the buyer for the reduction of the price
or for the termination of the contract must be brought, under penalty of revocation of the
right, within one year of the conclusion of the contract, unless the parties have fixed a date
for the measurement of the building, in which case the one-year period runs from that date.
Article 1745: Sale of two funds with the specification of the extent of each
Where two funds have been sold by the same contract with an indication of the extent of each
and for a single price, if the extent of one is greater and that of the other is smaller,
compensation shall be made between the amount of the surplus and the amount of the
absence, and the action, either for the price supplement or for its deduction, may be brought
only in accordance with the rules laid down in Articles 1.743 and 1.744. The termination of
the contract is subject in this case to the common law.
SUBSECTION 2:Sale of forest land
Article 1746: Sale of forest land
Privately owned forest land can be sold in compliance with, in order, the right of pre-emption
of the co-owners or neighbors.
SECTION 3:Sale of inheritance
Article 1747: Notion and form
(1)For the purposes of this Section, inheritance shall mean the right to collect an open
inheritance or a share thereof.
(2)Under penalty of absolute nullity of the contract, the sale of an inheritance shall be
concluded in authentic form.
Article 1748: Warranty
If he does not specify the assets over which his rights extend, the seller of an inheritance
guarantees only his status as heir, unless the parties have also expressly removed that
security.
Article 1749: Seller's obligations
Unless otherwise agreed, the seller shall be obliged to deliver to the purchaser all the fruits he
has collected and all payments received in respect of the inheritance claims up to the time the
contract is concluded, the price of the goods sold from the inheritance and any property
which replaces an asset of the inheritance.
Article 1750: Obligations of the buyer
Unless otherwise agreed, the buyer shall be required to reimburse the seller the sums paid by
the latter in respect of the debts and charges of the inheritance and the sums which the
inheritance owes to him.
Article 1751: Liability for inheritance debts
The seller shall remain liable for the debts of the inherited sale.
Article 1752: Family property
(1)Family deeds or portraits, decorations or other such goods, which have no significant
patrimonial value, but which have an affective value for the seller, are presumed not to be
included in the sold inheritance.
(2)If these goods have significant economic value, the seller who has not expressly booked
them owes the buyer their price at the time of sale.
Article 1753: Publication formalities
(1)The purchaser of an inheritance shall acquire the rights in rem in the immovable property
included in the inheritance only in accordance with the rules relating to the land register.
(2)He may not oppose to third parties the acquisition of other rights contained in the
inheritance only if he has completed the formalities required by law to make the acquisition
of each of those rights enforceable.
Article 1754: Other forms of alienation of inheritance
The provisions of this Section shall also apply to other forms of disposal, whether for
consideration or free of charge, of an inheritance. In respect of free disposals, the provisions
on donations shall also apply accordingly.
SECTION 4:Other varieties for sale
SUBSECTION 1:Sale with payment of the price in installments and reservation of the
property
Article 1755: Property reserve and risks
Where, in a sale with payment of the price by instalments, the obligation to pay is guaranteed
subject to the reservation of ownership, the buyer acquires ownership on the date of payment
of the last instalment of the price; however, the risk of the asset is passed on to the buyer
from the moment of its delivery.
Article 1756: Non-payment of a single installment of the price
Unless otherwise agreed, failure to pay a single instalment, which is not more than one-eighth
of the price, shall not give the right to terminate the contract and the buyer shall retain the
benefit of the time limit for successive instalments.
Article 1757: Termination of the contract
(1)When he has obtained termination of the contract for non-payment of the price, the seller
is obliged to refund all amounts received, but is entitled to retain, among other damages, a
fair compensation for the use of the good by the buyer.
(2)Where it has been agreed that the amounts collected by way of instalments will remain, in
whole or in part, acquired by the seller, the court will nevertheless be able to reduce these
amounts, applying accordingly the provisions relating to the reduction by the court of the
amount of the criminal clause.
(3)The provisions of paragraph (2) shall also apply to the leasing contract as well as to the
lease contract, if, in the latter case, it is agreed that at the termination of the contract the
ownership of the asset may be acquired by the lessee after payment of the agreed amounts.
SUBSECTION 2:Sale with repurchase option
Article 1758: Notion and conditions
(1)A sale with a repurchase option is a sale affected by the cancellation condition whereby
the seller reserves the right to repurchase the good or the right passed on to the buyer.
(2)The buy-back option cannot be stipulated for a period longer than 5 years. If a longer
period has been set, it is automatically reduced to 5 years.
Article 1759: Exercise the option
(1)The exercise of the buy-back option by the seller may be made only if he reimburses the
buyer the price received and the expenses for concluding the sales contract and carrying out
the advertising formalities.
(2)The exercise of the option obliges the seller to reimburse to the buyer the costs of picking
up and transporting the goods, the necessary expenses, as well as the useful expenses, but in
the latter case only within the limit of the increase in value.
(3)If the seller does not exercise the option within the time limit set, the cancellation
condition affecting the sale shall be deemed not to have been fulfilled and the buyer's right
shall be strengthened.
Article 1760: Effects
(1)The effects of the sale with a repurchase option shall be determined in accordance with the
provisions relating to the resolutory condition, which shall apply accordingly. However, the
seller is bound by the leases concluded by the buyer before exercising the option, if they have
undergone the advertising formalities, but not more than 3 years from the moment of
exercise.
(2)A seller who intends to exercise the option of redemption must notify the buyer, as well as
any sub-purchaser to whom the right of option is enforceable and to whom he wishes to
exercise that right.
(3)Within one month of the date of notification, the seller shall record the amounts referred to
in Article 1759(1) at the disposal of the purchaser or, where appropriate, of the acquiring
third party, under penalty of forfeiture of the right to exercise the option of redemption.
Article 1761: Unshared property
(1)In the case of a sale with a repurchase option which relates to a share of an asset, the
division must also be requested in relation to the seller if he has not yet exercised his option.
(2)The seller who has not exercised his repurchase option in the division denies the right of
option, even when the good is assigned, in whole or in part, to the buyer.
Article 1762: Sanction
(1)If the difference between the repurchase price and the price paid for the sale exceeds the
maximum level laid down by law for the interest, the repurchase price shall be reduced to the
price paid for the sale.
(2)The provisions of paragraph (1) shall also apply to sales in which the seller undertakes to
redeem the good sold.
CHAPTER II:Exchange contract
Article 1763: Notion
Exchange is the contract by which each of the parties, called awnings, transmits or, as the
case may be, undertakes to transmit an asset in order to acquire another.
Article 1764: Applicability of the provisions on sale
(1)The provisions on sales shall apply accordingly to exchange.
(2)Each of the parties shall be regarded as the seller, in respect of the asset which he disposes
of, and the buyer, in respect of the asset which he acquires.
Article 1765: Exchange expenses
Unless otherwise provided, the parties shall bear the costs of concluding the exchange
contract equally.
CHAPTER III:Supply contract
Article 1766: Notion
(1)A supply contract is one by which a party, called a supplier, undertakes to transmit
ownership of a particular quantity of goods and to hand them over, at one or more terms
subsequent to the conclusion of the contract, or continuously, or to provide certain services,
at one or more subsequent terms or continuously, and the other party, called the beneficiary,
undertakes to take over the goods or to receive the provision of the services and to pay their
price.
(2)In the case of the supply of goods as an ancillary to the principal obligation, the supplier
may undertake to provide the recipient with those services necessary for the supply of the
goods.
(3)If the same contract agrees both the sale of goods and the supply of goods or services, then
the contract will be qualified according to the characteristic and accessory obligation.
Article 1767: Transfer of ownership. Taking over and handing over the goods
(1)Ownership of the goods is transferred from the supplier to the beneficiary at the time of
their delivery. The beneficiary has the obligation to take over the goods at the terms and
under the conditions stipulated in the contract.
(2)The goods are taken over by the reception by the beneficiary, on which occasion their
quantity and quality are identified and ascertained.
(3)Where the dispatch of the products is the responsibility of the supplier, the products
received shall be deemed to have been handed over to the beneficiary on the date of their
delivery to the carrier.
Article 1768: Price of products or services
(1)The price owed by the beneficiary shall be that provided for in the contract or in the law.
(2)If during the execution of the contract the legal regulation of the price or the mechanism
for determining it is modified, the price or the mechanism for determining it initially
established in the contract will continue to apply between the parties, unless the law expressly
provides otherwise.
(3)If the law expressly provides that the price or the method of determination that it
establishes will also apply to the current contracts, each of the parties may terminate the
contract within 30 days from the date of entry into force of the law. During the 30 days, the
parties will apply the price set by contract.
Article 1769: Subcontracting
(1)The supplier may subcontract the supply of goods or services to a third party, unless the
contract is strictly personal in nature or the nature of the contract does not permit.
(2)Subcontracting exists whenever the product or service covered by the supply contract is in
fact provided, in whole or in part, by a third party with whom the supplier has subcontracted
for this purpose.
Article 1770: Liability of the main supplier. Its right of recourse
In the case of subcontracting, the performance of the supply contract remains under the
supervision of the supplier and he is liable to the beneficiary for the quality of the products
and services provided by the subcontractor third party, but with the right of recourse against
him.
Article 1771: Applicability of the provisions on sale
The provisions of this Chapter shall, as appropriate, be supplemented by the provisions
relating to the contract of sale, in so far as no specific rules are laid down for the supply
contract.
CHAPTER IV:Carry-over contract
Article 1772: Notion
(1)The carry-over agreement is the one by which the carryr buys from the carryover with
immediate payment securities and securities circulating in trade and undertakes, at the same
time, to resell to the carry-forward securities or securities of the same species, at a certain
maturity, in exchange for a certain amount.
(2)A carry-over contract shall be concluded by handing over the securities or securities and,
if they are registered, by the completion of the formalities necessary for their transmission.
Article 1773: Accessory rights
Unless otherwise provided, the ancillary rights conferred by the securities and securities
given in the carryover, such as interest and dividends matured during the duration of the
carryover, shall be due to the carryover.
Article 1774: Obligation of the carryover to exercise the option
(1)The reporter is obliged to exercise the option on behalf of the carry-over person during the
carryover, if the securities grant such a right, under the terms of the special law.
(2)The carry-over must provide the reporter with the necessary funds, at least 3 days before
the deadline for the option. If the carryr fails to fulfil this obligation, the carryover shall sell
the right of option in the name and on behalf of the carryr.
Article 1775: Making payments on titles
If, during the carry-over, payments are to be made to the account of the securities and
securities which are the subject of the carryover, the carry-over shall make available to the
carryover the necessary amounts, at least 3 days before the due date of the payments.
Otherwise, the carryover may proceed to the forced liquidation of the contract.
Article 1776: Liquidation of the carryover. Settlement of differences and renewal of
carry-over
(1)The liquidation of the carryover will be made within the second working day following the
due date.
(2)If, at the maturity of the deferral date, the parties clear the differences by making the
payment and renew the carryover to securities or securities which differ in their quality or
species, or on another price, then the parties shall be deemed to have entered into a new
contract.
CHAPTER V:Lease agreement
SECTION 1:General provisions
SUBSECTION 1:Content of the contract
Article 1777: Notion
The lease is the contract by which a party, called the lessor, undertakes to ensure to the other
party, called the lessee, the use of an asset for a certain period, in exchange for a price, called
rent.
Article 1778: The types of the location
(1)The lease of immovable property and movable property is called rental, and the lease of
agricultural property is called lease.
(2)The provisions of this section shall apply, accordingly, to the letting of dwellings and the
lease, if they are compatible with the particular rules laid down for such contracts.
(3)The lease of premises intended for the performance of the activity of a professional shall
be subject to the provisions of this section, as well as to the provisions of Articles 1.824 and
1.828 to 1.831.
Article 1779: Assets that may be the object of the lease
All assets, both movable and immovable, may be the subject of the lease, unless it results
from a legal provision or their nature.
Article 1780: Rent price
(1)The rent may consist of an amount of money or any other goods or benefits.
(2)The provisions relating to the fixing of the sale price shall also apply accordingly to rent.
Article 1781: Conclusion of the lease contract
The lease agreement shall be deemed to have been concluded as soon as the parties have
agreed on the property and the price.
Article 1782: Successive locations
In the case of successive locations whose periods overlap even partially, the conflict between
the tenants is resolved:
a)in the case of buildings registered in the land register, in favour of the lessee who has
registered his right in the land register, the provisions of Article 902 (1) shall be applied
accordingly;
b)in the case of furniture subject to advertising formalities, in favour of the lessee who first
completed these formalities;
c)in the case of other goods, in favour of the lessee who first came into use of the property,
the provisions of Article 1.275 shall apply accordingly.
Article 1783: Maximum duration of the lease
The leases may not be completed for a period longer than 49 years. If the parties stipulate a
longer term, it is automatically reduced to 49 years.
Article 1784: Disabilities
(1)The provisions on incapacity laid down in Articles 1.654 and 1.655 shall apply
accordingly to leases.
(2)The provisions of Article 1.653 shall also apply by analogy, including where there is a
dispute over the right of ownership of the property to be the subject of the lease.
(3)Unless otherwise provided by the law, the leases concluded by the persons who, according
to the law, can only do administration acts will not exceed 5 years.
Article 1785: Rent without fixed duration
If in the contract the parties have not shown the duration of the lease, without having wished
to contract for an indefinite period, in the absence of custom, the lease shall be deemed to
have been concluded:
a)for one year, in the case of unfurnished dwellings or premises for the exercise of the
activity of a professional;
b)for the period corresponding to the unit of time for which the rent was calculated, in the
case of movable property or in that of furnished rooms or apartments;
c)during the lease of the building, in the case of movable property made available to the
lessee for the use of a building.
SUBSECTION 2:Obligations of the lessor
Article 1786: Principal obligations of the lessor
The lessor is held, even without any express stipulation:
a)to hand over to the lessee the property given in the lease;
b)to maintain the asset in an appropriate state of use throughout the duration of the lease;
c)to provide the lessee with the quiet and useful use of the asset throughout the lease.
Article 1787: Handing over the asset
The lessor is obliged to hand over the good together with all its accessories in the condition
appropriate to its use.
Article 1788: The task of repairs
(1)The lessor is obliged to carry out all the repairs that are necessary to maintain the property
in proper condition of use throughout the duration of the lease, according to the intended
purpose established in accordance with Article 1.799.
(2)It is the responsibility of the lessee to repair the dwelling, the necessity of which results
from the usual use of the asset.
(3)If, after the conclusion of the contract, the need arises for repairs which are the
responsibility of the lessor, and the latter, although knowledgeable, does not immediately
begin to take the necessary measures, the repairs may be made by the lessee. In this case, the
lessor is liable to pay, in addition to the amounts advanced by the lessee, interest counted
from the date of the expenses.
(4)In case of emergency, the lessee may notify the lessor even after the commencement of the
repairs, the interest on the amounts advanced can not run until the date of notification.
Article 1789: Ensuring use
The lessor is obliged to do everything necessary to constantly ensure the lessee's quiet and
useful use of the asset, being obliged to refrain from any fact that would prevent, diminish or
hinder such use.
Article 1790: Warranty against vices
(1)The lessor guarantees against all the vices of the work that prevent or diminish its use,
even if he did not know them at the conclusion of the contract and without taking into
account whether they existed beforehand or occurred during the lease.
(2)The lessor shall not be liable for defects which were apparent at the time of the conclusion
of the contract and which the lessee did not claim under the terms of Article 1.690(3). The
lessor may be ordered to compensate for damages that apparent defects cause to the life,
health or bodily integrity of the lessee.
Article 1791: Effects of warranty against vices
(1)If the lessor does not remove the defects within the shortest possible time, the lessee is
entitled to a proportional decrease in the rent. If the defects are so serious that, if he had
known them, the lessee would not have taken the property into the lease, he may terminate
the contract, according to the law.
(2)Where these defects cause any damage to the lessee, the lessor may also be liable to
damages, unless he proves that he did not know them and that, according to the
circumstances, he was not obliged to know them.
Article 1792: Guarantee for lack of agreed qualities
The provisions relating to the guarantee against hidden defects shall also apply where the
leased asset does not correspond to qualities agreed upon by the parties.
Article 1793: Disorders actually
The lessor is not required to guarantee the lessee from disturbance caused by the act of a third
party who does not claim any right to the asset, unless disturbances commenced before the
handover of the asset prevent the lessee from taking it over, in which case the provisions of
Article 1.794(2) shall apply.
Article 1794: Legal disorders
(1)If a third party claims any right to the property given in the lease, the lessor owes it to the
lessee to defend the lessee even in the absence of a factual disturbance. If the lessee is wholly
or partly deprived of the use of the property, the lessor shall compensate him for any damage
suffered as a result.
(2)Regardless of the severity of the disorder, if he has communicated it to the lessor, without
him immediately removing it, the lessee may request a proportional decrease in the rent. If
the disturbance is so serious that, if he had known it, the lessee would not have contracted, he
may terminate the contract under the law.
(3)The lessee who, at the conclusion of the contract, knew the cause of eviction is not entitled
to damages.
Article 1795: Introduction of the lessor into the process
(1)If the lessee is sued by a third party who claims a right over the rented asset, including an
easement right, and there is a risk of losing, in whole or in part, the use of the asset, he has
the right to request the introduction of the lessor in the trial, under the terms of the Code of
Civil Procedure.
(2)The lessee will be required to compensate the lessor from all damages suffered as a result
of the non-communication of the disturbance by the lessee. However, he will not be held to
compensation if he proves that the lessor would not have prevailed or that, knowing of the
disorder, he did not act.
SUBSECTION 3:Obligations of the lessee
Article 1796: Principal obligations
The lessee has the following main obligations:
a)to take over the property given in the lease;
b)to pay the rent in the amount and within the term established by the contract;
c)to use the property with caution and diligence;
d)to return the asset upon termination, for any reason, of the lease agreement.
Article 1797: Date of payment of rent
(1)In the absence of any provision to the contrary, the lessee is obliged to pay the rent within
the time limits established according to the custom.
(2)Unless otherwise stated and unless otherwise specified, the rent shall be paid as
follows:
a)in advance for the entire duration of the contract, if it does not exceed one month;
b)on the first working day of each month, if the duration of the lease is more than one month
but less than one year;
c)on the first working day of each quarter, if the duration of the lease is at least one year.
Article 1798: Enforceability
The lease contracts concluded by private document that have been registered with the tax
authorities, as well as those concluded in authentic form, are enforceable titles for the
payment of the rent at the terms and in the modalities established in the contract or, in their
absence, by law.
Article 1799: Obligations regarding the use of the good
The lessee is obliged to use the leased asset with caution and diligence, according to the
purpose established by the contract or, in the absence thereof, according to that presumed
according to certain circumstances, such as the nature of the asset, its previous destination or
the one according to which the lessee uses it.
Article 1800: Changing the shape or destination of the good. Misuse
If the lessee alters the property or changes its destination, or if he uses it in such a way as to
harm the lessor, the latter may claim damages and, where appropriate, the termination of the
contract.
Article 1801: Notifying the lessor about the need for repairs
The lessee is obliged, under the sanction of payment of damages and of incurring any other
expenses, to notify immediately to the lessor the need to carry out the repairs that are the
responsibility of the latter.
Article 1802: Residential repairs
Unless otherwise stipulated, the current maintenance repairs are the responsibility of the
lessee.
Article 1803: Lack of use in case of urgent repairs
(1)If during the lease the property needs repairs that cannot be postponed until the end of the
lease or the postponement of which would expose the property to the danger of being
destroyed, the lessee will bear the necessary restriction of the lease caused by these repairs.
(2)If, however, the repairs take more than 10 days, the price of the lease will be reduced in
proportion to the time and the part of the property that the lessee was deprived of.
(3)If the repairs are such that, during their execution, the property becomes unsuitable for the
agreed use, the lessee may terminate the contract.
Article 1804: Obligation to permit examination of the property
The lessee is obliged to allow the examination of the asset by the lessor at reasonable
intervals in relation to the nature and destination of the asset, as well as by those who wish to
buy it or who, upon termination of the contract, wish to take it into lease, without thereby
causing him an unjustified embarrassment of the use of the asset.
SUBSECTION 4:Sublocation and assignment of the lease contract
Article 1805: Right to subcontract and transfer the contract
The lessee may conclude a sub-lease, in whole or in part, or even transfer the lease, in whole
or in part, to another person, if this faculty has not been expressly prohibited. However, if the
property is movable, sublocation or transfer is permitted only with the written consent of the
lessor.
Article 1806: Prohibition of sublocation and assignment
(1)The prohibition on completing a sub-lease also includes that of ceding the lease. The
prohibition on ceding the lease does not include the prohibition of concluding a sub-seat.
(2)The ban on concluding a sub-seat concerns both the total and the partial sub-location. The
prohibition on leasing the lease concerns both total and partial assignment.
Article 1807: The effects of sublocation. Actions against the sub-lessee
(1)In the event of non-payment of the rent due under the lease, the lessor may follow the
lessee up to the amount of the rent that the latter owes to the principal lessee. The prepayment
of the rent to the main lessee may not be opposed to the lessor.
(2)The lessor shall retain the right provided for in paragraph 1 where the claim for the rent
due by way of the sub-lease has been assigned.
(3)The lessor may also proceed directly against the sub-lessee in order to compel him to
perform the other obligations assumed by the sub-lease agreement.
Article 1808: Effects of lease assignment
(1)By assignment of the lease agreement by the lessee, the assignee acquires the rights and is
bound by the lessee's obligations arising from the lease agreement.
(2)The provisions concerning the assignment of the contract shall apply accordingly.
SUBSECTION 5:Expiry of the term and tacit relocation
Article 1809: Expiry
(1)The lease contract shall be terminated de jure upon expiry of the period agreed by the
parties or, as the case may be, provided for by law, without the need for prior notice.
(2)With regard to the obligation to return the leased asset, the contract concluded for a fixed
period and ascertained by authentic document constitutes, under the law, an enforceable title
at the expiry of the term.
(3)The provisions of paragraph (2) shall apply accordingly to the contract concluded for a
fixed period by private document and registered with the competent tax authority.
Article 1810: Tacit relocation
(1)If, after the expiry of the term, the lessee continues to hold the property and to fulfil his
obligations without any resistance on the part of the lessor, a new lease shall be deemed to
have been concluded, under the conditions of the old one, including in respect of guarantees.
(2)However, the new lease will be for an indefinite period, unless otherwise provided by law
or the agreement of the parties.
SUBSECTION 6:Alienation of the property given in the lease
Article 1811: Enforceability of the lease agreement vis-a-vis the acquirer
If the leased asset is disposed of, the lessee's right may be invoked against the acquirer as
follows:
a)in the case of buildings registered in the Land Register, if the lease was noted in the Land
Register;
b)in the case of buildings not registered in the Land Register, if the certain date of the lease is
prior to the certain date of alienation;
c)in the case of furniture subject to advertising formalities, if the lessee has completed these
formalities;
d)in the case of other movable property, if at the time of disposal the property was in the use
of the lessee.
Article 1812: Termination of the lease in case of alienation
(1)If the parties so agree, the lease shall cease in the event of the disposal of the leased asset.
(2)However, the lease shall remain enforceable against the acquirer even after the lessee has
been notified of the disposal, for a period twice as long as that which would have applied to
the notification of termination of the contract, in accordance with the provisions of Article
1.816(2).
(3)The lessee who has been notified of the termination of the contract in compliance with the
provisions of paragraph 2 shall not be entitled to compensation either against the lessor or
against the purchaser.
Article 1813: Relations between the lessee and the acquirer
(1)In the cases provided for in Article 1.811, the acquirer shall be subrogated to all the rights
and obligations of the lessor arising from the lease.
(2)The original lessor remains liable for damage caused to the lessee prior to the disposal.
Article 1814: Effects of the lessee's security
When the lessee of the alienated asset has given guarantees to the lessor for the fulfilment of
his obligations, the acquirer shall subrogate himself to the rights arising from these
guarantees, in accordance with the law.
Article 1815: Assignment and prepayment of rent
The prepayment of the rent or the assignment of the rent claim may not be opposed to the
acquirer unless, in respect of them, before the disposal becomes enforceable against the
lessee, the publicity formalities through the entry in the archive or, as the case may be, in the
land register, depending on the object of the lease, have been fulfilled, or if the advance
payment or assignment was otherwise known to the acquirer.
SUBSECTION 7:Termination of the contract
Article 1816: Termination of the contract
(1)If the lease was made without determining the duration, either party may terminate the
contract by notice.
(2)The notification made in violation of the period of notice established by law or, in the
absence of usages, shall take effect only from the end of that period.
(3)At the end of the notice period, the obligation to return the asset becomes due, and the
lease contract concluded under the conditions stipulated in article 1.809 paragraph (2) or (3),
as the case may be, constitutes, under the law, an enforceable title regarding this obligation.
Article 1817: Termination of the lease
When, without justification, one of the parties to the lease contract does not perform its
obligations arising from this contract, the other party has the right to terminate the lease, with
damages, if any, according to the law.
Article 1818: Impossibility of using the asset
(1)If the property is totally destroyed or can no longer be used according to its intended
purpose, the lease shall cease as a matter of law.
(2)If the impossibility of using the property is only partial, the lessee may, according to the
circumstances, request either the termination of the lease or the proportional reduction of the
rent.
(3)Where the property is merely damaged, the lease shall continue, the provisions of Article
1.788 being applicable.
(4)In all cases where the total or partial impossibility of using the asset is fortuitous, the
lessee is not entitled to damages.
Article 1819: Abolition of the lessor's title
(1)The abolition of the right allowing the lessor to ensure the use of the rented asset entails
the de jure termination of the lease contract.
(2)However, the lease shall continue to take effect after the dissolution of the lessor's title for
the duration stipulated by the parties, without exceeding one year from the date of
termination of the lessor's title, but only if the lessee was in good faith at the conclusion of
the lease.
Article 1820: Death of the lessor or lessee
(1)The lease shall not cease upon the death of the lessor or the lessee.
(2)However, in the case of a fixed-term lease, the lessee's heirs may terminate the contract
within 60 days from the date on which they became aware of the lessee's death and the
existence of the lease.
Article 1821: Restitution of the asset
(1)Upon termination of the lease, the lessee is obliged to return the leased asset in the state in
which he received it, apart from what has perished or deteriorated due to seniority.
(2)Unless proven otherwise, the lessee shall be presumed to have received the property in the
proper state of use according to the intended purpose.
(3)The return of movable property taken into lease shall be made at the place where they
were handed over.
Article 1822: Lessee's liability for the rented asset
(1)The lessee is liable for the degradation of the rented asset during its use, including that
caused by the fire, unless he proves that it occurred fortuitously.
(2)He is also responsible for the degradation caused by the members of his family, by his
sub-tenant, as well as for the deed of other persons to whom he has in any way allowed the
use, possession or access to the property.
Article 1823: Improvements made by the tenant
(1)The lessor has the right to keep the added and autonomous works performed on the
property during the duration of the lease and cannot be liable to compensation unless the
lessee has carried out the works with the prior consent of the lessor.
(2)If the works were carried out without the lessor's prior consent, the lessor may choose to
ask the lessee to bring the property into its original state, as well as the payment of
compensation for any damage allegedly caused to the property by the lessee.
(3)If the lessor has not had the prior consent of the lessor, the lessee may under no
circumstances invoke the right of retention.
SECTION 2:Particular rules in the matter of renting houses
Article 1824: Renting done without determining the duration
(1)When the lease has been concluded without determining the duration and has not been
agreed otherwise, the tenant may terminate the contract by notification, observing a notice
period which may not be less than the quarter of the time interval for which the payment of
the rent was established.
(2)In the case referred to in paragraph 1, the lessor may terminate the contract by
notification, subject to a period of notice which may not be less than:
a)60 days, if the time interval for which the payment of the rent was established is one month
or more;
b)15 days, if the time interval for which the payment of the rent was established is less than
one month.
Article 1825: Denunciation of fixed-term rental
(1)If the lease is for a fixed period, the lessee may unilaterally terminate the contract by
notification, subject to a notice period of at least 60 days. Any clause to the contrary shall be
deemed unwritten.
(2)If the lease is for a fixed period and the contract provides that the lessor may unilaterally
terminate the contract in order to meet the housing needs of his own or his family, the period
of notice provided for in Article 1.824(2) shall apply to such termination.
Article 1826: Unwritten clauses
Any clause under which:
a)the lessee is obliged to take out an insurance with an insurer imposed by the lessor;
b)it provides for the joint or indivisible liability of the tenants from different apartments
located in the same building, in case of degradation of the construction elements and of the
installations, objects and endowments afferent to the common parts of the building;
c)the tenant undertakes to recognise or pay in advance, by way of residential repairs, amounts
established on the basis of estimates made exclusively by the lessor;
d)the lessor is entitled to reduce or suppress, without equivalent consideration, the benefits to
which he has been contractually bound.
Article 1827: Vices that threaten health or bodily integrity
(1)If the rented building, by its structure or condition, constitutes a serious danger to the
health of those who work or live in it, the tenant, even if he has waived this right, will be able
to terminate the lease, under the law.
(2)The tenant is also entitled to damages if, at the time of the conclusion of the contract, he
did not know the vices of the asset.
Article 1828: Tenant's right of preference to rent
(1)At the conclusion of a new lease of the dwelling, the tenant has, on equal terms, the right
of preference. However, he does not have this right when he has not fulfilled the obligations
arising under the previous lease.
(2)The provisions relating to the exercise of the right of pre-emption in respect of sale shall
apply accordingly.
Article 1829: Use of common parts and installations of the building
(1)In multi-apartment buildings, tenants have the right to use parts and installations for
common use of the building according to their intended purpose.
(2)Tenants are obliged to contribute to the costs of lighting, heating, cleaning parts and
installations for common use, as well as to any other expenses which the law establishes for
them.
Article 1830: Termination of the contract
(1)If, without justification, one of the parties to the lease fails to perform its obligations
arising from this contract, the other party is entitled to terminate the contract.
(2)The lessor may also ask the court to terminate the lease if the tenant, his family members
or other persons to whom the latter has in any way allowed the use, possession or access to
the dwelling, or have a conduct that makes it impossible to live with other persons living in
the same building or in buildings located in the vicinity, or prevent the normal use of the
dwelling or common parts.
Article 1831: Eviction of the tenant
(1)Unless otherwise provided by law, the tenant's eviction is based on a court decision.
(2)The tenant is obliged to pay the rent stipulated in the contract until the date of actual
release of the dwelling, as well as to repair the damages of any kind caused to the lessor until
that date.
Article 1832: Other people living with the tenant
(1)In the absence of a prohibition stipulated in this regard, other persons may also live with
the tenant, in which case they will be held jointly and severally with him, for the duration of
the use exercised, for any of the obligations arising from the contract.
(2)The termination, for any reason, of the lease, as well as the court decision to evict the
tenant are legally enforceable and are enforced against all persons who live, in title or without
title, together with the tenant.
Article 1833: Sublease and assignment of the lease agreement
The tenant may assign the lease of the dwelling or sublease the dwelling only with the written
consent of the lessor, in which case, in the absence of a stipulation to the contrary, the
assignee, respectively the sub-tenant, is jointly and severally liable with the tenant for the
obligations assumed towards the lessor through the rental contract.
Article 1834: Death of the tenant
(1)The lease of the house ceases within 30 days from the date of registration of the tenant's
death.
(2)The descendants and ascendants of the tenant shall be entitled, within the period provided
for in paragraph 1, to opt for the continuation of the lease until the expiry of its duration, if
they are mentioned in the contract and if they have lived with the tenant. The provisions of
Article 323(3) shall apply in respect of the surviving spouse.
(3)The persons referred to in paragraph 2 who have requested the continuation of the contract
shall designate by common accord the person or persons signing the lease in place of the
deceased tenant. If they do not reach an agreement within 30 days from the date of
registration of the tenant's death, the appointment shall be made by the lessor.
(4)The sublease consented to by the tenant shall cease on expiry of the period provided for in
paragraph 1, if the lease does not continue under the conditions of paragraph 2. In the latter
case, the person designated in accordance with paragraph (3) shall sign the sublease
agreement in place of the deceased tenant.
Article 1835: Special purpose housing
The rental regime provided by the special law for social housing, necessity dwellings, service
dwellings, intervention dwellings and protocol dwellings shall be completed with the
provisions of this Code.
SECTION 3:Particular rules on renting
Article 1836: Assets that can be rented
Any agricultural goods may be leased, such as:
a)agricultural land, i.e. productive agricultural land - arable land, vineyards, orchards, vine
nurseries, fruit trees, fruit bushes, hop and mulberry plantations, wooded pastures, land
occupied by agrozootechnical constructions and installations, fisheries and land improvement
developments, technological roads, platforms and storage areas serving the needs of
agricultural production and non-productive land that can be set up and used for production
agricultural;
b)animals, buildings of any kind, machinery, machinery and the like for agricultural use.
Article 1837: Lease made for an indefinite period
If the duration is not fixed, the lease shall be deemed to have been made for all the period
necessary for the harvest of the fruit which the agricultural good is to produce in the
agricultural year in which the contract is concluded.
Article 1838: Formal requirements
(1)The lease contract must be concluded in written form, under penalty of absolute nullity.
(2)Under penalty of a civil fine set by the court for each day of delay, the lessee must submit
a copy of the contract to the local council in whose territorial area the leased agricultural
goods are located, in order to be registered in a special register kept by the secretary of the
local council.
(3)Where the leased property is situated within the territorial jurisdiction of several local
councils, a copy of the contract shall be submitted to each local council in whose territorial
jurisdiction the leased assets are located.
(4)Land register provisions remain applicable.
(5)All expenses related to the conclusion, registration and publicity of the lease contract shall
be borne by the lessee.
Article 1839: Change of category of use
The lessee may change the category of use of the leased land only with the prior written
consent of the owner and in compliance with the legal provisions in force.
Article 1840: Insurance of leased assets
The lessee is obliged, even in the absence of express stipulation, to insure the agricultural
goods for the risk of loss of the harvest or of the perishing of the animals due to natural
disasters.
Article 1841: Reduction of the rent established in cash in case of harvest destruction
(1)Where, during the lease period, the entire harvest of a year or at least half of it has
perished fortuitously, the lessee may request a proportional reduction of the lease if it has
been fixed in a specified quantity of agricultural products, in a fixed amount of money or in
an amount of money determinable according to the value of a given quantity of agricultural
products.
(2)If the lease is made for several years, the reduction will not be established until the end of
the lease, when a compensation will be made for the harvests of all the years of use.
Article 1842: Exceptions
(1)The lessee cannot obtain the reduction of the lease if the perishing of the harvest took
place after it was picked.
(2)The reduction of the lease cannot be requested even when the cause of the damage was
known at the time of the conclusion of the contract.
Article 1843: Risk of fruit perishing if the lease is paid in fruit
(1)Where the lease is fixed in a proportion of fruit or in a sum of money determinable
according to the value of such a share, the fortuitous destruction, in whole or in part, of the
fruit to be divided shall be borne proportionately and shall not give either party an action for
damages against the other.
(2)If, however, the destruction occurred after the fruit has been collected and one of the
parties is guilty late in handing over or receiving them, the quota due to it shall be reduced by
the lost fruit, and the share of the other party shall be considered as if no loss had occurred,
except if the fruit had perished even if the handing over and reception of the fruit were done
in time.
Article 1844: Payment of the lease in fruit
Where the lease is paid in fruit, in the absence of another period stipulated in the contract, the
lessee is rightfully in default for their delivery from the date of collection, and the lessor is
rightfully in delay for reception from the date on which he was notified in writing by the
lessee.
Article 1845: Enforceability
The lease contracts concluded in authentic form, as well as those registered with the local
council, constitute, under the law, enforceable titles for the payment of the lease at the terms
and in the modalities established in the contract.
Article 1846: Assignment of lease
With the written consent of the lessee, the lessee may assign the lease contract to the spouse
who participates in the exploitation of the leased property or to his/her adult descendants.
Article 1847: Prohibition of under-routing
(1)No leaseholder offices are allowed.
(2)Total or partial under-subsidence is prohibited, under penalty of absolute nullity.
Article 1848: Renewal of the lease
(1)The lease contract shall be renewed de jure, for the same duration, if none of the parties
has communicated to the contracting partner, in writing, his refusal at least 6 months before
the expiry of the term, and in the case of agricultural land, at least one year.
(2)If the duration of the lease contract is one year or less, the time limits for refusing renewal
referred to in paragraph 1 shall be reduced by half.
Article 1849: Right of pre-emption
The lessee has the right of pre-emption with regard to the leased agricultural goods, which are
exercised according to articles 1.730-1.739.
Article 1850: Special cases of termination of the contract
The lease contract is terminated by the death, incapacity or bankruptcy of the leaseholder.
CHAPTER VI:Contractor contract
SECTION 1:Common rules regarding the contractor contract
SUBSECTION 1:General provisions
Article 1851: Notion
(1)Through the contractor contract, the contractor undertakes, at his own risk, to execute a
certain work, material or intellectual, or to provide a certain service for the beneficiary, in
exchange for a price.
(2)The provisions of this section shall apply accordingly to the contractor for construction
works, if they are compatible with the particular rules laid down for this contract.
Article 1852: Subcontracting contract
(1)By means of the subcontracting contract, the contractor may entrust to one or more
subcontractors the performance of parts or elements of the work or services, unless the
contract of undertaking has been concluded for the account of his person.
(2)In relations with the beneficiary, the entrepreneur is liable for the deed of the
subcontractor in the same way as for his own deed.
(3)The subcontract is subject to the provisions laid down for the contractor contract.
Article 1853: Disabilities
The provisions of Article 1.655(1) shall apply accordingly to the contract of undertaking.
Article 1854: Price
(1)The price of the enterprise may consist of a sum of money or any other goods or benefits.
(2)The price must be serious and determined or at least determinable.
(3)When the contract does not contain price clauses, the beneficiary owes the price provided
by law or calculated according to the law or, in the absence of such legal provisions, the price
established in relation to the work done and the expenses necessary for the execution of the
work or the provision of the service, taking into account the existing usages.
Article 1855: Delimitation from sale
The contract is for sale and not for the contractor when, according to the intention of the
parties, the execution of the work is not the main purpose of the contract, taking into account
also the value of the goods supplied.
Article 1856: Direct action of workers
In so far as they have not been paid by the contractor, persons who, on the basis of a contract
concluded with him, have carried out an activity in providing the services or performing the
contracted work shall have direct action against the beneficiary, up to the amount which the
latter owes to the contractor at the time of bringing the action.
SUBSECTION 2:Obligations of the parties
Article 1857: Procurement, storage and use of materials
(1)Unless otherwise provided from the law or contract, the contractor is obliged to carry out
the work with his materials.
(2)The contractor who works with his materials is responsible for their quality, according to
the provisions of the sales contract.
(3)The contractor to whom the beneficiary has entrusted the materials is obliged to keep and
use them according to their purpose, according to the applicable technical rules, to justify the
way in which they were used and to return what was not used in the execution of the work.
Article 1858: Information to the beneficiary
The contractor is obliged to inform the beneficiary without delay if the normal execution of
the work, its durability or the use according to its intended purpose would be endangered due
to:
a)the materials procured or the other means which, according to the contract, the beneficiary
has made available;
b)improper instructions given by the beneficiary;
c)the existence or occurrence of circumstances for which the entrepreneur is not held
responsible.
Article 1859: Failure of the beneficiary to take the necessary measures
(1)If the beneficiary, although notified by the contractor under article 1.858, does not take the
necessary measures within a period appropriate to the circumstances, the contractor may
terminate the contract or continue its performance at the risk of the beneficiary, notifying it
thereof.
(2)However, if the work would be likely to threaten the health or bodily integrity of persons,
the contractor is obliged to request the termination of the contract, under the sanction of
taking over the risk and liable for damages caused including to third parties.
Article 1860: Perishing the work before reception
(1)If before the reception the work perishes or deteriorates due to causes not attributable to
the beneficiary, the contractor who purchased the material is obliged to restore it at his own
expense and in compliance with the initial conditions and terms, taking into account, if
necessary, the rules on the fortuitous suspension of the execution of the obligation.
(2)When the material has been purchased by the beneficiary, he is obliged to bear the costs of
restoring the work only if the destruction was due to a defect of the materials. In other cases,
the beneficiary is obliged to supply the materials again, if the loss or damage is not
attributable to the contractor.
(3)The provisions of this Article shall not apply where the destruction or deterioration takes
place after receipt of the work, in which case the contractor shall remain liable, where
appropriate, by virtue of the guarantee against defects and for the qualities agreed upon.
Article 1861: Control of the execution of the work
The beneficiary has the right, at his own expense, to control the work during its execution,
without unduly hindering the contractor, as well as to communicate to him his observations.
Article 1862: Reception of the work
(1)As soon as he has received the communication by which the contractor notifies him that
the work is completed, the beneficiary has the obligation, within a reasonable time according
to the nature of the work and the customs in the field, to check it and, if it corresponds to the
conditions established by the contract, to receive it, as well as, when appropriate, to pick it
up.
(2)If, without good reasons, the beneficiary does not appear or does not immediately
communicate to the contractor the result of the verification, the work shall be deemed to have
been received without reservations.
(3)The beneficiary who received the work without reservations no longer has the right to
invoke the apparent vices of the work or the apparent lack of agreed qualities.
Article 1863: The guarantee against vices and for the agreed qualities
The contractor owes warranty against the defects of the work and for the agreed qualities,
according to the provisions on the guarantee against defects of the thing sold, which shall
apply accordingly.
Article 1864: Chargeability of the price
(1)Where the object of the contract is a work, the beneficiary is obliged to pay the contractor
the price at the time and place of receipt of the entire work, unless otherwise provided by law
or contract.
(2)If the work perished or deteriorated before the reception, without the fault of the
beneficiary, the contractor is not entitled to the price when he gave the material or when the
destruction or damage had a cause other than the defects of the material given by the
beneficiary. In this case, the contract remains in existence, the provisions of Article 1.860
being applicable.
Article 1865: Estimated price
(1)Where, at the time of the conclusion of the contract, the price of the works or services has
been the subject of an estimate, the contractor must justify any increase in price.
(2)The beneficiary shall be required to pay for this increase only in so far as it results from
works or services which could not have been foreseen by the contractor at the time the
contract was concluded.
Article 1866: The price set according to the value of the works or services
If the price is determined on the basis of the value of the works performed, of the services
rendered or of the goods supplied, the contractor shall be required, at the request of the
beneficiary, to account for the progress of the works, the services already provided and the
expenses already incurred.
Article 1867: Flat rate price
(1)When the contract is concluded for an overall price, the beneficiary must pay the agreed
price and cannot ask for a reduction in it, on the grounds that the work or service required
less work or cost less than expected.
(2)Likewise, the contractor may not claim a price increase for reasons contrary to those
referred to in paragraph 1.
(3)The flat-rate price remains unchanged, although changes have been made to the conditions
of performance initially laid down, unless the parties have agreed otherwise.
Article 1868: Sale of unclaimed goods within time limit
(1)If the contractor has undertaken to carry out a work with the material of the beneficiary or
to provide a service in respect of an asset which the beneficiary has handed over to him for
this purpose, and the latter does not pick up the asset within 6 months counted from the day
agreed for reception or, when the work or service was completed later, from the date of
completion, the entrepreneur, after having notified the beneficiary in writing, has the right to
sell the asset with due diligence to a representative free of charge of the beneficiary.
(2)After retaining the price of the work and the selling costs, the contractor will record the
difference at the beneficiary's disposal.
(3)The provisions of this Article shall not apply where the beneficiary brings an action
against the contractor based on the non-execution or improper execution of the work.
Article 1869: Legal mortgage
In order to guarantee the payment of the price due for the work, the contractor benefits from a
legal mortgage on the work, established and preserved under the law.
SUBSECTION 3:Termination of the contract
Article 1870: Death of the beneficiary
The death of the beneficiary shall not result in the termination of the contract unless it renders
its performance impossible or unnecessary.
Article 1871: Death of the contractor or his inability to perform the contract
(1)If the contractor dies or becomes, through no fault of his own, incapable of completing the
work or performing the service, the contract shall be terminated if it has been concluded
taking into account the contractor's personal skills.
(2)The beneficiary is obliged to receive the already executed part, if he can use it.
(3)Likewise, in the case referred to in paragraph 1, the beneficiary shall be obliged to pay, in
proportion to the agreed price, the value of the work carried out and the expenses incurred in
order to complete the work, but only to the extent that such work and expenses are useful to
him.
(4)The beneficiary is entitled, provided that he pays an adequate allowance, to request the
delivery of the prepared materials and of the plans in the process of being enforced, the legal
provisions regarding the intellectual property rights remaining applicable.
Article 1872: Termination or termination of the contract attributable to the contractor
The beneficiary shall be entitled to obtain termination or, where appropriate, termination of
the contract in cases where, without justification:
a)the observance of the agreed term for the reception of the work became manifestly
impossible;
b)the work or service is not executed in the agreed manner and within a time limit set by the
beneficiary according to the circumstances, the contractor does not remedy the deficiencies
found and does not change for the future the way of execution of the work or service;
c)no other obligations incumbent on the contractor are performed according to the law or
under the contract.
Article 1873: Termination or termination of the contract attributable to the beneficiary
If the contractor cannot start or continue the execution of the contract due to the failure of the
beneficiary without justification to fulfill his own obligations, the contractor is entitled to
obtain termination or termination of the contract, with damages, if any.
SECTION 2:Contractor contract for construction works
Article 1874: Notion
Through the contractor contract for construction works, the contractor undertakes to execute
works that, according to the law, require the issuance of the building permit.
Article 1875: Ancillary obligations of the beneficiary
(1)The beneficiary is obliged to allow the contractor, to the extent that it is necessary for the
execution of the work, the use of access ways, his own water supply installations and other
utilities serving the building.
(2)The beneficiary is obliged to obtain all the authorizations required by law for the execution
of the work. In order to fulfil this obligation, the contractor must cooperate with the
beneficiary by providing him with the necessary information which he holds or which he
should possess in view of his specialisation.
Article 1876: Control of the execution of works
(1)During the performance of the contract, the beneficiary has the right, without hindering the
normal activity of the contractor, to control the stage of execution, the quality and appearance
of the works performed and of the materials used, as well as any other aspects related to the
fulfillment by the contractor of his contractual obligations.
(2)The beneficiary shall communicate to the contractor his findings and instructions in
writing, unless otherwise agreed.
(3)Upon completion of that part of the work to be covered by the subsequent execution of
other works or by the installation of construction elements, the contractor and the beneficiary
are obliged to ascertain together the existence of the completed part and its compliance with
the legal provisions and clauses of the contract. To this end, unless otherwise agreed, the
contractor shall summon the beneficiary to the place where the work is carried out within a
reasonable time, the extent of which shall be determined, according to existing practices, in
relation to the nature of the work and the place of its location. If the beneficiary does not
present himself within the time limit communicated in writing or by another means agreed by
the parties, the contractor may draw up by himself the document establishing the work to be
covered.
Article 1877: Circumstances preventing the execution of works
(1)If, in the course of the performance of the contract, he finds faults or shortcomings in the
design works on the basis of which the contract was concluded, the contractor shall be
obliged to immediately communicate to the beneficiary and the designer his findings,
together with proposals for remediation, in so far as they fall within the scope of his
professional training, and to ask the beneficiary to take appropriate measures.
(2)If the beneficiary, taking the approval of the designer, does not immediately communicate
the measures taken to eliminate the mistakes or shortcomings reported or if the measures
taken are not appropriate, the contractor may suspend the execution of the works, notifying
the beneficiary and the designer thereof without delay.
Article 1878: Reception of works. Contract risk
(1)After the completion of the construction, it will be proceeded, according to the law, at the
temporary reception at the end of the work, followed by the final reception.
(2)The risks pass to the beneficiary from the date of provisional reception to the end of the
work.
Article 1879: Liability for vices
(1)The warranty terms against the defects of the work are those established by the special
law.
(2)The architect or engineer shall be exempted from liability for defects in the work only if he
proves that they do not result from shortcomings in the expert opinions or plans he has
supplied and, where appropriate, from any lack of diligence in the coordination or
supervision of the works.
(3)The contractor is exonerated from liability only if he proves that the vices result from
deficiencies in the expertise or plans of the architect or of the engineer chosen by the
beneficiary. The subcontractor is not exonerated unless he proves that the vices result from
the decisions of the entrepreneur or from the expertise or plans of the architect or engineer.
(4)Each of the parties referred to in paragraphs 2 and 3 may be released from liability if it
proves that these defects result from decisions imposed by the beneficiary in the choice of
soil or materials or in the choice of subcontractors, experts or methods of construction. The
exemption from liability does not operate when these defects, although they could have been
foreseen during the execution of the work, have not been notified to the beneficiary. The
provisions of Article 1859 remain applicable.
Article 1880: The beginning of the prescription on liability for vices
(1)The prescription of the right of action for apparent vices begins to run from the date of the
final reception or, as the case may be, of the expiry of the term granted to the contractor by
the final reception report, in order to eliminate the defects found.
(2)The prescription of the right of action for the defects of the design work begins to run with
the prescription of the right of action for the vices of the works performed by the contractor,
unless the defects of the design works have been discovered before, in which case the
prescription will begin to run from the date of their discovery.
CHAPTER VII:Company contract
SECTION 1:General provisions
Article 1881: Notion
(1)Under the company contract, two or more persons undertake each other to cooperate in
carrying out an activity and to contribute to it through monetary contributions, in goods, in
specific knowledge or benefits, in order to share the benefits or to make use of the economy
that could result.
(2)Each associate shall contribute to the assumption of losses in proportion to the
participation in the distribution of the benefit, unless otherwise determined by contract.
(3)The company may be formed with or without legal personality.
Article 1882: Conditions of validity
(1)Any natural or legal person may be associated, unless otherwise provided by law. A
spouse may become an associate by the acquisition of joint property only with the consent of
the other spouse, the provisions of Article 349 being applied accordingly.
(2)Every society must have a determined and lawful object, in accordance with public order
and morals.
(3)Each associate must contribute to the establishment of the company through monetary
contributions, in goods, in benefits or in specific knowledge.
Article 1883: Arrangements for contributions
(1)In the case of a company with legal personality, the contributions shall enter the assets of
the company and, in the case of a company without legal personality, the contributions shall
become the joint ownership of the shareholders, unless they have expressly agreed that they
will pass into their common use.
(2)In the case of the contribution of immovable property or, where appropriate, of other rights
in rem in immovable property, the contract shall be concluded in authentic form.
(3)The transfer of rights over the goods contributed is subject to the forms of publicity
provided by law. If the entry of the right in the publicity registers was made before the date of
registration of the company, the transfer of rights shall in all cases be affected by the
condition of acquiring legal personality.
Article 1884: Form of the contract
(1)The company contract shall be concluded in written form. Unless otherwise provided by
law, the written form is required only for proof of contract.
(2)Under penalty of absolute nullity, the contract by which a company with legal personality
is established must be concluded in written form and must provide for the associations,
contributions, legal form, object, name and registered office of the company.
Article 1885: Duration of the company
(1)The duration of the company is indefinite, unless otherwise provided by the contract.
(2)Members may extend the duration of the company before its expiry.
Article 1886: Liability of founding associates and first administrators
(1)The founding associates and the first directors appointed by the contract are jointly and
severally liable for the damage caused by the non-observance of a formal condition of the
company contract or of a formality necessary for the establishment of the company or, if
applicable, for the acquisition of legal personality by it.
(2)In the event of amendment of the contract, the provisions of paragraph 1 shall apply to the
directors entitled to represent the company in office on the date of the change, i.e. the date on
which the formalities relating to that amendment should have been completed.
Article 1887: Scope of application
(1)This Chapter constitutes common law in the field of companies.
(2)The law may regulate different types of companies in view of their form, nature or object
of activity.
Article 1888: Corporate forms
According to their form, companies can be:
a)simple;
b)in participation;
c)in a collective name;
d)in simple limited partnership;
e)limited liability;
f)on shares;
g)in limited partnerships on shares;
h)cooperatives;
i)other type of company specifically regulated by law.
Article 1889: Acquisition of legal personality
(1)By means of a company contract or by a separate act, the members may agree to the
formation of a company with legal personality, subject to the conditions laid down by law. In
this case, their liability for social debts is subsidiary, unlimited and joint and several, unless
otherwise provided by law.
(2)If, according to the will of the associates, the company is to have legal personality,
regardless of the object of activity, it can be constituted only in the form and conditions
stipulated by the special law that confers legal personality.
(3)The company acquires legal personality through and from the date of registration in the
Trade Register, unless otherwise provided by law.
(4)Until the date of acquisition of legal personality, the relations between the associates are
governed by the rules applicable to the simple society.
SECTION 2:Simple society
SUBSECTION 1:Conclusion of the company contract
Article 1890: Formal requirements
The company contract shall not be subject to special formalities, except for those provided
for in Article 1.884 (1) and those resulting from the nature of the goods constituting the
contribution.
Article 1891: Amendment of the company contract
In the absence of a contrary stipulation or unless otherwise provided by law, the modification
of the company contract shall be made in compliance with the provisions provided by law for
its valid conclusion.
Article 1892: Legal personality
(1)The simple company has no legal personality.
(2)If the associates wish to acquire legal personality, through the act of amending the
company contract they will expressly indicate its legal form and will agree all its clauses with
the legal provisions applicable to the newly established company.
(3)In the case referred to in paragraph 2, the acquisition of legal personality shall take place
without ordering the dissolution of the simple company. The associates and the newly
established company are jointly and severally liable and indivisible for all the debts of the
society born before the acquisition of legal personality.
Article 1893: Fact-made companies
Companies subject to the condition of registration according to the law and remaining
unregistered, as well as companies in fact are assimilated to simple companies.
SUBSECTION 2:Effects of the company contract
SUBSECTION 21:The rights and obligations of the associates among themselves
Article 1894: Formation of share capital
(1)The associates contribute to the formation of the share capital of the company, through
monetary contributions or in goods, as the case may be.
(2)The subscribed share capital shall be divided into equal shares, called parts of interest,
which shall be distributed to the shareholders in proportion to their respective contributions,
unless otherwise provided by law or by the company contract.
(3)The associates may be obliged to contribute in benefits or in specific knowledge, by way
of corporate contribution. In exchange for this contribution, the associates participate,
according to the articles of incorporation, in the sharing of benefits and the assumption of
losses, as well as in the decision-making in the company.
Article 1895: Making contributions
(1)Each of the associates is liable to the company and to the other associates for the payment
of the contributions to which it was obliged.
(2)The rights conferred by the parties of interest shall be suspended until the payments of
contributions to the share capital have been paid.
Article 1896: Contribution to goods
(1)The contribution in goods, other than fungible ones, is made by transferring the rights over
them and actually handing over the goods in working order according to the social purpose.
(2)The associate who contributes the property or another real right over an asset is liable for
making the contribution exactly to a seller to the buyer, and the associate who contributes the
use is liable for making the contribution exactly to a lessor to the lessee.
(3)Contributions consisting of fungible or consumable goods may not be subscribed as a
contribution to use, but shall in all cases become the property of the shareholders, even if this
was not expressly stipulated in the company contract.
Article 1897: Contribution to intangible goods
(1)The associate who contributes a claim is liable for the existence of the claim at the time of
the contribution and its collection at maturity, being obliged to cover its amount, the legal
interest that begins to run from the due date and any other damages that would result, if the
claim is not collected in whole or in part.
(2)The associate who contributes shares or shares issued by another company is liable for
making the contribution exactly to a seller towards the buyer.
(3)The associate who contributes bills of exchange or other debt securities circulating in trade
shall be liable in accordance with paragraph (1).
Article 1898: Cash contribution
The associate who subscribed as contribution a sum of money owes in case of non-execution
the amount to which he was obliged, the legal interest from the due date and any other
damages that would result, being de jure put in default.
Article 1899: Contributions in specific benefits and knowledge
(1)The contribution in specific benefits or knowledge is due on a continuous basis, as long as
the shareholder who has committed himself to it is a member of the company and the member
is held against the company for all the gains made from the activities which are the subject of
the contribution.
(2)The contributions in specific services or knowledge are made by carrying out concrete
activities by the associate who has been obliged to carry out concrete activities and by
making available to the company some information, in order to achieve its object, in the ways
and conditions established by the company contract.
(3)Failure to perform the contribution in specific benefits or knowledge gives way only to an
exclusionary action with damages, if any.
Article 1900: Regime of interested parties
(1)The parties of interest are indivisible.
(2)The parties of interest paid or paid in full shall have the right to vote in the meeting of the
shareholders, unless otherwise provided by the contract.
(3)When a part of the interest becomes the joint property of several persons, they are obliged
to appoint a single representative for the exercise of the related social rights.
(4)As long as part of the interest is the joint property of several persons, they are jointly and
severally liable for making the payments due.
Article 1901: Transmission of interested parties
(1)The transmission of the parties of interest is made within the limits and conditions
stipulated by the law and by the company contract. The transmission of interested parties to
persons outside the company is allowed with the consent of all associates. The parties of
interest may also be passed on by inheritance, unless otherwise provided by the contract.
(2)Any associate may redeem, substituting himself for the acquirer's rights, the parts of
interest acquired for consideration by a third party without the consent of all the associates,
within 60 days from the date on which he knew or should have known the assignment. If
several members exercise this right at the same time, the parties concerned shall be allocated
in proportion to their share in the profit.
(3)In the case referred to in paragraph 2 and whenever the law requires the assignment of the
parties concerned, their value shall be determined by an expert approved by the parties to the
assignment or, in the absence of an agreement, by the court.
(4)The transfer free of charge of the parties concerned shall be treated in the same way as a
transfer for consideration and shall give rise to the application of the provisions of paragraphs
2 and 3. As regards the form, the assignment free of charge is subject to the legal regime of
the donation.
Article 1902: Participation in profit and loss
(1)Participation in the company's profits shall also imply a contribution to the company's
losses, under the conditions laid down in the company contract, of this Chapter or of the
special law applicable, as the case may be.
(2)Each member's share of profits and losses shall be proportional to his or her contribution
to the share capital, unless otherwise agreed. The profit and loss share of the associate whose
contribution consists of specific benefits or knowledge is equal to that of the associate who
contributed the least contribution, unless otherwise agreed.
(3)Members may participate in the gain in a proportion different from the contribution to
losses, provided that such differences are reasonable in accordance with the circumstances
and are expressly provided for in the contract.
(4)Where the contract establishes only the winning share, the same proportion shall be as
regards losses.
(5)Any clause by which an associate is excluded from benefit-sharing or participation in
losses is deemed unwritten.
(6)By way of exception from Article 1.881 (2), the member whose contribution consists of
specific services or knowledge shall be exempted, to the extent corresponding to that
contribution, from participating in losses, if this exemption was expressly provided for in the
company contract.
Article 1903: Non-compete obligation
(1)The associate may not compete with the company on his own account or on behalf of a
third person, nor may he do at his own expense or at the expense of another any operation
that could be harmful to the company.
(2)The associate may not take part on his own account or on behalf of a third person in an
activity that would lead to the deprivation of the company of the specific goods, benefits or
knowledge to which the associate has committed himself.
(3)Benefits resulting from any of the activities prohibited under paragraphs (1) and (2) shall
be due to the company and the shareholder shall be held for any damages which may result.
Article 1904: Use of social goods
(1)In the absence of a contrary stipulation, each associate may use the social goods in the
interest of the society, according to their destination and without hindering the rights of the
other associates.
(2)The associate who, without the written consent of the other associates, uses the social
goods for his benefit or that of another person is obliged to return to the company the
resulting benefits and to cover the damages that could result.
Article 1905: Use of common funds
(1)No member may take more from the common funds than has been fixed for the expenses
made or for those to be made in the interests of the company.
(2)The associate who violates the provisions of paragraph (1) shall be liable for the amounts
taken and for all damages that may result.
(3)The company contract may stipulate that the associates may take from the company's
house certain amounts of money for their private expenses.
Article 1906: Distribution of payment of debts of the joint debtor
If a joint debtor pays part of his debts to the company and to the shareholder, having the same
maturity, the shareholder in whose hands the payment was made shall allocate the amount
received to the settlement of his claim and to the corporate claim, in proportion to the
relationship between them.
Article 1907: Expenses incurred for the company
(1)The associate is entitled to reimbursement of the expenses he has made for the company
and to be compensated for the obligations or losses he has assumed or suffered by acting in
good faith in the interest of the company.
(2)The member may not compensate the expenses and losses referred to in paragraph (1) with
his debts to the company, nor the damage caused to the company due to his fault with the
benefits which he has brought to him through various operations.
(3)It is forbidden to set off between the debt of a third party to the company and its claim on a
shareholder.
Article 1908: Association on social rights and their cession
(1)An associate may associate a third person with his/her social rights without the consent of
the other associates, but that person will not be able to become an associate of the company
without the consent of the other associates, which must be given under the provisions of
Article 1.901.
(2)The associate may not cede, without the consent of all the other associates, his social
rights, under the sanction of applying the provisions of article 1.901 par. (2) and (3).
(3)The associate may not guarantee in any way the personal obligations or of any third party
with the social rights, without the consent of all the associates, under the sanction of the
absolute nullity of the guarantee.
(4)The member of a company of indefinite duration may not, before the termination of the
company, request the return or consideration of the part due to him of the common property
of the company, unless he is withdrawn or excluded.
Article 1909: The promise of social rights
Any promise made by an associate to assign, sell, guarantee in any way or waive his social
rights confers on his beneficiary only the right to damages that would result from non-
performance.
Article 1910: Decisions concerning the company
(1)Associates, even deprived of the right of administration, have the right to participate in the
collective decisions of the shareholders' meeting.
(2)Decisions regarding the company are taken by a majority of the shareholders' votes, unless
otherwise established by contract or by law.
(3)By way of exception from the provisions of paragraph (2), decisions on the modification
of the company contract or the appointment of a single manager shall be taken with the
consent of all the members.
(4)The obligations of an associate may not be increased without his consent.
(5)Any clause contrary to the provisions of this Article shall be deemed to be unwritten.
Article 1911: Adoption of decisions
(1)The decisions are adopted by the associations gathered in the meeting of the associates.
The contract may stipulate the manner in which it is to be convened and carried out, and in
the absence of such a decision may also be adopted by consulting them in writing.
(2)Decisions may also result from the consent of all the shareholders expressed in the deed
concluded by the company.
Article 1912: Appeal against judgments
(1)The associate dissatisfied with a decision taken by a majority may challenge it in court,
within 15 days from the date on which it was taken, if it was present, and from the date of
communication, if it was missing. If the decision has not been served on him, the time limit
shall run from the date on which he became aware of it, but not later than one year from the
date on which the decision was taken.
(2)The period of 15 days provided for in paragraph 1 shall be the period of disqualification.
SUBSECTION 22:Management of the company
Article 1913: Appointment of administrators
(1)The appointment of the directors, the manner of their organization, the limits of their
mandate, as well as any other aspect related to the management of the company shall be
established by contract or by separate deeds.
(2)Administrators may be associates or non-associates, individuals or legal entities,
Romanian or foreign.
(3)Unless otherwise provided by the contract, the company is managed by shareholders, who
have a reciprocal mandate to manage for each other in the interest of the company. The
operation made by any of them is also valid for the part of the others, even without having
their prior consent taken.
(4)Any of them may oppose the operation in writing before it is completed.
(5)However, the opposition has no effect on bona fide third parties.
Article 1914: Limits and revocation of the administrator's mandate
(1)The administrator, in the absence of opposition from the associates, may do any act of
management in the interest of the company.
(2)The administrator may be revoked according to the rules of the mandate contract, unless
otherwise provided in the company contract.
(3)Clauses limiting the powers of administration conferred by law are not enforceable against
bona fide third parties.
Article 1915: Liability of administrators
(1)The administrators are personally liable to the company for the damages brought by the
violation of the law, of the mandate received or by fault in the management of the company.
(2)If several directors have worked together, the liability is joint and several. However, with
regard to the relations between them, the court may establish a liability commensurate with
the fault of each of them in committing the act causing damage.
Article 1916: Plurality of administrators
When there are several directors, without the power of attorney determining the powers of
each of them or being obliged to work together, each may manage alone in the interest of the
company, in good faith. If the power of attorney stipulates to work together, neither of them
can do the acts of administration without the others, even if they would be unable to act.
Article 1917: Decision-making
Where it has been stipulated that the directors decide unanimously or by majority, as the case
may be, they may carry out administrative acts only jointly, except in cases of force majeure,
where failure to take a decision would cause serious damage to the company.
Article 1918: Rights of shareholders who are not administrators
(1)The acts of administration of the company and those of disposition of its assets are
forbidden to the associates who do not have the capacity of administrator, under the sanction
of covering the damages that could result. The rights of bona fide third parties are not
affected.
(2)Unless otherwise provided by law, any of the shareholders has the right to consult the
company's books and financial statements, to take cognizance of its operations and to consult
any document of the company, without hindering the company's operations and affecting the
rights of the other associates.
(3)The administrators will draw up an annual report on the progress of the company, which
will be communicated to the associates. Any of them may request that the report be debated
by all the shareholders, in which case the administrators are obliged to convene the meeting
of the shareholders at the registered office for this purpose.
(4)Any contract term contrary to the provisions of this Article shall be deemed to be
unwritten.
Article 1919: Representation in court
(1)The company is represented by the administrators with the right of representation or, in the
absence of appointment, by any of the associates, unless the right of representation has been
stipulated by contract only for some of them.
(2)The company shall be sued under the name provided for in the contract or the one legally
registered, as the case may be, unless otherwise provided by law. Bona fide third parties may
rely on any of them.
SUBSECTION 23:Obligations of members towards third parties
Article 1920: Obligations to the creditors of the company
(1)In the performance of his obligations towards the creditors of the company, each
shareholder is liable with his own assets in proportion to his contribution to the share
patrimony, only if the social creditor could not be satisfied from the joint assets of the
associates.
(2)The personal creditor of an associate, to the extent that he could not obtain satisfaction
from his own assets, may request, as the case may be, to be returned or separated and to
assign to his debtor the part due to him in the joint property of the associates, with the
corresponding application of the provisions of Article 1.929.
Article 1921: Liability of the participating associates
(1)Any person who claims to be associated or deliberately creates a convincing appearance to
third parties in this regard is liable to bona fide third parties just like an associate.
(2)The company will not be liable to the third party thus misled unless it has given him
sufficient reasons to consider the alleged associate as an associate or if, knowing the work of
the alleged associate, he does not take reasonable steps to prevent the third party from being
misled.
Article 1922: Liability of occult associates
Occult associates are liable to bona fide third parties like other associates.
Article 1923: Prohibition on issuing financial instruments
(1)The company may not issue financial instruments, under the sanction of absolute nullity of
both the acts concluded for this purpose and the financial instruments issued, unless
otherwise provided by law.
(2)The associates, even non-administrators, are jointly and severally liable, in the alternative,
in relation to the company, for any damage caused to third parties in good faith harmed by the
violation of the prohibition provided for in paragraph 1.
Article 1924: Obligations of administrators to third parties
The directors of the company shall inform third parties of their powers before concluding the
deed with them.
SUBSECTION 3:Loss of associate status
Article 1925: General cases
The loss of the capacity of associate occurs through the assignment of the parties in the
company, their forced execution, death, cessation of legal personality, bankruptcy, institution
of special guardianship, withdrawal and exclusion from the company. In the case of the
establishment of judicial counseling, the court also assesses the maintenance or termination
of the capacity of associate.
Article 1926: Withdrawal from the company of indefinite duration
The associate of a company of indefinite duration or whose contract provides for the right of
withdrawal may withdraw from the company, notifying the company with reasonable notice,
if it is in good faith and its withdrawal at that time does not cause imminent damage to the
company.
Article 1927: Withdrawal from the fixed-term company
(1)The associate of a fixed-term company or having an object that can be achieved only
within a certain time may withdraw for good reasons, with the agreement of the majority of
the other shareholders, unless otherwise provided by the contract.
(2)If the agreement is not met, the associate may apply to the court, which, deciding on the
withdrawal, will assess the legitimacy and the merits of the reasons, the desirability of
withdrawing in relation to the circumstances and the good faith of the parties. In all cases, the
associate is required to cover the damages that could result from his withdrawal.
Article 1928: Exclusion from the company
At the request of an associate, the court, for good reasons, may decide the exclusion from the
company of any of the associates.
Article 1929: Rights of the excluded associate
(1)An associate who loses his capacity other than by assignment or forced execution of his
parties in the company may obtain the value of his shares from the date of termination of his
capacity as an associate, and the other associates are required to pay them as soon as it has
been established, with legal interest from the date of termination of the capacity of associate.
(2)If the parties do not agree on the value of the parties concerned, it will be determined by
the court under the terms of Article 1.901 paragraph (3).
SUBSECTION 4:Termination of the company contract and dissolution of the company
Article 1930: General cases of termination
(1)Subject to special legal provisions, the contract is terminated and the company is
dissolved by:
a)the realization of the object of the company or the undoubted impossibility of its
realization;
b)the consent of all associates;
c)the court's decision, for legitimate and well-founded reasons;
d)the completion of the term of the company, except where the provisions of Article 1931
apply;
e)the nullity of the company;
f)other causes stipulated in the company contract.
(2)The company which goes into dissolution shall be wound up.
Article 1931: Tacit extension of the company contract
The company is tacitly prorogued when, although its duration has expired, it continues to
execute its operations, and the associates continue to initiate operations that fall within its
object and behave as associates. The extension shall operate for a period of one year,
continuing from year to year, from the date of expiry of the duration, if the same conditions
are met.
Article 1932: Invalidity of society
(1)The invalidity of the company may result exclusively from the violation of the mandatory
provisions of this Chapter, stipulated under penalty of nullity, or from disregarding the
general conditions for the validity of contracts, unless the special law provides otherwise.
(2)Any contractual term contrary to a mandatory provision of this Chapter, the infringement
of which is not punishable by the nullity of the company, shall be deemed to be unwritten.
Article 1933: Invalidity regime
(1)The nullity shall be covered and shall not be established or declared if the cause of
invalidity has been removed before the conclusions on the merits are made before the court.
(2)The court, seized of an application for a declaration of invalidity or declaration of
invalidity, is obliged to discuss with the parties the possibility of remedying the cases of
nullity affecting the company contract and to fix a useful time limit for covering the nullity,
even if the parties oppose it.
(3)The right of action, except for the nullity for the illicit object of the company, is time-
barred within 3 years from the date of conclusion of the contract.
Article 1934: Settlement of the company
(1)In the event of the cancellation of the company for the vitiation of consent or the inability
of an associate, and where regularisation is possible, any interested person may delay the
person who is entitled to plead invalidity, either in order to make the adjustment or to bring
the action for annulment within 6 months of being put into formal notice, under penalty of
disqualification. The company will also be notified about the delay.
(2)The company or any member may, within the time limit laid down in paragraph 1, propose
to the court hearing the action for annulment any measures to cover the nullity, in particular
by the redemption of the social rights belonging to the plaintiff. In this case, the court may
either declare the proposed measures null and void, if the latter have been adopted
beforehand by the company under the conditions required for amendments to the company
contract. In adopting the latter measures, no account shall be taken of the vote of the
applicant associate.
(3)In case of contestation of the value of the social rights of the associate, their value shall be
determined in compliance with the provisions of Article 1.901 paragraph (3).
Article 1935: Effects of invalidity
(1)The company shall cease from the date of the final decision by which it was established or,
as the case may be, declared null and void and shall enter into the liquidation of the social
patrimony.
(2)By the court decision declaring or ascertaining, as the case may be, the nullity of the
company, the liquidators will also be called.
(3)Neither the company nor its members may rely on nullity vis-a-vis bona fide third parties.
Article 1936: Liability for the invalidity of the company
(1)The right of action for compensation for the damage caused by the declaration or, as the
case may be, the finding of invalidity of the company shall be time-barred within a period of
3 years, which starts to run from the date of the final decision of the court declaring or
finding the nullity.
(2)The disappearance of the ground of invalidity or the regularisation of the company shall
not prevent the exercise of the right of action for compensation for damage suffered by the
occurrence of invalidity. In these cases, the right of action is time-barred within 3 years from
the day on which the nullity was covered.
Article 1937: Loss of the subscribed goods as a contribution
(1)When one of the associates has promised to share the ownership or use of an asset that
perished or was lost before the contribution was made, the company shall cease to all the
shareholders, unless the company can continue without the shareholder who subscribed for
the property that perished or was lost.
(2)The company also ceases, in all cases, by the destruction of the asset, if only its use has
been shared, and the property has remained to the shareholder, unless the company can
continue without the shareholder who subscribed for the property that perished.
Article 1938: Other cases of termination
Unless otherwise provided in the contract, the company shall also be terminated by:
a)the death of one of the associated natural persons or the establishment of special
guardianship in respect thereof;
b)termination of the status of legal subject of one of the associated legal entities;
c)bankruptcy of an associate.
Article 1939: Continuation of the contract in case of death of an associate
In the company contract it may be stipulated that upon the death of an associate the company
shall continue de jure with his heirs.
Article 1940: Rights of heirs in the company
If it has been stipulated that, in the cases provided for in Article 1.938, the company shall
continue between the remaining shareholders, the shareholder or, as the case may be, his heir
shall be entitled only to his or her share of his/her author, according to the situation of the
company, at the time when the event occurred. He shall not participate in the rights or be
bound by subsequent obligations except to the extent that they are the necessary follow-up to
the operations carried out before that event.
SUBSECTION 5:Liquidation of the company
Article 1941: Appointment and dismissal of the liquidator
(1)Liquidation shall be carried out, unless otherwise provided for in the company contract or
by subsequent agreement, by all the shareholders or by a liquidator appointed by them
unanimously. In case of misunderstanding, the liquidator is appointed by the court, at the
request of any of the associates.
(2)The liquidator appointed by the associates may be revoked by the associates with
unanimity of votes. It may also be revoked for good reasons, at the request of any interested
person, by the court.
(3)The liquidator appointed by the court may be revoked only by the court, at the request of
any interested person.
(4)Liquidators can be appointed both natural and legal persons, who have the status of
insolvency practitioners.
(5)Where there are several liquidators, their decisions are taken by an absolute majority.
Article 1942: Obligations and liability of liquidators
The obligations and liability of liquidators shall be governed by the provisions applicable to
directors, unless otherwise provided by law or by company contract.
Article 1943: Inventory
(1)The administrators must hand over the assets and social documents to the liquidators and
present to them the balance sheet of the last financial year.
(2)The liquidators must draw up the inventory of assets and social funds and establish the
assets and liabilities of the social patrimony. The inventory must be signed by the
administrators and liquidators.
Article 1944: Powers of liquidators
(1)The liquidators may conclude all the documents necessary for the liquidation and, unless
the associates have stipulated otherwise, they may sell, even in bulk, the social goods,
conclude arbitration agreements and make transactions.
(2)They represent society in court, under the conditions provided by law.
(3)However, the liquidators may not initiate new operations, under the sanction of personally
and jointly and severally liable for all the damages that may result.
Article 1945: Payment of social debts
The associates or, as the case may be, the liquidator are obliged to pay the creditors of the
company, to record the amounts necessary for the payment of claims due at a later date,
contested or not presented by the creditors, and to return the expenses or advances made in
the social interest by some associates.
Article 1946: Repayment of contributions and sharing of the surplus left over from
liquidation
(1)After the payment of the social liabilities, the remaining asset is intended for the
reimbursement of the contributions subscribed and paid up by the members, and any surplus
constitutes net profit, which shall be distributed among the shareholders in proportion to their
share of the profits, unless otherwise provided for by the company contract or by decision of
the members, and with the application, where appropriate, of the provisions of Article 1.912
(1).
(2)Goods brought into usufruct or use shall be returned in kind.
(3)If the property brought into the property is still in the patrimonial mass, it will be returned,
at the request of the associate, in kind, with the obligation to pay a spear, if applicable.
(4)After the reimbursement of the monetary and property contributions, the associate who
contributed to the social patrimony with contributions in specific knowledge or benefits has
the right to receive, within the limit of his share of participation in profit, the assets resulting
from his performance, if they are still in the patrimony of the company, with the obligation to
pay a spear, if applicable.
(5)If, following the liquidation, the remaining surplus consists of an asset the assignment of
which to the associates is prohibited by law, the liquidator shall sell the asset at public
auction, with the prior consent of the competent court, and the amount shall be divided
among the associates, in accordance with paragraph (1).
Article 1947: Liability support
If the net assets are unyielding for the full return of the contributions and for the payment of
social obligations, the loss shall be borne by the shareholders according to their contribution
established by the contract.
Article 1948: Sharing of social goods
The division into kind of the assets of the society is made according to the rules regarding the
division of the common property assets.
SECTION 3:Joint venture
Article 1949: Notion
A joint venture agreement is a contract by which a person grants one or more persons a
participation in the benefits and losses of one or more of the operations which he undertakes.
Article 1950: Try
The contract shall be proved only by a document.
Article 1951: Legal personality
The joint venture cannot acquire legal personality and does not constitute in relation to third
parties a person distinct from the person of the associates. The third party has no right to the
association and binds only to the associate with whom he has contracted.
Article 1952: Arrangements for contributions
(1)The associates remain the owners of the assets made available to the association.
(2)They may agree that the goods brought into association, as well as those obtained from
their use, shall become common property.
(3)The goods made available to the association may pass, in whole or in part, to the property
of one of the associates for the achievement of the object of the association, under the
conditions agreed by the contract and in compliance with the publicity formalities provided
by law.
(4)The members may provide for the acquisition in kind of the assets referred to in paragraph
(3) upon termination of the association.
Article 1953: Relations between associates and with third parties
(1)Associates, even acting on behalf of the association, contract and engage in their own
name towards third parties.
(2)However, if the associates act in this capacity vis-a-vis third parties, they shall be held
jointly and severally by the acts concluded by any of them.
(3)The associates exercise all the rights arising from the contracts concluded by any of them,
but the third party is held exclusively towards the shareholder with whom he contracted,
unless the latter declared his capacity at the time of the conclusion of the act.
(4)Any clause in the association contract that limits the liability of the associates towards
third parties is unenforceable to them.
(5)Any clause establishing a guaranteed minimum level of benefits for one or some of the
members shall be deemed unwritten.
Article 1954: Form and conditions of association
With the exception of the provisions provided for in Articles 1.949-1.953, the agreement of
the parties determines the form of the contract, the scope and conditions of the association, as
well as the causes of its dissolution and liquidation.
CHAPTER VIII:Contract of carriage
SECTION 1:General provisions
Article 1955: Notion
In the contract of carriage, a party, called the carrier, undertakes, principally, to carry a
person or property from one place to another, in exchange for a price which the passenger,
sender or consignee undertakes to pay, at the agreed time and place.
Article 1956: Proof of contract
The transport contract is proved by transport documents, such as a consignment note, luggage
receipt, waybill, bill of lading, ticket or travel pass or the like, on a case-by-case basis.
Article 1957: Modes of transport
(1)The transport may be carried out by one or more carriers, in the latter case it may be
successively or combined.
(2)Successive transport is that performed by 2 or more successive carriers using the same
mode of transport, and combined transport is that in which the same carrier or successive
carriers use different modes of transport.
(3)Successive carriers hand over their goods and luggage to each other, to their destination,
without the intervention of the sender or traveler.
Article 1958: Scope of application
(1)The provisions of this Chapter shall apply to all modes of transport, provided that special
laws do not provide otherwise or practices established between the parties or customs are not
applicable.
(2)Except where it is carried out by a carrier offering its services to the public in the course of
its professional activity, free transport shall not be subject to the provisions of this Chapter. In
this case, the carrier shall be bound solely by an obligation of prudence and due diligence.
(3)A carrier offering its services to the public must carry any person requesting its services
and any good whose carriage is requested, unless it has a valid reason for refusal. The
passenger, sender and consignee are obliged to comply with Carrier's instructions.
Article 1959: Carrier's liability
(1)Carrier may not exclude or limit its liability except in the cases provided for by law.
(2)Carrier shall be liable for damage caused by the delay in reaching its destination, except in
the case of unforeseeable force majeure.
Article 1960: Substitution
(1)If the carrier substitutes another carrier for the performance of all or part of its obligation,
the latter shall be deemed to be a party to the contract of carriage.
(2)The payment made to one of the carriers shall be free of charge in respect of all carriers
which have replaced others or have been substituted.
SECTION 2:Contract for the carriage of goods
Article 1961: Transport document
(1)When handing over the goods for transport, the consignor must hand over to the carrier, in
addition to the transport document, all additional customs, sanitary, fiscal and other similar
documents necessary for carrying out the transport, according to the law.
(2)The transport document shall be signed by the consignor and shall contain, inter alia,
particulars of the identity of the consignor, the transporter and the consignee and, where
appropriate, the person required to pay for the consignment. The transport document shall
also state the place and date of taking delivery of the goods, the point of departure and
destination, the price and time limit of the transport, the nature, quantity, volume or mass and
apparent condition of the good when the goods are handed over for transport, the
dangerousness of the good, if any, and the additional documents which have been handed
over and accompany the consignment. The parties may agree to enter other particulars in the
transport document. The provisions of the special law remain applicable.
(3)The consignor shall be liable to the carrier for damage caused by his own defect in the
goods or by any omission, inadequacy or inaccuracy of the particulars in the transport
document or, where appropriate, in the supplementary documents. The carrier shall remain
liable to third parties for damage resulting from such a cause, with a right of recourse against
the consignor.
Article 1962: The plurality of specimens. Receipt receipt
(1)The transport document shall be drawn up in at least 3 copies, one each for the carrier and
the consignor and another accompanying the good transported to its destination.
(2)In the absence of a transport document, the transporter must issue to the consignor, at his
request, a receipt for receipt of the good for carriage, the provisions of Article 1.961(2) being
applied accordingly. This provision shall not apply to the carriage of goods by road.
(3)The transport document or, in the absence thereof, the receipt of receipt shall prove to the
contrary proof that the goods have been taken into consideration for transport, its nature,
quantity and apparent condition.
Article 1963: Individual transport documents
If the consignor hands over several packages for transport, the carrier has the right to ask him
for a transport document for each package, unless otherwise provided by law.
Article 1964: Negotiable transport documents
(1)The transport document shall not be negotiable unless the parties or the special law so
provide.
(2)If it is negotiable, the transport document on order shall be sent by gyre and the bearer
document by remittance.
Article 1965: Transmission of transport documents to the order or bearer
(1)Where the transport document is on order or at the bearer, ownership of the goods being
transported shall be transferred by the effect of transmitting that document.
(2)The form and effects of the roundabouts, the cancellation and replacement of the transport
document shall be subject to the provisions concerning the bill of exchange and the
promissory note.
(3)The last endorser of an unbroken string of roundabouts that is the holder of the title is
considered the owner. A debtor who fulfils his obligation under the certificate shall be
released only if there has been no fraud or serious fault on his part.
Article 1966: Packaging
(1)The consignor has the obligation to pack the goods according to their nature and mode of
transport.
(2)The consignor is liable to the carrier for damage caused to him by improper packaging or
defective packaging of the goods handed over for transport. Carrier remains liable to third
parties for the damage thus caused, with the right of recourse against the sender.
Article 1967: Handing over the goods to the carrier
The sender must hand over the goods at the place and under the conditions agreed by the
clauses of the contract or, in their absence, according to the practices established between the
parties or customs, to complete and hand over the transport document, being liable for the
damages caused by the delay.
Article 1968: Obligation to transport goods
The carrier has the obligation to transport the goods handed over for transport to its
destination.
Article 1969: Time limit of transport
The transport must be carried out within the time limit set by the parties. If the time limit
within which the transport is to be effected has not been determined by the parties, account
shall be taken of the practices established between the parties, of the customs applied at the
place of departure, and, in the absence thereof, shall be determined in accordance with the
circumstances.
Article 1970: Suspension of transport and counterorder
(1)The consignor may suspend the transport and request the return of the goods or their
delivery to a person other than the one mentioned in the transport document or disposes as he
sees fit, being obliged to pay to the carrier the expenses and the equivalent value of the
damages which are the immediate consequence of this counterorder. The provisions of
Article 1.971 shall apply.
(2)In order to exercise the right of counterorder, the transport document signed by the carrier
or the receipt receipt must be presented, if such a document has been issued; the changes
resulting from the counterorder must be entered in the transport document or on the receipt
under a new signature of the carrier.
(3)The right to the counterorder ceases from the moment when the recipient has requested the
delivery of the goods, in compliance with the provisions of Article 1.976.
(4)The carrier shall be liable for damage caused by the execution of the contraords given in
breach of the provisions of this Article.
Article 1971: Preventing the execution of transport. Consequences
(1)In the event of tripping over transport, carrier shall have the right to ask the consignor for
instructions or, in the absence of an answer from him, to transport the good to its destination,
altering the itinerary. In the latter case, if it was not an act attributable to him, the carrier shall
be entitled to the price of the transport, to the ancillary charges and to the expenses, on the
route actually traveled, as well as to the corresponding modification of the time limit for the
execution of the transport.
(2)If there is no other transport route or if, for other reasons, it is not possible to continue the
transport, carrier shall proceed according to the instructions given by the consignor in the
transport document in case of obstruction of carriage, and failing these or if the instructions
cannot be executed, the tripping shall be brought to the consignor's attention without delay,
asking for instructions.
(3)The consignor notified of the prevention may terminate the contract by paying the carrier
only the costs incurred by the carrier and the price of the transport in proportion to the
journey made.
Article 1972: Changes brought by the carrier
(1)If, within 5 days of sending the notification provided for in Article 1.971 (2), the consignor
does not give, under the terms of the special law, instructions that can be executed, nor does
he communicate the termination of the contract, the carrier may keep the asset in storage or
store it with a third party. If storage is not possible or the good may be altered or damaged or
its value cannot cover the price of the transport, accessory taxes and expenses, the carrier will
capitalize the asset, according to the provisions of the law.
(2)When the good has been sold, the price, after deducting the carrier's monetary rights, must
be made available to the consignor, and if the price is lower than the carrier's monetary rights,
the consignor must pay the difference.
(3)If the prevention of the consignment has ceased before the arrival of the consignor's
instructions, the good shall be transmitted to its destination, without waiting for these
instructions, the consignor being notified thereof without delay.
Article 1973: Right of subsequent disposition
(1)The consignor shall have the right, by a later written order, to withdraw before departure
the goods to be transported, to stop it during transport, to postpone its delivery to the
consignee or to order its return to the place of departure, to change the person of the
consignee or the place of destination or to order another modification of the conditions for
carrying out the transport.
(2)The consignor who has given a subsequent order shall be obliged to pay the carrier, as the
case may be, the price of the part of the transport, the taxes due and the expenses occasioned
by the execution of the subsequent provision, and to compensate him for any damage
suffered.
(3)The consignor may not give any subsequent order which has the effect of splitting the
consignment, unless otherwise provided by law.
Article 1974: Transfer of the right to the addressee
The consignor's right to amend the contract of carriage shall lapse as soon as the consignee
has expressed his wish to assert his rights under the contract of carriage in accordance with
Article 1.977 for him or as soon as the consignor has handed over the duplicate of the
transport document to the consignee. From that moment on, the right to amend the contract of
carriage by subsequent order passes on to the consignee.
Article 1975: Carrier's right of refusal
(1)The carrier, in accordance with the provisions of the special law, may refuse to enforce the
subsequent provision, notifying without delay the one from which it emanates, if the
execution of the provision would be liable to seriously disturb the smooth running of the
operation or if, in the event of a change of place of destination, the increase in taxes and
expenses would not be guaranteed by the value of the asset or otherwise. The provisions of
Article 1.978 shall apply.
(2)The carrier shall also be required to notify if, on receipt of the order, it is no longer
possible to perform it.
Article 1976: Obligation to surrender and to inform
(1)The carrier shall be obliged to make the goods transported available to the consignee or
the holder of the transport document on order or to the bearer, in the place and time limits
indicated in the contract or, in the absence thereof, according to the practices established
between the parties or customs. The holder of the transport document on order or bearer is
obliged to send it to the carrier when taking over the transported goods.
(2)The delivery of the transported goods is made at the home or registered office of the
addressee, unless the contract, the practices established between the parties or according to
custom do not result in the contrary.
(3)The carrier shall notify the consignee of the arrival of the goods and of the time limit for
taking them over, if the delivery is not made at his home or place of establishment, in
accordance with paragraph 2.
Article 1977: Date of acquisition of rights and obligations by the addressee
Without prejudice to the rights of the consignor, the consignee shall acquire the rights and
obligations arising from the contract of carriage by accepting it or the goods transported.
Article 1978: Price and other charges
(1)The price of transport and ancillary services provided by the carrier shall be due by the
consignor and shall be paid upon delivery of the goods for transport, unless otherwise
provided by contract or special law, as the case may be.
(2)If the goods are not of the same nature as those described in the transport document or
their value is higher, the carrier is entitled to the price he would have asked for if he had
known these circumstances, the provisions of the special law being applicable.
(3)If the price is paid at the destination, the carrier will hand over the goods against payment
by the recipient.
(4)The price of ancillary services and expenses incurred during transport shall be due by the
consignee, unless otherwise provided by contract or special law.
Article 1979: Establishment of the condition of the asset
(1)On receipt of the goods transported, the consignee shall have the right to ask to have a
declaration, at his own expense, of the identity, quantity and condition of the goods
transported.
(2)If defects are established, the costs incurred shall be borne by the carrier.
(3)Unless otherwise agreed, defects shall be checked in accordance with paragraphs 4 and 8.
(4)In the event of disagreement over the quality or condition of a good, the court, at the
request of one of the parties, may order, with the procedure provided for by law for the
presidential order, the establishment of its condition by one or more experts appointed ex
officio.
(5)The same decision may order the seizure of the goods or its deposit in a public deposit or,
in the absence thereof, in another place to be determined.
(6)If the storage of the goods could bring great damages or would cause significant expenses,
it will even be possible to order its sale at the expense of the one to whom it belongs, under
the conditions that will be determined by the decision.
(7)The decision of sale will have to be communicated, before its enforcement, to the other
party or its representative, if one of them is in the locality; otherwise, the decision will be
communicated within 3 days from its execution.
(8)The party which has not relied on the provisions of paragraphs 4 to 7 shall, in the event of
an objection, establish both the identity of the goods and its defects.
Article 1980: Payment of sums due to the carrier
(1)The consignee may take possession of the goods transported only if he pays the carrier the
sums due under the contract and any reimbursements with which the consignment was
encumbered, under the conditions laid down in Article 1.978(3).
(2)In the event of disagreement as to the sum due, the consignee may take over the goods
transported if he pays the carrier the amount he claims to be owed to the latter and records the
difference claimed by the carrier to a credit institution.
Article 1981: Impossibility of handing over the goods
(1)If the consignee is not found, refuses or neglects to take over the goods or if there are
disagreements regarding the taking over of the goods between several recipients or for any
reason, without his fault, the carrier cannot hand over the transported goods, he will
immediately ask the sender for instructions, who is obliged to send them to him within a
maximum of 15 days, under penalty of returning the goods to the sender, at its own expense,
or their sale by the carrier, as the case may be.
(2)In the cases referred to in paragraph 1, if there is an emergency or the goods are
perishable, the carrier shall retransmit the goods to the consignor, at his own expense, or sell
them, in accordance with Article 1.726, without seeking further instructions from the
consignor.
(3)At the end of the storage period or at the expiry of the time limit for receipt of the
consignor's instructions, the carrier's obligations shall be those of the free warehouse, with the
obligation for the consignor to reimburse him in full the costs of keeping and storing the
goods.
(4)The carrier will be compensated by the consignee or sender, as the case may be, for the
damages caused by the recipient's delay in taking over the transported goods.
Article 1982: Guarantee of the carrier's claims
(1)In order to secure its claims arising from the contract of carriage, the carrier shall enjoy, in
respect of the asset being transported, the rights of a lien creditor while he owns that property.
(2)The carrier may also exercise the rights provided for in paragraph 1 after the goods being
transported have been handed over to the consignee, but only for 24 hours after delivery and
only if the consignee still owns the goods.
Article 1983: Handing over the goods without collecting the amounts due
(1)The carrier who hands over the transported goods without collecting from the consignee
the amounts due to him, to the previous carriers or to the consignor or without claiming to the
recipient the record of the amount over which there are disagreements loses the right of
recourse and is liable to the consignor and the previous carriers for all amounts due to them.
(2)In all cases, however, the carrier has action against the consignee, even if he has picked up
the transported goods.
Article 1984: Carrier's liability
The carrier shall be liable for damage caused by the total or partial loss of the goods, their
alteration or deterioration during transport, subject to the application of the provisions of
Article 1.959, as well as by the delay in the delivery of the goods.
Article 1985: Reparation for damage
(1)In the event of loss of the goods, the carrier must cover the true value of the lost goods or
of the lost parts of the goods being transported.
(2)In case of alteration or damage to the goods, the carrier will cover their decrease in value.
(3)For the application of paragraphs 1 and 2, the value of the goods at the place and time of
handing over shall be taken into account.
Article 1986: Reimbursement of price and costs
In the case referred to in Article 1.985, the carrier shall also refund the price of the transport,
the ancillary services and the transport costs, in proportion, as the case may be, to the value of
the lost goods or to the reduction in value caused by their alteration or deterioration.
Article 1987: Calculation of the amount of compensation
If the value of the asset has been declared on delivery, the compensation shall be calculated
in relation to that value. However, if the actual value of the property at the place and time of
delivery is less, the compensation shall be calculated in relation to the latter value.
Article 1988: Special cases
(1)The carrier is not required to carry documents, amounts of money in cash, securities,
jewellery or other high-value goods.
(2)If the carrier accepts the carriage of some of the goods referred to in paragraph 1, he shall,
in the event of loss, damage or deterioration, cover only the declared value of them. If a
different nature of the goods or a higher value has been declared, the carrier is relieved of any
liability.
Article 1989: Limitation of Liability
In all cases, the compensation may not exceed the amount laid down by the special law.
Article 1990: Aggravation of liability
If the carrier acted with intent or serious fault, it shall owe compensation without the
limitations or exemption from liability provided for in Articles 1.987-1.989.
Article 1991: Disclaimer
(1)The carrier shall not be liable if the total or partial loss or, as the case may be, the
alteration or deterioration occurred because of:
a)facts relating to the loading or unloading of the good if this operation has been carried out
by the consignor or consignee;
b)the absence or defectiveness of the packaging, if after the external appearance it could not
be noticed when the good for transport is received;
c)the dispatch under an inappropriate, inaccurate or incomplete name of goods excluded from
transport or admitted to transport only under certain conditions, as well as the failure of the
consignor to comply with the security measures provided for the latter;
d)natural events inherent in transport in open vehicles if, according to the provisions of the
special law or contract, the goods are to be transported in this way;
e)the nature of the transported good, if it exposes it to loss or damage by crushing, breaking,
rusting, spontaneous inner alteration and the like;
f)the loss of weight, irrespective of the distance travelled, if and to the extent that the goods
transported are among those which by their nature habitually suffer, by the mere fact of
transport, such a loss;
g)the inherent danger of the transport of live animals;
h)the fact that the consignor's foreman, who accompanies the goods in the course of
transport, has not taken the necessary measures to ensure the preservation of the goods;
i)any other circumstance provided for by special law.
(2)If it is found that the loss or deterioration or alteration could have occurred for one of the
reasons referred to in paragraph 1, the damage shall be presumed to have been caused by that
cause.
(3)The carrier shall also be exempted from liability if it proves that the total or partial
loss or alteration or deterioration occurred because of:
a)an act other than those referred to in paragraph 1, committed intentionally or through
negligence by the consignor or the consignee, or instructions given by one of them;
b)force majeure or act of a third party for which the carrier is not held liable.
Article 1992: Liability for failure to carry out the transport or for delay
Carrier is also liable for damage caused by failure to carry out the transport or by exceeding
the transport term.
Article 1993: Liability for refunds and customs formalities
The carrier's liability for collecting the reimbursements on which the consignor has
encumbered the consignment and for carrying out customs operations shall be governed by
the provisions relating to the mandate.
Article 1994: Cases of decay
(1)If the person entitled receives the goods without making reservations, the claims arising
from the partial loss or alteration or damage to the transported goods or from the non-
observance of the transported term may no longer be made against the carrier.
(2)If the partial loss or alteration or damage could not be discovered upon receipt of the asset,
the person entitled may claim damages from the carrier, even if the transported good was
received without reservation. Damages may be claimed only if the person entitled has
notified the carrier of the destruction or alteration or damage as soon as he discovered it, but
not later than 5 days after receiving the asset, and for perishable goods or live animals, no
later than 6 hours after receiving them.
(3)In the event of the carrier's intention or serious fault, the above provisions relating to the
settlement of the claims of the person entitled and those concerning the period for notification
shall not apply.
Article 1995: Disclaimers or disclaimers
(1)A clause removing or restricting the liability established by law for the carrier shall be
deemed unwritten.
(2)However, the consignor may assume the risk of transport in the event of damage caused by
the packaging or in the case of special transports which increase the risk of loss or damage to
the goods.
Article 1996: Dangerous goods
(1)The consignor who hands over dangerous goods for transport, without informing the
carrier in advance, will compensate the carrier for any damage caused by the dangerous
nature of the transport.
(2)In the case of paragraph 1, the consignor shall cover the costs and risks arising from the
storage of such goods.
Article 1997: Sender's liability
(1)The sender shall indemnify the carrier for any damage caused by the nature or defect of
the goods handed over for carriage.
(2)However, Carrier remains liable to third parties for the damage thus caused, with the right
of recourse against the sender.
Article 1998: Carrier who undertakes to carry on the lines of another
Unless otherwise agreed, the carrier who undertakes to carry the goods both on its modes of
operation and on those of another carrier shall be liable for carriage carried out on the other
lines solely as a commission consignor.
Article 1999: Liability in successive or combined transport
Unless otherwise provided by law, in the case of successive or combined carriage, the
liability may be brought against the carrier which concluded the contract of carriage or
against the last carrier.
Article 2000: Relations between successive carriers
(1)In relations between them, each carrier shall contribute to the compensation in proportion
to the share due to him of the price of the consignment. If, however, the damage is caused
intentionally or through serious fault of one of the carriers, the entire compensation shall lie
with him.
(2)Where one of the carriers proves that the harmful event did not occur during its transport,
it shall not be required to contribute to the compensation.
(3)The goods shall be presumed to have been handed over in good condition from one carrier
to another if they do not require that the goods be mentioned in the transport document of the
condition in which the goods were taken over.
Article 2001: Representation in successive or combined transport
(1)In successive or combined transport, the latter carrier shall represent the others in respect
of the collection of the sums due to them under the contract of carriage and in respect of the
exercise of the rights provided for in Article 1.995.
(2)A carrier who fails to fulfil the obligations laid down in paragraph 1 shall be liable to
previous carriers for the sums due to them.
 SECTION 3:The contract for the transport of persons and luggage
Article 2002: Content of the obligation to carry
(1)The obligation to transport persons shall include, in addition to transport operations, the
operations of embarkation and disembarkation.
(2)The carrier is required to bring the traveler on time, unharmed and safely, to the place of
destination.
(3)Carrier may refuse or accept carriage under certain conditions in the cases provided for by
special law.
(4)The carrier is obliged to have civil liability insurance, concluded in accordance with the
law.
Article 2003: Obligations of the parties
(1)Under the contract of carriage, the carrier is obliged to the passenger:
a)provide him with a place corresponding to his/her travel card;
b)to transport children who travel with him/ her, without payment or at a reduced rate, under
the terms of the special law;
c)to carry without further payment his luggage, in the quantity and conditions provided by the
provisions of the special law.
(2)During the transport, the passenger is obliged to comply with the measures taken
according to the legal provisions by the carrier's servants.
Article 2004: Liability for the person of the traveler
(1)The Carrier is liable for the death or injury of the passenger's bodily integrity or health.
(2)He shall also be liable for direct and immediate damage resulting from non-execution of
the carriage, from its execution under conditions other than those laid down or from the delay
in its execution.
(3)If, according to the circumstances, due to the delay in the execution of the transport, the
contract is no longer of interest to the passenger, he may terminate it, requesting
reimbursement of the price.
(4)The carrier shall not be liable if it proves that the damage was caused by the passenger,
intentionally or through gross negligence. Also, the carrier is not liable when he proves that
the damage was caused by the health of the passenger, the act of a third party for which he is
not held liable or force majeure. However, Carrier shall remain liable for damage caused by
the means of transport used or by the state of health of carrier or its employees.
(5)Any clause removing or restricting the carrier's liability for the damage referred to in this
Article shall be deemed to be unwritten.
Article 2005: Liability for baggage and other property
(1)Carrier is liable for the loss or damage to the passenger's luggage or other property unless
it is proved that the damage was caused by their defect, the traveller's fault or force majeure.
(2)In the case of hand luggage or other goods which the traveller holds with him, carrier shall
be liable only if it is proved that the latter is intended or wrong with regard to their loss or
damage.
(3)Carrier shall be liable for the loss of or damage to the passenger's baggage or other
property within the limit of the declared value or, if the value has not been declared, in
relation to their nature, usual content and other such elements, according to the
circumstances.
(4)Save as otherwise provided in this Article, the provisions of Section 2 of this Chapter shall
apply accordingly to the carriage of baggage and other goods which the traveller keeps with
him, without distinguishing according to whether or not they have been handed over to
carrier.
Article 2006: Liability in the context of successive or combined transport
(1)In the course of successive or combined transport, the carrier in whose course of carriage
death occurred, injury to the personal integrity or health of the passenger, loss or damage to
the passenger's luggage or other goods shall be liable for the damage thus caused. However,
carrier shall not be liable if the contract of carriage expressly stipulated that one of the
carriers is fully liable.
(2)For the loss of or damage to the passenger's luggage or other goods that have been handed
over, each carrier is required to contribute to the compensation in accordance with Article
2,000, which shall apply accordingly.
(3)Liability for delay or interruption of the carriage shall arise only if, at the end of the whole
journey, the delay persists.
Article 2007: Assignment of rights under the transport contract
In the absence of any provision to the contrary or unless otherwise provided by law, the
passenger may assign his rights arising from the contract of carriage before the start of the
transport contract, without being obliged to notify the carrier.
Article 2008: Disclaimer
The provisions of Article 1.991(3) shall also apply to the carriage of passengers.
CHAPTER IX:Mandate contract
SECTION 1:Common provisions
Article 2009: Notion
(1)The mandate is the contract by which a party, called a trustee, undertakes to conclude one
or more legal acts on behalf of the other party, called the principal.
(2)The mandate may also have as its object the conclusion of acts intended to ensure, in the
event of the inability of the principal to take care of his person or to manage his assets, the
protection of the person of the principal, the administration, in whole or in part, of his assets
and, in general, his moral and material well-being.
Article 2010: The mandate is free of charge or for consideration
(1)The mandate shall be free of charge or for consideration. The term of office between two
natural persons shall be presumed to be free of charge. However, the mandate given for acts
of pursuit of a professional activity shall be presumed to be for consideration.
(2)If the mandate is for consideration, and the remuneration of the trustee is not determined
by contract, it will be established according to the law, customs or, in the absence, according
to the value of the services provided.
(3)The right of action to determine the amount of remuneration shall be time-barred together
with the right of action for its payment.
Article 2011: The types of the mandate
The mandate shall be with or without representation.
Article 2012: The power of representation
(1)Unless otherwise specified in the circumstances, the trustee shall represent the principal at
the conclusion of the acts for which he was empowered.
(2)The power of attorney for representation or, where appropriate, the document establishing
it shall be called a power of attorney.
(3)The provisions relating to representation in contracts shall apply accordingly.
SECTION 2:Mandate with representation
SUBSECTION 1:Form and extent of the mandate
Article 2013: Form of the mandate
(1)The mandate contract may be concluded in written, authentic form, or under private
signature, or verbally. Acceptance of the mandate may also result from its execution by the
trustee.
(2)The mandate given for the conclusion of a legal act subject, according to the law, to a
certain form must comply with that form, under the sanction applicable to the act itself. The
provision does not apply when the form is necessary only for the effectiveness of the act
against third parties, unless otherwise provided by law.
Article 2014: Special case of tacit acceptance
(1)In the absence of a refusal without delay, the mandate shall be deemed to be accepted if it
concerns acts the termination of which falls within the exercise of the trustee's profession or
for which he has offered his services either publicly or directly to the principal.
(2)In applying the provisions of paragraph 1, account shall be taken, inter alia, of legal
provisions, practices established between the parties and usages.
Article 2015: Term of office
If the parties have not provided for a time limit, the mandate contract is terminated within 3
years from its conclusion.
Article 2016: Extent of the term of office
(1)The general mandate authorizes the trustee to carry out only acts of preservation and
administration.
(2)In order to conclude acts of alienation or encumbrance, transactions or compromises, in
order to be obliged by bills of exchange or promissory notes or to bring legal actions, as well
as to conclude any other acts of disposition, the trustee must be expressly empowered, unless
by the mandate of protection the trustee has been expressly empowered with the full
administration of the principal's assets.
(3)The mandate shall also extend to all acts necessary for its execution, even if they are not
expressly specified.
SUBSECTION 2:Obligations of the trustee
Article 2017: Execution of the mandate
(1)The trustee may not exceed the limits laid down in the mandate.
(2)However, he may depart from the instructions received if it is impossible for him to notify
the principal in advance and it may be presumed that he would have approved the irregularity
if he had known the circumstances justifying it. In this case, the trustee shall be obliged to
notify the principal immediately of the changes to the execution of the mandate.
Article 2018: Duty of the trustee
(1)If the warrant is for consideration, the trustee is obliged to execute the mandate with the
diligence of a good owner. If, however, the mandate is free of charge, the trustee is obliged to
perform it with the diligence he shows in his own affairs.
(2)The trustee shall be obliged to notify the principal of the circumstances which have arisen
since the end of the mandate and which may lead to its revocation or modification.
Article 2019: Obligation to account
(1)Any trustee is required to account for his management and to deliver to the principal all
that he has received under his power of attorney, even if what he has received was not due to
the principal.
(2)During the period when the goods received during the execution of the mandate from the
principal or on his behalf are in the possession of the trustee, he is obliged to preserve them.
Article 2020: Interest on amounts due
The trustee owes interest on the amounts used for his benefit from the day of use, and for
those with which he remained in debt, from the day on which he was put in default.
Article 2021: Liability for obligations of third parties
Unless otherwise agreed, the trustee who has fulfilled his mandate shall not be liable to the
principal for the performance of the obligations assumed by the persons with whom he has
contracted, unless their insolvency was or should have been known to him at the time of the
conclusion of the contract with those persons.
Article 2022: Plurality of trustees
(1)Unless otherwise provided, the mandate given to several persons to work together shall
have no effect unless it has been accepted by all those persons.
(2)When several persons have accepted the same mandate, their acts oblige the principal even
if they have been concluded by only one of them, unless it has been stipulated that they will
work together.
(3)Unless otherwise stipulated, the trustees shall be jointly and severally liable to the
principal if they have undertaken to work together.
Article 2023: Substitution made by the trustee
(1)The trustee shall be required to perform the mandate personally, unless the principal has
expressly authorized him to replace another person in the performance of all or part of his
term of office.
(2)Even in the absence of express authorisation, the agent may substitute himself for a
third party if:
a)unforeseen circumstances prevent him from carrying out his mandate;
b)it is impossible for him to give prior notice to the principal of these circumstances;
c)it may be presumed that the mandant would have approved the substitution if he had known
the circumstances justifying it.
(3)In the cases referred to in paragraph 2, the agent shall be obliged to notify the principal
without delay of the substitution.
(4)If the substitution has not been authorized by the principal, the trustee shall be liable for
the acts of the person he has substituted as if he had fulfilled them himself.
(5)If the substitution has been authorized, the trustee shall be liable only for the diligence
with which he has chosen the person who replaced him and gave him instructions on the
execution of the mandate.
(6)In all cases, the principal has direct action against the person whom the trustee has
substituted himself for.
Article 2024: Measures to preserve the assets of the principal
(1)The trustee shall exercise the principal's rights vis-a-vis third parties if the assets received
for the principal show signs of deterioration or have arrived late.
(2)In case of emergency, the trustee may proceed to the sale of the goods with the diligence
of a good owner.
(3)In the cases referred to in paragraphs 1 and 2, the procedural representative shall
immediately notify the principal.
SUBSECTION 3:Obligations of the principal
Article 2025: Amounts necessary for the execution of the mandate
(1)In the absence of an agreement to the contrary, the principal is obliged to provide the
trustee with the means necessary for the execution of the mandate.
(2)The principal will reimburse the trustee the reasonable expenses advanced by the latter for
the execution of the mandate, together with the related statutory interest, calculated from the
date of the expenses.
Article 2026: Compensation of the trustee
The principal is obliged to make good the damage suffered by the trustee in the execution of
the mandate, if this damage is not due to the fault of the trustee.
Article 2027: Remuneration of the trustee
If the warrant is for consideration, the principal shall be obliged to pay the trustee the
remuneration, even if, without the trustee's fault, the warrant could not be executed.
Article 2028: Plurality of principals
Where the mandate has been given to the same trustee by several persons for a joint business,
each of them shall be jointly and severally liable to the trustee for all the effects of the
mandate.
Article 2029: The trustee's right of retention
In order to guarantee all his claims against the principal arising from the warrant, the trustee
shall have a right of retention over the assets received during the execution of the warrant
from the principal or on his behalf.
SUBSECTION 31:§31. Provisions concerning the protection mandate
Article 20291: Notion. Form. Consent by the court
(1)The mandate of protection is that given by a person with full capacity of exercise for the
situation in which he would no longer be able to take care of his person or to manage his
assets. The mandate of protection may also be given by the major who benefits from judicial
counseling, with the consent of the legal guardian and with the authorization of the
guardianship court.
(2)A person in one of the cases referred to in Article 113 may not be a procedural
representative.
(3)The protection mandate ends by an authentic notarial deed.
(4)The execution of the mandate is conditioned by the occurrence of the deterioration of the
mental faculties of the principal, ascertained as a result of drawing up some medical and
psychological evaluation reports, and by his consent by the guardianship court, at the request
of the trustee appointed in the contract.
(5)The guardianship court may, on the occasion of the approval of the mandate, in order to
avoid serious prejudice to the principal, take any measure necessary for the protection of the
person of the principal, his representation in the exercise of his civil rights and freedoms or
the administration of his assets.
(6)The act by which the principal has already entrusted to another person the administration
of his assets continues to take effect, unless it is revoked by the guardianship court for good
reasons.
Article 20292: Content of the mandate
(1)The mandate may include the wishes expressed by the principal with regard to his care and
living conditions after the incapacity has occurred.
(2)The term of office shall include the person appointed by the principal to whom the trustee
must be held to account, as well as the frequency of fulfilment of this obligation, which may
not exceed 3 years. If the principal has not appointed such a person, he or she shall be
appointed by the guardianship court upon acceptance of the mandate.
Article 20293: Obligations of the trustee
In order to ensure the moral and material well-being of the principal, any decision regarding
the execution of the mandate shall be taken in the interest of the principal and shall ensure
respect for his dignity, rights and freedoms, his will, needs and preferences, as well as the
safeguarding of his autonomy. The provisions of Article 174 (1) and (2) shall apply
accordingly to the procedural representative.
Article 20294: Application of the rules of special guardianship
When the extent of the protection mandate is doubtful, the trustee interprets it according to
the rules regarding the special tutelage of the major.
Article 20295: Ordering a protection measure
(1)If the protection mandate does not fully ensure the care of the person of the principal or
the administration of his assets, the guardianship court may order, during the procedure for
granting the mandate or subsequently, a protective measure to supplement it. In this case, the
guardianship court appoints the trustee in the protection mandate contract as a priority as a
guardian.
(2)If the trustee does not also perform the function of guardian, he/she shall continue to carry
out his/her mandate and shall draw up, upon request and at least once a year, a report which
he/she shall submit to the principal's guardian, and at the end of the mandate he/she shall also
account for him/her.
Article 20296: Inventory of the principal's assets
(1)If the trustee is responsible for the administration of the principal's assets, within 10 days
from the approval of the mandate by the guardianship court, he shall draw up the inventory of
the principal's assets, which shall be transmitted, in copy, to the guardianship court and to the
person to whom the trustee must be held accountable, appointed in accordance with Article
2.0292 paragraph (2). The provisions of Articles 820 to 822 shall apply unless the parties have
agreed otherwise in the contract.
(2)The guardianship court seized of an application for revocation of the warrant may request
the trustee to submit an up-to-date inventory of the principal's assets.
Article 20297: Acts concluded by the principal
(1)The legal acts concluded by the principal prior to the consent of the protection mandate
may be annulled or the obligations arising therefrom may be reduced only if at the time when
the lack of discernment was concluded it was well known or known by the other party.
(2)Legal acts concluded by the principal after the mandate has been granted and incompatible
with its clauses may not be annulled or the obligations arising therefrom may not be reduced
unless he has suffered damage.
Article 20298: Performance of the principal's obligations
In the absence of a contrary stipulation in the contract, the trustee is authorized to perform for
his benefit the obligations of the principal provided for in articles 2.025-2.027.
Article 20299: Termination of the protection mandate
(1)If the cases that caused the consent of the mandate have ceased, the trustee is obliged to
immediately notify the guardianship court in order to find that the contract has ceased to be
terminated as a result of the principal regaining the capacity to exercise. If the principal is
cared for in a health facility, the same obligation rests with this institution.
(2)The mandate shall cease to take effect if the court finds that the performance of the
contract has ceased as a result of the principal regaining the capacity to act.
(3)The able-bodied mandant may revoke the mandate at any time.
Article 202910: Waiver of the trustee
(1)The trustee may not relinquish his mandate without substituting another person for the
execution of his mandate, if the principal has expressly authorized him, or without asking the
guardianship court to institute a protective measure with regard to the principal. Any clause
to the contrary shall be deemed unwritten.
(2)The person who replaces the trustee is obliged to immediately notify the guardianship
court of the substitution.
SUBSECTION 4:Termination of office
Article 2030: Termination modes
(1)In addition to the general causes of termination of contracts, the mandate shall be
terminated in any of the following ways:
a)its revocation by the principal;
b)the waiver of the trustee;
c)the death, incapacity or bankruptcy of the principal or representative. However, where the
purpose is to conclude successive acts in the context of an activity of a continuing nature, the
term of office shall not cease if that activity is in progress, with due regard for the right of
revocation or renunciation of the parties or their heirs.
(2)In the case of a protection mandate, any of the persons referred to in Article 111 may, if
the warrant is not properly executed, apply to the guardianship court to order its revocation,
the fulfilment of the trustee's obligation to account, and a measure of protection with regard
to the principal.
(3)The mandate of protection free of charge shall not be terminated by the bankruptcy of the
principal.
Article 2031: Conditions of revocation
(1)The principal may at any time revoke the mandate, expressly or tacitly, regardless of the
form in which the mandate contract was concluded and even if it has been declared
irrevocable.
(2)The power of attorney given to a new trustee for the same business revokes the original
mandate.
(3)The mandate given under the conditions stipulated in article 2.028 may be revoked only
with the agreement of all the principals.
(4)In the case of the protection mandate, the principal may revoke it until his/her consent,
notifying him/her of the revocation of the trustee and the notary public instrumentator, and
the trustee may renounce the mandate by notifying the waiver to the principal and the notary
public instrumentator.
Article 2032: Effects of revocation
(1)The mandant who revokes the mandate remains bound to perform his obligations to the
trustee. He is also obliged to make good the damages suffered by the trustee due to
unjustified or untimely revocation.
(2)Where the parties have declared the warrant irrevocable, the revocation shall be deemed to
be unjustified if it is not caused by the fault of the trustee or by a fortuitous case or force
majeure.
Article 2033: Publicity of revocation of the authentic notary power of attorney
(1)If the power of attorney was given in authentic notarial form, in order to inform third
parties, the notary public who is requested to authenticate the revocation of such a power of
attorney is obliged to immediately transmit the revocation to the National Notary Register,
kept in electronic format, according to the law.
(2)The civil-law notary who authenticates the document for the conclusion of which the
power of attorney was given has the obligation to check at the National Notary Register
whether that power of attorney has been revoked.
(3)The provisions of paragraphs (1) and (2) shall also apply to authentications carried out by
the diplomatic missions and consular offices of Romania.
Article 2034: Waiver of the trustee
(1)The trustee may relinquish the mandate at any time, notifying the principal of his
resignation.
(2)If the warrant is for consideration, the trustee may claim remuneration for the acts which
he has concluded on behalf of the principal up to the date of waiver.
(3)The trustee is obliged to compensate the principal for the damages suffered by the effect of
the renunciation, unless the continuation of the execution of the mandate would have caused
the trustee himself a significant damage, which could not have been foreseen at the time of
acceptance of the mandate.
Article 2035: Death, incapacity or bankruptcy of one of the parties
(1)In the event of the death, incapacity or bankruptcy of one of the parties, the heirs or their
representatives shall be obliged to inform the other party immediately. In the case of the
protection mandate, the trustee shall immediately inform the guardianship court of the death
of the principal.
(2)In the case referred to in paragraph 1, the trustee or his heirs or representatives shall be
obliged to continue the execution of the mandate if its delay risks jeopardising the interests of
the principal or his heirs. In the case of the protection mandate, the heirs or the
representatives of the trustee immediately request the guardianship court to take a protective
measure regarding the person of the principal.
Article 2036: Ignorance of the cause of termination of the mandate
Everything that the trustee has done, on behalf of the principal, before knowing or having
been able to know the cause of termination of the mandate shall be deemed to have been
validly done in its execution.
Article 2037: Maintenance of certain obligations of the trustee
Upon termination of the mandate in any way, the trustee is obliged to execute his obligations
under Articles 2.019 and 2.020.
Article 2038: Termination of office in case of a plurality of agents
In the absence of an agreement to the contrary, the mandate given to several agents obliged to
work together shall cease even when the cause of the termination concerns only one of them.
SECTION 3:Mandate without representation
SUBSECTION 1:General provisions
Article 2039: Notion
(1)A mandate without representation is the contract under which a party, called a trustee,
concludes legal acts in his own name, but on behalf of the other party, called the principal,
and assumes towards third parties the obligations arising from these acts, even if the third
parties knew of the mandate.
(2)The provisions of this section shall be supplemented accordingly by the rules applicable to
the mandate with representation.
Article 2040: Effects vis-a-vis third parties
(1)Third parties have no legal relationship with the principal.
(2)However, the principal, in the place of the trustee, may exercise the claims arising from
the execution of the mandate, if he has fulfilled his own obligations towards the trustee.
Article 2041: Assets acquired by the trustee
(1)The principal may claim movable property acquired on his behalf by the trustee who acted
in his own name, with the exception of assets acquired by third parties through the effect of
possession in good faith.
(2)If the assets acquired by the trustee are immovable, he is obliged to pass them on to the
principal. In case of refusal, the principal may ask the court to issue a decision that takes the
place of the act of transfer of the acquired assets.
(3)The provisions of paragraph 2 shall also apply in likeness to movable property subject to
advertising formalities.
Article 2042: Creditors of the trustee
The trustee's creditors may not pursue assets acquired by him in his own name, but on behalf
of the principal, if the mandate without representation has a definite date and this is prior to
the taking of any precautionary or enforcement measure.
SUBSECTION 2:Commission contract
Article 2043: Notion
A commission contract is the mandate which has as its object the purchase or sale of goods or
the provision of services on behalf of the principal and on behalf of the commissioner, who
acts on a professional basis, in return for remuneration called commission.
Article 2044: Proof of the contract
(1)The commission contract shall be concluded in written, authentic or private form.
(2)Unless otherwise provided by law, the written form is required only for proof of contract.
Article 2045: Obligations of the contracting third party
The contracting third party shall be held directly vis-a-vis the commissioner for his
obligations.
Article 2046: Disposal of shares
(1)In the event of non-performance of the obligations by the third party, the principal may
exercise the actions arising from the contract with the third party, subrogating himself, upon
request, to the rights of the commissioner.
(2)To that end, at the request of the principal, the commissioner is obliged to assign to him
immediately the actions against the third party, by an act of assignment under private
signature, without any consideration from the principal.
(3)The commissioner is liable for damages caused to the principal by refusing or delaying the
disposal of the shares against the third party.
Article 2047: Selling on credit
(1)The commissioner who sells on the loan, without the authorization of the principal, is
personally liable, being obliged, at the request of the principal, to pay immediately the loans
granted together with the interest and other benefits that would result.
(2)In this case, the commissioner shall be obliged to notify the principal immediately,
showing the person to the purchaser and the time limit allowed; otherwise, it is assumed that
the operations were made on ready money, the proof to the contrary not being accepted.
Article 2048: Principal's instructions
(1)The commissioner has the obligation to comply exactly with the express instructions
received from the principal.
(2)However, the commissioner may depart from the instructions received from the
principal only if the following conditions are met cumulatively:
a)there is not enough time to obtain its prior authorization in relation to the nature of the
business;
b)it can reasonably be considered that he, knowing the circumstances of the change, would
have given his authorization; And
c)departing from the instructions does not fundamentally change the nature and purpose or
economic conditions of the power of attorney received.
(3)In the case referred to in paragraph 2, the commissioner shall be obliged to notify the
principal as soon as possible.
(4)Except in the case provided for in paragraph 2, any operation by the commissioner, in
breach or exceeding of the powers received, shall remain with him unless it is ratified by his
principal; the commissioner may also be ordered to pay damages.
Article 2049: Commission
(1)The principal may not refuse to pay the commission when the third party executes exactly
the contract concluded by the commissioner in compliance with the power of attorney
received.
(2)Unless otherwise stipulated, the commission is due even if the third party does not perform
its obligation or invokes the exception of non-performance of the contract.
(3)If the power of attorney for the sale of a real estate was given exclusively to a
commissioner, the commission remains owed by the owner even if the sale was made directly
by him or through a third party.
(4)If the parties have not established the amount of the commission, it shall be determined
according to the provisions of Article 2.010 paragraph (2).
Article 2050: Sale of debt securities and other listed goods
(1)In the absence of any provision to the contrary, where the authorization concerns the sale
or purchase of debt securities circulating in trade or of other goods listed on regulated
markets, the commissioner may obtain to the principal at the asking price, as the seller, the
goods which he was empowered to buy or to withhold for himself at the current price, as a
buyer, the goods which he was to sell on behalf of the principal.
(2)The commissioner who behaves himself as a seller or buyer is entitled to commission.
(3)If in the above-mentioned cases the commissioner, after the performance of his
assignment, does not make known to the principal the person with whom he has contracted,
the principal has the right to consider that the sale or purchase was made on his behalf and to
request from the commissioner the performance of the contract.
Article 2051: Revocation of the commission
(1)The principal may revoke the power of attorney given to the commissioner until such time
as he has concluded the deed with the third party.
(2)In this case, the commissioner shall be entitled to a part of the commission, which shall be
determined taking into account the diligences incurred and the expenses incurred in fulfilling
the power of attorney up to the time of revocation.
Article 2052: Liability of the commissioner
(1)The commissioner shall not be liable to the principal if the third party fails to perform its
obligations under the act.
(2)However, he may expressly assume the obligation to guarantee the principal the
performance of the obligations of the third party. In this case, unless otherwise provided, the
principal shall pay the commissioner a special commission "for the guarantee" or "for the
credit" or another such commission established by their agreement or, in the absence thereof,
by the court, which will take into account the circumstances and the amount of the secured
obligation.
Article 2053: Retention right belonging to the commissioner
(1)For his claims against the principal, the commissioner has a right of retention over his
assets in his detention.
(2)The commissioner will have preference over the unpaid seller.
SUBSECTION 3:Consignment note
Article 2054: Notion
(1)The consignment contract is a variety of the commission contract that has as its object the
sale of movable property that the consignor has handed over to the consignor for this purpose.
(2)The consignment contract shall be governed by the rules of this Section, by the special
law, as well as by the provisions relating to the commission and mandate contract, in so far as
the latter do not contravene this Section.
Article 2055: Try
The consignment contract shall be concluded in written form. Unless otherwise provided by
law, the written form is required only for proof of contract.
Article 2056: Sale price
(1)The price at which the good is to be sold shall be that determined by the parties to the
consignment contract or, failing that, the current price of the goods on the relevant market at
the time of sale.
(2)The consignor may unilaterally modify the established selling price, and the consignor will
be kept by this change from the moment when it was brought to his attention in writing.
(3)Unless otherwise provided for in the contract or in the written instructions of the
consignor, the sale shall be made only with payment in cash, by transfer or crossed-check and
only at current prices of the goods, in accordance with paragraph 1.
Article 2057: Delivery, inspection, control and resumption of goods
(1)The consignor will deliver the goods to the consignor for the execution of the contract,
keeping the right to inspect and control their condition throughout the duration of the
contract.
(2)The consignor disposes of the goods entrusted to the consignor, throughout the duration of
the contract. He can resume them at any time, even if the contract has been concluded for a
fixed term.
(3)In the case referred to in paragraph 2, the consignor shall give the consignor a reasonable
period of notice for the preparation of the handover of the goods.
(4)In case of opening the insolvency procedure regarding the consignor, the assets enter into
his assets, and in the case of opening the insolvency procedure in respect of the consignor, the
assets do not enter into his assets and will be immediately returned to the consignor.
Article 2058: Remuneration of the consignor
(1)The consignment contract shall be presumed for consideration and the remuneration to
which the consignor is entitled shall be determined by contract or, failing that, as the
difference between the selling price fixed by the consignor and the actual sale price.
(2)If the sale was made at the current price, the remuneration will be determined by the court,
according to the difficulty of the sale, the consignor's due diligence and the remuneration
charged on the relevant market for similar operations.
Article 2059: Costs of preservation, sale of goods and performance of the contract
(1)The consignor will cover the costs of preservation and sale of the goods to the consignor,
unless otherwise provided by the contract.
(2)If the consignor resumes the goods or orders them to be taken from the possession of the
consignor, as well as if the consignment contract cannot be performed, without any fault on
the part of the consignor, he is entitled to be covered all the expenses incurred for the
performance of the contract.
(3)The consignor will be bound by the payment of the costs of maintenance and storage of
the goods, whenever he ignores his obligation to resume the goods.
(4)If, according to the circumstances, the goods cannot be resumed immediately by the
consignor in case of termination of the contract by the renunciation of the consignor, he shall
remain bound by his obligations of keeping the goods, ensuring and maintaining them until
they are resumed by the consignor. He is obliged to undertake all the necessary diligences to
resume the goods immediately after the termination of the contract, under the sanction of
covering the costs of preservation, storage and maintenance.
Article 2060: Receiving, storing and securing goods
(1)The consignor will receive and keep the goods as a good owner and will deliver them to
the buyer or consignor, as the case may be, in the state in which he received them for sale.
(2)The consignor shall insure the goods at the value established by the parties to the
consignment contract or, in the absence thereof, at the circulation value from the date of their
receipt on consignment. He will be held against the consignor for damage or destruction of
the goods due to force majeure or the deed of a third party, if they were not insured upon their
receipt on consignment or the insurance has expired and has not been renewed or the
insurance company has not been approved by the consignor. The consignor is obliged to pay
the insurance premiums regularly.
(3)The consignor will be able to insure the goods at the expense of the consignor, if he fails
to do so.
(4)The insurances are contracted by right in favor of the consignor, provided that he notifies
the insurer of the consignment contract before the payment of the compensations.
Article 2061: Selling on credit
(1)If the consignor receives authorization to sell on credit, provided that the parties do not
agree otherwise, then he may grant the buyer a time limit for payment of the price of a
maximum of 90 days and exclusively on the basis of accepted bills of exchange or
promissory notes.
(2)Unless otherwise provided by the contract, the consignor shall be jointly and severally
liable with the buyer to the consignor for payment of the price of the goods sold on credit.
Article 2062: Retention of title
(1)In the absence of a contrary stipulation, the consignor does not have a right of retention
over the goods received on consignment and the amounts due to the consignor, for his claims
on him.
(2)The consignor's obligations regarding the maintenance of the goods remain valid in case of
exercise of the right of retention, but the storage costs are the responsibility of the consignor,
if the exercise of the right of retention was justified.
Article 2063: Termination of the contract
The consignment contract is terminated by its revocation by the consignor, the renunciation
of the consignor, for the reasons indicated in the contract, death, dissolution, bankruptcy,
deregistration of the consignor or consignor, the institution of special guardianship or judicial
counsel in respect of the consignor, the institution of special guardianship with regard to the
consignor and, if the court considers in this respect, by the institution of judicial counseling
with regard to the consignor.
SUBSECTION 4:Shipping contract
Article 2064: Notion
The dispatch contract is a variety of the commission contract by which the sender undertakes
to conclude, in his own name and on behalf of the principal, a transport contract and to
perform the accessory operations.
Article 2065: Revocation
Until the conclusion of the contract of carriage, the principal may revoke the dispatch order,
paying the sender the expenses and compensation for the diligences carried out until the
communication of the revocation of the dispatch order.
Article 2066: The Counterorder
From the moment the contract of carriage is concluded, the consignor is obliged to exercise,
at the request of the principal, the right to the counterorder applicable to the transport
contract.
Article 2067: Consignor's obligations
(1)In choosing the route, means and methods of transporting the goods, the sender will
comply with the instructions of the principal, and if there are no such instructions, he will act
in the interest of the principal.
(2)If the consignor also assumes the obligation to deliver the goods at the place of
destination, it is presumed that this obligation is not assumed towards the consignee.
(3)The consignor is not obliged to insure the goods unless it has been stipulated in the
contract or results from customs.
(4)The prizes, bonuses and discounts of the tariffs, obtained by the sender, belong de jure to
the principal, unless otherwise provided in the contract.
Article 2068: Sender's liability
(1)The consignor shall be liable for delay in the carriage, destruction, loss, theft or damage of
the goods in the event of negligence in the execution of the consignment, in particular as
regards the taking over and keeping of the goods, the choice of carrier or the intermediary
consignors.
(2)Where, without good reason, he deviates from the mode of transport indicated by the
principal, the consignor shall be liable for the delay in transport, the destruction, loss, loss,
theft or damage of the goods, caused by the fortuitous case, if he does not prove that it would
have occurred even if he had complied with the instructions received.
Article 2069: Rights of consignor
(1)The consignor shall be entitled to the commission provided for in the contract or, failing
that, determined in accordance with the professional tariffs or customs or, if these do not
exist, by the court depending on the difficulty of the operation and the sender's due diligence.
(2)The value of the ancillary services and the expenses shall be reimbursed by the principal
on the basis of invoices or other documents proving that they have been carried out, unless
the parties have agreed in advance an overall amount for commission, ancillary services and
expenses to be incurred.
Article 2070: The transporting consignor
The consignor who takes upon himself the obligation to carry out the transport, by his own
means or those of another, in whole or in part, shall have the rights and obligations of the
carrier.
Article 2071: Limitation period
The right of action arising from the dispatch contract shall be time-barred within one year
counted from the day of delivery of the goods at the place of destination or the day on which
they should have been handed over, with the exception of the right to action relating to
carriage which begins or ends outside Europe, which shall be time-barred within 18 months.
CHAPTER X:Agency contract
Article 2072: Notion
(1)By agency contract, the principal steadfastly empowers the staff member either to
negotiate or both to negotiate and to conclude contracts, in the name and on behalf of the
principal, in return for remuneration, in one or more specified regions.
(2)The staff member shall be an independent intermediary acting in a professional capacity.
He cannot at the same time be the forerunner of the principal.
Article 2073: Scope of application
(1)The provisions of this Chapter shall not apply to the activity of persons who:
a)acts as an intermediary in stock exchanges and regulated markets for commodities and
derivatives;
b)have the capacity of insurance and reinsurance agent or broker;
c)provide an unpaid service as an agent.
(2)A person who:
a)has the capacity of legal or statutory body of a legal person, having the right to represent it;
b)is an associate or shareholder and is legally empowered to represent the other associates or
shareholders;
c)has the capacity of judicial administrator, liquidator, guardian, curator, custodian or seizure
administrator in relation to the principal.
Article 2074: Exclusivity
(1)No staff member may negotiate or conclude on his own account, without the consent of
the principal, in the region determined by the agency contract, contracts relating to goods and
services similar to those covered by the agency contract.
(2)Unless otherwise provided, the staff member may represent more than one principal and
the principal may contract with more than one agent in the same region and for the same type
of contract.
(3)The staff member may represent several competing principals, for the same region and for
the same type of contract, only if expressly stipulated to that effect.
Article 2075: Non-compete clause
(1)For the purposes of this Chapter, a non-compete clause shall mean a contractual provision
the effect of which is to restrict the professional activities of the staff member during the
period of the agency contract or after his termination.
(2)The non-compete clause must be drafted in writing, under penalty of absolute nullity.
(3)The non-compete clause shall apply only to the geographical area or group of persons and
the geographical region to which the agency contract relates and only to the goods and
services in respect of which the agent is empowered to negotiate and conclude contracts. Any
extension of the scope of the non-compete clause shall be deemed unwritten.
(4)The restriction of the activity by the non-compete clause may not extend for a period of
more than 2 years from the date of termination of the agency contract. If a period longer than
2 years has been set, it shall automatically be reduced to the maximum term in this paragraph.
Article 2076: Selling on credit
Unless otherwise provided, the agent may not sell on credit or grant discounts or deferrals of
payment in respect of principal's claims.
Article 2077: Complaints about goods
(1)The staff member may receive complaints concerning defects in the goods sold or services
rendered by the principal and shall be obliged to notify him immediately.
(2)In turn, the agent may take any precautionary measures in the interest of the principal, as
well as any other measures necessary to preserve the rights of the latter.
Article 2078: Form of the contract
(1)The agency contract shall be concluded in written, authentic form or in private. Unless
otherwise provided by law, the written form is required only for proof of contract.
(2)Either party shall have the right to obtain from the other party, upon request, a signed
written document containing the content of the agency contract, including amendments
thereto. The parties may not waive this right.
Article 2079: Obligations of the staff member
(1)The staff member must perform, personally or through his servants, the obligations arising
from the authorization given to him, in good faith and loyalty.
(2)In particular, staff members shall be obliged to:
a)to obtain and communicate to the principal information which might be of interest to him
concerning the regions laid down in the contract, as well as to communicate all other
necessary information at his disposal;
b)to do the necessary due diligence for the negotiation and, where appropriate, conclusion of
the contracts for which he is empowered, under conditions which are as advantageous as
possible for the principal;
c)to comply with reasonable instructions received from the principal;
d)to keep separate records in its registers for contracts which concern each principal;
e)to store the goods or samples in a manner which ensures that they are identified.
(3)The replacement of the staff member in whole or in part shall be subject to the rules
applicable to the contract of office.
(4)A staff member who is unable to continue to perform his duties shall immediately notify
the principal, on pain of payment of damages.
Article 2080: Obligations of the principal
(1)In his relations with the staff member, the principal must act in loyalty and in good faith.
(2)In particular, the principal shall be obliged:
a)to make available to the agent, in good time and in an appropriate quantity, samples,
catalogues, tariffs and any other documentation necessary for the performance of his
authorization;
b)to provide the staff member with the information necessary for the performance of the
agency contract;
c)to notify the staff member, within a reasonable time, when he expects that the volume of
contracts will be significantly less than that which the staff member might normally have
expected;
d)to pay the staff member the remuneration under the conditions and within the time limits
laid down in the contract or laid down by law.
(3)The principal must also inform the staff member within a reasonable time of the
acceptance, refusal or non-performance of a contract negotiated or, where appropriate,
concluded by the agent.
Article 2081: Waiver of the principal to the conclusion of negotiated contracts
Where the staff member has been empowered only to negotiate and the principal has not
communicated within a reasonable time his agreement to the conclusion of the contract
negotiated by the staff member in accordance with the authorization received, he shall be
deemed to have waived the conclusion thereof.
Article 2082: Staff remuneration
(1)Staff member shall be entitled to remuneration in respect of all contracts concluded as a
result of his intervention.
(2)Remuneration may be expressed in a fixed or variable amount, by reference to the number
of contracts, or their value, where it is called commission.
(3)In the absence of an express provision or legal provision, a staff member shall be entitled
to remuneration determined in accordance with the applicable practices either at the place
where the staff member carries out his duties or in respect of the property which is the subject
of the agency contract.
(4)If there is no such custom, the staff member shall be entitled to receive reasonable
remuneration in respect of all matters relating to the contracts concluded.
(5)The provisions of Articles 2.083 to 2.087 shall apply only to the extent that the staff
member is paid all or part of the commission.
Article 2083: Conditions of the commission
A staff member shall be entitled to commission in respect of contracts concluded during the
term of the agency's contract if they are concluded:
a)as a result of his intervention;
b)without the intervention of the agent, but with a customer previously purchased by him for
similar contracts;
c)with a client in a region or group of specific persons for whom the agent has received
exclusive power of attorney.
Article 2084: Remuneration after termination of the contract
(1)A staff member shall be entitled to commission in respect of a contract concluded
after the termination of the agency contract if:
a)it was concluded mainly because of the intervention of the agent during the term of the
agency's contract and the conclusion took place within a reasonable time after the termination
of the agency contract;
b)the order issued by the third party was received by the principal or agent prior to the
termination of the agency contract, in the cases provided for in Article 2.083.
(2)A staff member shall not be entitled to the commission provided for in Article 2.083 if it is
due to the previous staff member in accordance with paragraph 1, unless it is clear from the
circumstances that it is equitable for the agents to share that fee.
Article 2085: Right to commission
(1)Unless otherwise agreed by the parties, the right to commission shall arise on the date
on which one of the following conditions is met:
a)the principal has fulfilled his contractual obligations towards the third person;
b)the principal should have performed his contractual obligations according to his agreement
with the third party;
c)the third party has fulfilled its contractual obligations.
(2)The commission shall be paid at the latest on the last day of the month following the
quarter for which it is due.
Article 2086: Right to commission in the case of non-executed contracts
(1)The commission shall also be payable in respect of contracts concluded, but the
performance of which the parties to them have waived, if the staff member has fulfilled his
obligations.
(2)Where the contract concluded is not performed by the parties as a result of circumstances
attributable to the agent, the right to commission shall lapse or the commission shall be
reduced in proportion to the non-performance, as the case may be.
(3)In the event of partial performance by the third party, the staff member shall be entitled
only to a part of the stipulated commission, in proportion to the performance of the contract
concluded between the principal and the third party.
(4)In the circumstances referred to in paragraphs 2 and 3, the commissions received shall be
reimbursed, as the case may be, in whole or in part.
Article 2087: Calculation of the commission amount
(1)At the end of each quarter, the principal shall send to the staff member the copies of the
invoices which have been sent to third parties and the description of the calculation of the
amount of the commission.
(2)At the request of the staff member, the principal shall immediately communicate to him
the information necessary for the calculation of the commission, including the relevant
extracts from his books.
(3)A clause derogating from the provisions of paragraphs 1 and 2 to the detriment of the
agent shall be deemed to be unwritten.
Article 2088: Duration of the contract
A fixed-term agency contract which continues to be performed by the parties after the expiry
of the time limit shall be deemed to be extended for an indefinite period.
Article 2089: Unilateral denunciation
(1)An agency contract of indefinite duration may be unilaterally terminated by either party
with due notice.
(2)The provisions of paragraph 1 shall also apply to a fixed-term agency contract which
provides for an express clause on the possibility of unilateral early termination.
(3)In the first year of the contract, the period of notice must have a duration of at least one
month.
(4)If the duration of the contract is more than one year, the minimum period of notice shall be
increased by one month for each additional year commenced, without the duration of the
notice period exceeding 6 months.
(5)If the parties agree to periods of notice which are longer than those provided for in
paragraphs 3 and 4, the agency contract may not be subject to periods of notice longer than
those laid down by the principal.
(6)Unless otherwise agreed by the parties, the period of notice shall expire at the end of a
calendar month.
(7)The provisions of paragraphs 1 to 6 shall also apply accordingly to a fixed-term contract
which is extended for an indefinite period in accordance with the provisions of Article 2.088.
In this case, in calculating the period of notice, account shall be taken of the entire period of
the contract, comprising both the fixed duration and the period during which it is considered
to have been concluded for an indefinite period.
Article 2090: Unilateral denunciation in special cases
(1)In all cases, the agency contract may be terminated without notice by either party, with
compensation for the damage thus caused to the other party, where exceptional circumstances
other than force majeure or unforeseeable circumstances make it impossible to continue the
collaboration between the principal and the agent.
(2)In the case referred to in paragraph 1, the contract shall terminate on the date of receipt of
the written notification by which it was terminated.
Article 2091: Allowances in the event of termination of the contract
(1)On termination of the agency contract a staff member shall be entitled to receive an
allowance from his principal, provided that:
a)has purchased new clients to the principal or has significantly increased the volume of
operations with existing customers, and the principal still obtains substantial benefits from
the operations with these clients; And
b)the payment of this allowance shall be equitable having regard to the specific
circumstances, in particular the commissions which the staff member should have received as
a result of the transactions concluded by the principal with the clients referred to in point (a),
as well as the possible restriction of the professional activity of the staff member due to the
existence in the agency contract of a non-compete clause.
(2)The amount of the allowance may not exceed an amount equivalent to the amount of an
annual remuneration calculated on the basis of the annual average of the remuneration
received by the staff member during the last 5 years of the contract. If the duration of the
contract does not amount to 5 years, the annual remuneration is calculated on the basis of the
average remuneration received during that period.
(3)The granting of the allowance provided for in paragraph 1 shall be without prejudice to the
right of the staff member to claim compensation, in accordance with the law.
(4)Where the agency contract is terminated as a result of the death of the staff member, the
provisions of paragraphs 1 to 3 shall apply accordingly.
(5)Entitlement to the allowance provided for in paragraph 1 or, as the case may be, in
paragraph 4 shall lapse if the staff member or, as the case may be, his heir does not give the
principal formal notice of his claims within a period of one year from the date of termination
of the agency contract.
Article 2092: Exceptions
A staff member shall not be entitled to the allowance provided for in Article 2.091 in the
following circumstances:
a)the principal terminates the contract due to the agent's breach of his obligations;
b)the staff member terminates the contract unilaterally, unless such denunciation is motivated
by circumstances such as the age, infirmity or illness of the staff member, on account of
which he cannot reasonably be required to continue his activities;
c)in the event of assignment of the agency contract by replacing the staff member by a third
party;
d)unless otherwise agreed by the parties to the agency contract, in the event of the novation
of such contracts by replacing the staff member by a third party.
Article 2093: Ineffectiveness of the non-compete clause
(1)The principal may not rely on the non-compete clause when the agency contract is
terminated in the following situations:
a)without the provisions of Article 2.090 being applicable, the principal shall unilaterally
terminate the agency contract in violation of the period of notice, legal or conventional, and
without there being a serious reason why he does not respect the notice, which the principal
must have immediately communicated to the agent;
b)the agency contract is terminated as a result of the principal's fault.
(2)At the request of the agent, the court may, taking into account the legitimate interests of
the principal, remove or limit the effects of the non-compete clause, where the harmful
consequences of the non-compete clause for the agent are serious and manifestly unfair.
Article 2094: Mandatory provisions
The provisions of Articles 2.079, 2.080, 2.084, 2.085, 2.085, 2.086(1), (2) and (4), 2.091 and
2.092 cannot be derogated against the interests of the agent. Any clause to the contrary shall
be deemed unwritten.
Article 2095: Other applicable provisions
(1)The provisions of this Chapter shall be supplemented by the provisions relating to the
commission contract, in so far as the latter are compatible.
(2)Where the staff member also has the power to represent the principal at the conclusion of
contracts, the provisions of this Chapter shall be supplemented accordingly by those relating
to the mandate contract with representation.
CHAPTER XI:Intermediation contract
Article 2096: Notion
(1)Intermediation is the contract by which the intermediary undertakes to the customer to put
him in touch with a third party, in order to conclude a contract.
(2)The intermediary is not the proxy of the intermediated parties and is independent of them
in the performance of his obligations.
Article 2097: Remuneration of the intermediary
(1)The intermediary is entitled to remuneration from the customer only if the intermediated
contract is concluded as a result of his intermediation.
(2)In the absence of the agreement of the parties or of special legal provisions, the
intermediary shall be entitled to remuneration in accordance with previous practices
established between the parties or with the customs existing between professionals for such
contracts.
Article 2098: Reimbursement of costs
The intermediary shall be entitled to the reimbursement of expenses incurred for
intermediation, if expressly stipulated in the contract.
Article 2099: Remuneration in the case of a plurality of intermediaries
(1)Where mediation has been carried out by several intermediaries, each shall be entitled to
an equal share of the remuneration fixed overall, unless otherwise stipulated by the contract.
(2)Paragraph 1 shall apply both where the plurality of intermediaries results from separate
brokering contracts and where it results from the same brokering contract.
Article 2100: Obligation to inform
The intermediary is obliged to communicate to the third party all information on the
advantages and timeliness of the conclusion of the intermediated contract, provided that it
does not harm the interests of the client in a culpable manner.
Article 2101: Communication of the conclusion of the intermediated contract
(1)The client has the obligation to communicate to the intermediary if the intermediated
contract has been concluded, within 15 days from the date of its conclusion, within 15 days
from the date of its conclusion, under the sanction of doubling the remuneration, unless
otherwise provided by the contract.
(2)In addition, where remuneration is determined on the basis of the value of the
intermediated contract or other essential elements thereof, the customer shall be obliged to
communicate them under the conditions indicated in paragraph 1.
Article 2102: Representation of intermediated parties
The intermediary may represent the parties intermediated at the conclusion of the
intermediated contract or other acts of its performance only if he has been expressly
authorized to do so.
CHAPTER XII:Deposit contract
SECTION 1:Common rules concerning the deposit contract
SUBSECTION 1:General provisions
Article 2103: Notion
(1)The deposit is the contract by which the depositary receives from the depositor a movable
asset, with the obligation to keep it for a period of time and to return it in kind.
(2)The remittance of the asset is a condition for the valid conclusion of the deposit contract,
unless the depositary already holds the asset on another basis.
Article 2104: Try
In order to be proved, the storage contract must be concluded in writing.
Article 2105: Delimitation
(1)When funds or other such fungible and consumable goods are remitted by their nature,
they become the property of the person who receives them and do not have to be returned in
their individuality.
(2)In this case, the rules of the consumer loan apply accordingly, unless the main intention of
the parties was that the goods should be kept in the interest of the handover. The existence of
this intention shall be presumed where the parties have agreed that restitution may be claimed
before the expiry of the period for which the goods were received.
Article 2106: Remuneration of the depositary
(1)The deposit shall be free of charge if it does not appear from the agreement of the parties
or from practices or other circumstances, such as the profession of depositary, that
remuneration must be paid.
(2)When the amount of remuneration is not contractually determined, the court will
determine it in relation to the value of the services provided.
SUBSECTION 2:Obligations of the depositary
Article 2107: Due diligence of the depositary
(1)Unless otherwise agreed, the depositary shall be liable only if it has not done its due
diligence in keeping its own assets.
(2)Unless otherwise provided, where the depositary is remunerated or is a professional or has
been allowed to make use of the deposited asset, he shall be obliged to keep the asset with
due care and diligence.
Article 2108: Use of the good
The depositary may not avail himself of the asset entrusted to him without the express or
presumed consent of the depositor.
Article 2109: Liability of the incapable depositary
If the depositary is a minor or benefits from legal advice or special guardianship, the
depositor may request the return of the remitted asset as long as it is in the hands of the
incapable depositary. If repayment in kind is no longer possible, the depositor shall have the
right to demand that he be paid a sum of money equal to the value of the asset, but only up to
the amount by which the depositary has become rich.
Article 2110: Proof of ownership
Unless otherwise provided by law, the depositary may not require the depositor to provide
proof that he is the owner of the deposited asset. Nor may such proof be required of the
person designated by the consignor for the return of the asset.
Article 2111: Method of execution
The depositary is obliged to change the place and manner of storage established by the
contract, if this change is necessary to protect the asset from perishing, loss, theft or damage
and is so urgent that the consent of the depositor could not be expected.
Article 2112: Entrustment of the property
The depositary may not entrust the keeping of the asset to another without the consent of the
depositor, unless he is compelled by the circumstances to do so.
Article 2113: Entrustment of the asset to the sub-depositor
(1)The depositary entitled to entrust to another person the keeping of the asset shall be liable
only for his choice or for the instructions he has given him, provided that he has immediately
informed the depositor of the place of deposit and the name of the person who received the
asset.
(2)Otherwise, the depositary is liable for the deed of the sub-depositor as for his own deed.
(3)In all cases, the sub-depositor is liable to the depositor for his deed.
Article 2114: Liability
A depositary who, without having this right, has changed the place or type of storage or has
made use of the asset deposited or has entrusted it to a third person shall also be liable for a
fortuitous case, unless he proves that the asset would have perished even if he had not
exceeded his rights.
Article 2115: Denunciation of the warehouse
(1)The depositor may at any time request the return of the deposited asset, even within the
agreed time limit. However, he shall be obliged to reimburse the depositary for the costs
which he has incurred in respect of that period.
(2)Where the depositary has issued a document proving the deposit or giving the holder the
right to withdraw the deposited asset, the depositary may request that the depositary be
returned to him.
(3)The depositary may compel the depositor to resume the property, if there are serious
reasons therefor, even before the expiry of the agreed period.
(4)If no time limit has been agreed, the depositary may return the asset at any time, but may
be obliged to pay compensation if the repayment is untimely or inadvertent.
Article 2116: Restitution of the asset
(1)Unless otherwise agreed, the return of the property received must be made at the place
where it was to be kept and the costs of the refund are borne by the depositor. However,
where the depositary, not having been in the situation referred to in Article 2.111, has
unilaterally changed the place of storage of the asset, the depositor may request the
depositary either to bring the asset to that place for repayment or to bear the difference
between the costs occasioned by the repayment and those which would have been incurred in
the absence of such a change.
(2)The asset shall be returned in the state in which it is at the time of return. The damage that
was not caused by the depositary's deed remains the responsibility of the depositor.
(3)In the event of culpable non-performance of the obligation to repay, if the asset cannot be
recovered in kind by the depositor, the depositary is obliged to pay compensation, the amount
of which shall be determined by reference to the replacement value of the asset and not to the
value which it had on the date on which the contract was concluded.
Article 2117: Restitution to the heir of the depositor
(1)In the event of the consignor's death, the property shall be returned to the heir, at his
request, even if another person had been designated by contract for this purpose. Where there
is more than one heir, restitution to one or some of them does not confer on them rights other
than those resulting from the application of the legal provisions on inheritance.
(2)These rules apply accordingly when the depositor is a legal person.
Article 2118: Return of fruit and payment of interest
(1)The depositary shall be obliged to return the fruits of the asset if he has received them.
(2)The depositary shall not owe interest on the deposited funds until the day on which it was
put in default to return them.
Article 2119: Plurality of depositors or depositaries
(1)Where there is more than one depositor and the obligation is indivisible or joint and
severally between them, the depositary shall be released by returning the asset to any of them,
unless otherwise established by the deposit contract.
(2)Where there is more than one storer, the repayment obligation shall lie with the person or
those in whose possession the asset is located, with notification to the other storers of the
execution of the refund.
Article 2120: Cases of non-repayment of property
(1)The depositary is protected from the obligation to return the asset, if it was requested by
the owner or by another entitled person or if it was requisitioned by the public authority or if
it was otherwise raised according to the law or perished by fortuitous case.
(2)Where, in the place of the asset which has been removed or which has perished, the
depositary has received a sum of money or other property, he shall be obliged to hand it over
to the depositor.
(3)If the depositary discovers that the deposited asset had been stolen or lost, as well as the
true owner of the asset, he must inform the latter of the deposit made to him and order him to
exercise his rights within a specified and sufficient period, without infringing the applicable
criminal provisions. It is only after the expiry of that period that the depositary may be
released by returning the work to the depositor. During this period, the depositary shall be
entitled to receive the same remuneration as during the deposit. Even where the deposit
contract had been concluded free of charge, the depositor shall be liable, for that period,
remuneration, the amount of which shall be determined in accordance with Article 2.106(2).
(4)In all cases, the depositary shall be required, under the sanction of the obligation to pay
compensation, to denounce to the depositor the lawsuit filed against him by the claimant, the
requisition or other removal measure or the fact that prevents him from returning the asset.
Article 2121: Obligation of the depositary's heir
If the heir of the depositary has sold the asset in good faith, without knowing that it is being
deposited, he is obliged to return only the price received or to assign to the depositor his
action against the buyer, if the price has not been paid to him.
SUBSECTION 3:Obligations of the depositor
Article 2122: Expenses and indemnities
(1)The depositor shall be obliged to reimburse the depositary for the costs he has incurred in
keeping the asset.
(2)The depositor must also compensate the depositary for any losses incurred as a result of
the storage of the asset, unless the depositary has received the asset knowing or needing to
know its dangerous nature.
Article 2123: Payment of remuneration
(1)Unless otherwise agreed, payment of the remuneration to the storer shall be made on the
date of repayment of the asset.
(2)Unless otherwise provided, if repayment takes place before the time limit, the depositary
shall be entitled only to the agreed part of the remuneration corresponding to the time he has
kept the asset.
SECTION 2:Required deposit
Article 2124: Notion
(1)If the property has been entrusted to a person under the constraint of an unforeseen
occurrence, which made it impossible to choose the person of the depositary and to draw up a
document establishing the contract, the deposit is necessary.
(2)The required deposit can be proved by any means of proof, whatever its value.
Article 2125: Acceptance obligation
The depositary may not refuse to take up the asset unless he has a serious reason for doing so.
Article 2126: Legal regime
(1)With the exception of the provisions of this section, the required deposit is governed by
the common rules on the deposit contract.
(2)The depositary shall be liable, in the event of any loss of work, in accordance with the
rules applicable to the unpaid deposit.
SECTION 3:Hotel deposit
Article 2127: Liability for goods brought into the hotel
(1)The person who provides accommodation services to the public, called a hotel, is liable,
according to the rules on the liability of the depositary, for the damage caused by the theft,
destruction or damage to the goods brought by the client to the hotel.
(2)The following are considered to have been brought into the hotel:
a)the goods located in the hotel during the client's accommodation;
b)goods located outside the hotel, for which the hotelier, a member of his family or a servant
of the hotelier assumes the obligation of supervision during the client's accommodation;
c)goods located in or outside the hotel, for which the hotelier, a member of his family or a
servant of the hotelier assumes the obligation of supervision for a reasonable period of time,
before or after the client's accommodation.
(3)The hotelier is also responsible for the guest vehicles left in the hotel garage or parking lot,
as well as for the goods that are usually found in them.
(4)Unless otherwise specified, the provisions of this Section shall not apply to pets.
Article 2128: Limited Liability
The hotel's liability is limited to a value of one hundred times higher than the price for a day
displayed for the room offered for rent to the customer.
Article 2129: Unlimited liability
The liability of the hotelier is unlimited:
a)if the damage is caused by the fault of the hotelier or of a person for whom he is
responsible;
b)whether the goods have been entrusted for safekeeping to the hotelier;
c)if the hotelier refused to receive in the warehouse the client's goods that, according to the
law, he was obliged to receive.
Article 2130: Lack of liability
The hotelier is not liable when damage, destruction or theft of the customer's goods is caused:
a)the customer, the person accompanying him or who is under his supervision or his visitors;
b)a case of force majeure;
c)of the nature of the good.
Article 2131: Obligations of the hotelier
(1)The hotelier is obliged to receive in the deposit documents, money or other valuables
belonging to his clients.
(2)The hotelier may refuse the deposit of these goods only if, taking into account the
importance and operating conditions of the hotel, they are excessively valuable or are
inconvenient or dangerous.
(3)The hotelier can examine the goods that are handed over to him for storage and ask for
them to be stored in a closed or sealed place.
Article 2132: Special case
The hotelier who makes available to his clients, in the hotel rooms, a valuables house is not
supposed to have received in the warehouse the goods that will be deposited by his clients in
the stock house. In this case, the provisions of Article 2.128 shall apply.
Article 2133: Proof
Proof of the introduction of goods into the hotel can be made by witnesses, regardless of the
value of these goods.
Article 2134: Disqualification from the right to compensation for damage
(1)The customer shall be deprived of the right to compensation for the damage suffered
by the theft, destruction or damage to the property which he himself brought or which
were brought for him into the hotel if:
a)no later than 24 hours after the date on which he became aware of the damage, he did not
notify the hotel administration;
b)has not exercised the right to an action for compensation for damage within 6 months from
the date of its occurrence.
(2)The provisions of paragraph 1 shall not apply in respect of the goods referred to in Article
2129 (b) and (c).
Article 2135: Retention of title
In case of non-payment by the client of the room price and of the hotel services provided, the
hotelier has a right of retention on the goods brought by the client, except for documents and
personal effects without commercial value.
Article 2136: Valorisation of assets
The hotelier may request the capitalization of the assets over which he has exercised the right
of retention, according to the rules stipulated by the Code of Civil Procedure in the field of
security enforced collection.
Article 2137: Establishments assimilated to hotels
The provisions of this section shall apply accordingly to goods brought into sanatoriums,
hospitals, hostels, sleeping cars and the like.
 SECTION 4:Conventional seizure
Article 2138: Notion
Conventional attachment is the deposit by which two or more persons entrust to a third party,
called the seizure-administrator, one or more movable or immovable assets in respect of
which there is a legal challenge or uncertainty, with the obligation for him to keep them and
return them to the one recognized as the holder of the right.
Article 2139: Obligations, rights and powers of the attachment administrator
The obligations, rights and powers of the attachment-administrator shall be determined by
agreement of the parties and, failing that, the rules of this Section shall apply.
Article 2140: Preservation and disposal of the object of attachment
(1)The seizure-administrator is obliged to guard and preserve the object of attachment with
the diligence of a depositary.
(2)If the nature of the asset so requires, the attachment-administrator is obliged to perform
administrative acts, the rules on the mandate being applicable accordingly.
(3)With the authorization of the court, the seizure-administrator may dispose of the asset, if it
cannot be preserved or if, for another reason, the measure of alienation is manifestly
necessary.
Article 2141: Release of the seizure-administrator
(1)The seizure administrator must hand over the property to the one appointed by the court
or, as the case may be, to the one indicated by the agreement of all the parties who appointed
him.
(2)Until the completion of the appeal or until the end of the state of legal uncertainty, the
seizure-administrator may be released only by the agreement of all the parties who appointed
him or, for good reasons, by court decision.
Article 2142: Remuneration, expenses and compensation
(1)Unless otherwise agreed, the attachment administrator is entitled to remuneration.
(2)Even in the case of attachment free of charge, the seizure administrator is entitled to the
reimbursement of all expenses incurred for the preservation and administration of the seized
asset, as well as to the payment of compensation for the losses suffered in connection with it.
Article 2143: Judicial attachment
Attachment may be ordered by the court, applying the provisions of the Code of Civil
Procedure and, where appropriate, the provisions of this section.
CHAPTER XIII:Loan agreement
SECTION 1:General provisions
Article 2144: The types of borrowing
The loan is of two kinds: the use loan, also called the bailment, and the consumer loan.
Article 2145: Loan Promise
When the property is in the possession of the beneficiary and the promissor refuses to
conclude the contract, the court, at the request of the other party, may issue a decision that
takes the place of the contract, if the requirements of the law for its validity are met.
 SECTION 2:Loan for use
Article 2146: Notion
The use loan is the free contract by which a party, called a commodator, remits a movable or
immovable asset to the other party, called the commodator, in order to use this asset, with the
obligation to repay it after a certain time.
Article 2147: The quality of a commodifier
If he has not been prohibited by law or contract, any person who has the right to use the asset
can be a commodifier.
Article 2148: Obligation of the commodater
(1)The treasurer is obliged to guard and preserve the borrowed asset with the prudence and
diligence of a good owner.
(2)The treasurer may use the borrowed asset only in accordance with its intended purpose
determined by the contract or, failing that, according to the nature of the asset. He may not
allow a third party to use it except with the prior approval of the commodifier.
Article 2149: Perishing or damaging the property
(1)The treasurer is not liable for the loss or damage of the asset resulting only from the use
for which the asset was lent to him.
(2)If, however, the treasurer uses the asset with a destination other than that for which it was
lent, or if he extends the use after the repayment due date, the treasurer is liable for the
destruction or damage of the asset, even if it is due to a force majeure, unless he proves that
the asset would have perished or would have deteriorated anyway because of that force
majeure.
Article 2150: Possibility of saving the good
The treasurer is responsible for the destruction of the borrowed asset when it is caused by the
force majeure from which the treasurer could have avoided him by using his own good or
when, being able to save only one of the two goods, he preferred his own.
Article 2151: Expenditure on the asset
(1)The treasurer bears the expenses he has made to use the asset.
(2)However, the treasurer is entitled to be reimbursed the expenses for the necessary works
on the property that could not be foreseen at the conclusion of the contract, when the bailiff,
notified in advance, did not oppose their performance or when, due to the urgency of the
works, he could not be notified in due time.
Article 2152: The liability of the commodator for hidden vices
The commodator who, at the time of the conclusion of the contract, knew the hidden vices of
the borrowed asset and who did not warn the commodater about them is obliged to repair the
damage suffered because of this by the commodater.
Article 2153: Retention of title
Under no circumstances may the co-ordinator invoke the right of retention for the obligations
that would arise in the charge of the commodator.
Article 2154: The plurality of commodators
If several people have borrowed the same good together, they are jointly liable to the
commodator.
Article 2155: Restitution of the asset
(1)The treasurer is obliged to return the property at the end of the agreed term or, in the
absence of a time limit, after having used the property according to the convention.
(2)If the term is not agreed and either the contract does not provide for the use for which the
asset was borrowed, or the use has a permanent character, the treasurer is obliged to return
the asset at the request of the commodator.
Article 2156: Early repayment
The commodifier may request the return of the asset before the time provided for in Article
2.155 (1) when he himself has an urgent and unforeseen need for good, when the treasurer
dies or when he violates his obligations.
Article 2157: Enforceable title
(1)As regards the obligation to return, the bailment contract concluded in authentic form or
by a private document with a certain date is an enforceable title, under the law, in case of
termination by the death of the bailiff or by the expiry of the term.
(2)If a time limit for restitution has not been stipulated, the bailment contract shall constitute
an enforceable title only if it is not provided for the use for which the asset was borrowed or
the intended use is of a permanent nature.
SECTION 3:Consumer loan
SUBSECTION 1:Common provisions
Article 2158: Notion. Capacity
(1)The consumer loan is the contract by which the lender remits to the borrower a sum of
money or other such fungible and consumable goods by their nature, and the borrower
undertakes to repay, after a certain period of time, the same amount of money or quantity of
goods of the same nature and quality.
(2)Where a person provides a loan without doing so on a professional basis, the legal
provisions relating to credit and non-bank financial institutions shall not apply to him or her.
Article 2159: Nature of the loan
(1)Unless otherwise provided, the loan shall be presumed to be free of charge.
(2)Unless proven otherwise, a loan relating to a sum of money shall be presumed to be for
consideration.
Article 2160: Transfer of ownership and risks
By the valid conclusion of the contract, the borrower becomes the owner of the asset and
bears the risk of its destruction.
Article 2161: Time limit for refund fixed by the parties
The repayment period shall be presumed to be stipulated in favour of both parties and if the
loan is free of charge, only in favour of the borrower.
Article 2162: Time limit for restitution set by the court
(1)If a time limit for repayment has not been agreed, it will be fixed by the court, taking into
account the purpose of the loan, the nature of the obligation and the assets borrowed, the
situation of the parties and any other relevant circumstance.
(2)If, however, it has been stipulated that the borrower will pay only when he has the
necessary resources, the court, finding that the borrower owns them or could obtain them in
the meantime, will not be able to grant a repayment term of more than 3 months.
(3)The application for determining the term of restitution shall be settled according to the
procedure provided by law for the presidential ordinance.
Article 2163: Prescription
In the case referred to in Article 2.162(1), the application shall be subject to limitation, which
shall begin to run from the date of conclusion of the contract.
Article 2164: Repayment of the loan
(1)Unless otherwise provided, the borrower is required to return the same quantity and
quality of goods that he received, regardless of the increase or decrease in their price.
(2)If the loan carries over a sum of money, the borrower is required to return only the
nominal amount received, irrespective of the change in its value, unless the parties have
agreed otherwise.
(3)If it is not possible to return goods of the same nature, quality and quantity, the borrower
shall be obliged to pay their value at the time and place where the repayment was to be made.
Article 2165: Enforceable title
The provisions of Article 2.157(1) shall also apply accordingly to the consumer loan.
Article 2166: Liability for vices
(1)The lender is obliged, just like the commodator, to repair the damage caused by the vices
of the borrowed asset.
(2)In the case of the loan for consideration, the lender is liable for the damage suffered by the
borrower due to defects in the assets borrowed, with the rules relating to the seller's guarantee
being applied accordingly.
SUBSECTION 2:Interest loan
Article 2167: Scope of application
The provisions relating to the interest-rate loan shall apply accordingly whenever, under a
contract, an obligation arises to pay, on time, a sum of money or other goods of its kind, in so
far as there are no particular rules on the validity and performance of that obligation.
Article 2168: Ways of interest
Interest may be fixed in cash or in other benefits under any title or denomination to which the
borrower undertakes as equivalent to the use of capital.
Article 2169: Flow of interest
The amount of money borrowed bears interest from the day it was remitted to the borrower.
Article 2170: Prepayment of interest
The advance payment of interest can only be made for a maximum of 6 months. If the interest
rate is determinable, any surpluses or deficits shall be subject to compensation from one rate
to another throughout the duration of the loan, except for the last instalment which always
remains wholly earned by the lender.
CHAPTER XIV:Current account contract
Article 2171: Notion
(1)The current account contract is the one by which the parties, called currentists, undertake
to enter in an account the claims arising from mutual remittances, considering them
inexligible and unavailable until the closing of the account.
(2)The credit balance of the account at its conclusion constitutes a receivable due. If payment
is not required, the balance shall constitute the first remittance of a new account and the
contract shall be deemed to have been renewed for an indefinite period.
Article 2172: Excluded appropriations
(1)Claims which cannot be the subject of compensation may not be the subject of a current
account and shall not be entered in it or, if entered, the entry shall be deemed to be unwritten.
(2)In the case of a contract concluded between professionals, only claims arising from the
exercise of professional activity shall be entered in the account, unless expressly provided
otherwise.
Article 2173: Main effects
Through the current account contract, the ownership of the remittances is transferred to the
recipient, by registering them in the account. Obligations arising from previous remittances
shall be novated and reciprocal claims shall be offset up to the amount of the debit and credit,
subject to payment of the creditor balance. Interest shall run for each amount from the date of
entry in the account to the conclusion of the account and shall be counted over days, unless
the parties agree otherwise.
Article 2174: Rights to the payment of commissions and reimbursement of expenses
Rights to the payment of commissions and to the reimbursement of expenses for operations
entered in the account shall also be included in the account, unless expressly stated otherwise.
Article 2175: Actions and exceptions relating to deeds and transactions credited to the
account
(1)The entry of a claim on a current account shall not prevent the exercise of actions and
exceptions relating to the validity of acts or transactions which have given way to
remittances.
(2)If an act or transaction is void, cancelled, terminated or resolved, the entry of remittances
made pursuant thereto shall be reversed.
Article 2176: Securities of credit claims entered in the account
(1)The real or personal guarantees related to the claims entered in the account shall remain in
existence and shall be exercised on the credit balance at the conclusion of the account, within
the limit of the guaranteed credit.
(2)If a claim secured by a guarantor or a co-debtor has been entered in the account, it shall
remain liable under the surety contract for the amount of the guaranteed debt, to the currentist
who, when closing the account, has a creditor balance.
Article 2177: Registration of a credit title
The entry in the account of a debt security shall be presumed to have been made subject to
collection, unless expressly stated otherwise.
Article 2178: Registration of a claim subject to collection
(1)In the event of assignment of the claim entered in the account, the entry shall be made at
the risk of the assignee, unless otherwise provided by the parties' will or if it is not made with
the express reservation regarding its collection.
(2)If the claim has not been paid, the assignee currentist can either return the claim to the
assignor, reversing the game from the account, or assert his rights against the debtor. The
assigning currentist may reverse the claim in whole or in part, even after the unfructuous
execution of the debtor, in the proportion of the claim left uncovered by enforcement.
Article 2179: Account termination
(1)The conclusion of the current account and the liquidation of the balance shall be made at
the due date stipulated in the contract or at the time of termination of the current account
contract. The parties may decide on intermediate terms for closing the account, and in this
case the creditor balance is registered as the first entry in the new account.
(2)The credit balance constitutes a liquid and due receivable on which the conventional
interest will be calculated from the date of the conclusion of the account, if it is not credited
to a new account. If the balance is not entered into a new account, the statutory interest will
be calculated, unless otherwise stipulated, from the date of closing the account.
Article 2180: Account approval
(1)The statement or account report sent by an analyst to the other shall be presumed to have
been approved if it is not contested by the latter within the period provided for in the contract
or, in the absence of a reasonable period, within a reasonable time according to the practices
between the parties or according to the usages of the place. In the absence of such practices or
practices, account shall be taken of the nature of the operations and the situation of the
parties.
(2)The approval of the account does not exclude the right to subsequently challenge the
account for registration or calculation errors, for omissions or double registration, within one
month from the date of approval of the statement or account report or from the conclusion of
the account, under penalty of revocation. Contesting the account is done by registered letter
sent to the other party within one month.
Article 2181: Enforcement and garnishment
(1)Only the creditor balance resulting from the conclusion of the current account may be
subject to enforcement or garnishment started against one of the currentists.
(2)The creditors of any of the currentists may request the court to order, by way of a
presidential order, the early conclusion of the current account, for the enforcement or
attachment of the resulting balance in favor of the debtor currentist.
Article 2182: Limitation period
The right of action for the rectification of calculation errors made when establishing the
balance, omissions, double entries and the like shall be prescribed within one year from the
date of communication of the current account statement.
Article 2183: Termination of the current account contract
(1)The current account contract shall terminate de jure upon expiry of the term expressly
agreed by the parties in the contract or subsequently, by separate agreement concluded in
written form.
(2)In the case of a contract concluded for an indefinite period, each party may declare its
termination at the conclusion of the account, notifying the other party 15 days in advance.
Unless the parties have agreed otherwise, the current account contract of indefinite duration
shall be deemed to have as an intermediate deadline for the conclusion of the account the last
day of each month.
(3)In the event of incapacity, insolvency or death, any of the currentists, the representative of
the incapable or the heir may terminate the contract by notifying the other party 15 days in
advance.
CHAPTER XV:Current bank account and other bank contracts
SECTION 1:Current bank account
Article 2184: Right to dispose of the creditor balance
If the bank deposit, credit or any other banking operation is carried out through the current
account, the account holder may at any time dispose of the credit balance of the account, in
compliance with the notice period, if this has been agreed by the parties.
Article 2185: Mutual offsetting of balances
Where there are several legal relationships or accounts between the credit institution and the
customer, even in different currencies, the balances on assets and liabilities shall be offset
against each other, unless the parties have agreed otherwise.
Article 2186: Cotitularii of a current account
Where a current account has more than one holder and it has been agreed that each of them is
entitled to order operations on his own account, the joint proprietors shall be considered as
creditors or joint and several debtors for the balance of the account.
Article 2187: Indivis current account
(1)If the account holder dies, until the division is made, the heirs are considered co-division
holders of the account, in order to carry out the operations in the account, the consent of all
co-divisions being required.
(2)The personal creditor of one of the co-heirs may not pursue by garnishment the creditor
balance of the undivided account. He can only ask for the partition.
(3)The co-heirs shall be kept divisible vis-a-vis the credit institution for the debit balance of
the account, unless otherwise determined by law or by agreement.
(4)The provisions of this Article shall also apply accordingly in other cases of joint
ownership between holders of the current account, unless otherwise provided by law.
Article 2188: Unilateral denunciation
If the current bank account contract is concluded for an indefinite period of time, either party
may terminate the current account contract, observing a notice period of 15 days, if the
contract or custom does not result in another term, under penalty of damages.
Article 2189: Enforcement of the powers of attorney received
(1)The credit institution shall be held, in accordance with the provisions laid down in the field
of the mandate agreement, for the performance of the powers of attorney received from the
customer.
(2)Where the authorization received is to be carried out on a market where there are no
branches of the credit institution, it may in turn empower a subsidiary undertaking of the
credit institution, a corresponding credit institution or another credit institution or another
entity approved by the account holder and the credit institution.
Article 2190: Limitation period
(1)The right of action for the return of the creditor balance resulting from the closing of the
current account shall be prescribed within 5 years from the date of closing the current
account.
(2)Where the current account has been closed on the initiative of the credit institution, the
limitation period shall be calculated from the date on which the holder or, as the case may be,
each co-proprietor of the account was notified thereof by registered letter with an
acknowledgment of receipt at the last domicile or place of establishment notified to the credit
institution.
SECTION 2:Bank deposit
Article 2191: Deposit of funds
(1)By setting up a deposit of funds with a credit institution, it acquires ownership of the sums
of money deposited and is obliged to return the same monetary quantity, of the same species,
within the agreed term or, as the case may be, at any time, at the request of the depositor, in
compliance with the notice period set by the parties or, in the absence, of usages.
(2)Unless otherwise stipulated, deposits and withdrawals shall be made at the headquarters of
the operative unit of the bank where the deposit was set up.
(3)The credit institution shall be obliged to ensure, free of charge, that the customer is
informed of the transactions carried out on its accounts. Unless otherwise requested by the
customer, this information shall be provided on a monthly basis, under the conditions and in
the manner agreed by the parties. The provisions of Article 2180 shall apply accordingly.
Article 2192: Securities deposit
(1)By lodging a securities deposit, the credit institution shall be empowered to administer
them. In the absence of special provisions, the provisions of Articles 792 to 857 shall apply
accordingly.
(2)The credit institution shall be entitled to reimbursement of expenditure incurred in respect
of the operations necessary and to remuneration to the extent to which the agreement or
custom so determines.
(3)Any clause exempting a credit institution from liability for failure to perform its
obligations in the management of the securities with due care and diligence shall be deemed
to be unwritten.
SECTION 3:Credit Facility
Article 2193: Notion
A credit facility is the agreement by which a credit institution, a non-bank financial
institution or any other entity authorized by special law, called the financier, undertakes to
keep at the disposal of the customer a sum of money for a fixed or indefinite period of time.
Article 2194: Use of credit
Unless otherwise provided by the parties, the customer may use the loan in several
instalments, according to custom, and may, through successive repayments, renew the
available amount.
Article 2195: Unilateral denunciation
(1)Unless otherwise provided, the financier may terminate the contract before the end of the
term only for good reasons, if these concern the beneficiary of the credit facility.
(2)Unilateral denunciation immediately extinguishes the customer's right to use the loan, and
the financier must grant a period of at least 15 days for the reimbursement of the amounts
used and their accessories.
(3)If the credit facility has been concluded for an indefinite period, each of the parties may
terminate the contract, subject to a period of notice of 15 days, unless otherwise the contract
or the practices result.
SECTION 4:Renting safe deposit boxes
Article 2196: Obligation of the provider
In the execution of the contract for the rental of the safe box, the credit institution or other
entity providing such services under the law, called a provider, is liable to the customer for
ensuring an adequate and safe room, as well as for the integrity of the box.
Article 2197: Open the value box
(1)If the box is rented to several persons, either of them may request that the box be opened,
unless otherwise stipulated by the contract.
(2)In the event of the death of the customer or of one of the customers using the same box,
the provider, once notified, may not consent to the opening of the box except with the consent
of all those entitled or, in the absence thereof, under the conditions established by the court.
(3)The provisions of paragraph 2 shall also apply accordingly in the event of the termination
or reorganisation of the legal person. In this case, the administrator or the liquidator may
request the opening of the value box.
Article 2198: Open the value box forcibly
(1)At the end of the term stipulated in the contract, after the expiry of a period of 3 months
from the notification addressed to the customer, the provider may request the court, by way
of a presidential order, the authorization to open the value box. The customer may be notified
by registered letter with acknowledgment of receipt at the last domicile or place of
establishment brought to the attention of the credit institution.
(2)The opening of the safe deposit box shall be made in the presence of a notary public and,
where appropriate, in compliance with the precautionary measures established by the court.
(3)The court may also order measures for the preservation of the discovered objects, as well
as their sale to the extent necessary to cover the rent and expenses incurred by the provider,
as well as, where appropriate, the damage caused to him.
 CHAPTER XVI:Insurance contract
SECTION 1:Common provisions
Article 2199: Notion
(1)Under the insurance contract, the insurance contractor or the insured undertakes to pay a
premium to the insurer, and the latter undertakes, in the event of the occurrence of the insured
risk, to pay an indemnity, as the case may be, to the insured, the beneficiary of the insurance
or the injured third party.
(2)The insurance contractor is the person who concludes the contract for the insurance of a
risk concerning another person or for his goods or activities and undertakes to the insurer to
pay the insurance premium.
Article 2200: Form and proof
(1)In order to be proved, the insurance contract must be concluded in writing. The contract
cannot be proved with witnesses, even when there is a beginning of written proof. If the
insurance documents have disappeared by force majeure or fortuitous case and there is no
possibility of obtaining a duplicate, their existence and content can be proved by any means
of proof.
(2)The conclusion of the insurance contract is ascertained by the insurance policy or the
insurance certificate issued and signed by the insurer or by the coverage note issued and
signed by the insurance broker.
(3)Documents attesting to the conclusion of an insurance may be signed and certified by
electronic means.
Article 2201: Insurance policy
(1)The insurance policy must indicate at least:
a)the name or business name, address or registered office of the contracting parties and the
name of the beneficiary of the insurance if he is not a party to the contract;
b)the object of the insurance;
c)the risks to be insured;
d)the time of the commencement and termination of the insurer's liability;
e)insurance premiums;
f)insured amounts.
(2)Other elements that the insurance policy must include are established by norms adopted by
the state body in whose competence, according to the law, the supervision of the activity in
the insurance field falls.
Article 2202: Categories of insurance policies
The insurance policy may be, as the case may be, nominative, on order or at the bearer.
Article 2203: Risk information
(1)The person taking out the insurance shall be obliged to answer in writing the questions
raised by the insurer and to declare, at the time of the conclusion of the contract, any
information or circumstances which he is aware of and which are also essential for the
assessment of the risk.
(2)If the essential circumstances regarding the risk change change during the performance of
the contract, the policyholder shall be obliged to notify the insurer in writing of the change.
The same obligation shall be borne by the insurance contractor who has become aware of the
change.
Article 2204: Inaccurate statements or risk hesitancy
(1)Apart from the general grounds for invalidity, the insurance contract shall be void in the
event of an inaccurate declaration or reluctance made in bad faith by the insured person or the
insurance contractor with regard to circumstances which, had they been known to the insurer,
would have led him not to give his consent or not to give it under the same conditions, even if
the statement or reluctance had no influence on the occurrence of the insured risk. The
premiums paid shall remain acquired to the insurer, who may also demand payment of the
premiums due until he becomes aware of the ground for invalidity.
(2)The inaccurate statement or reluctance on the part of the insured person or the insurance
contractor whose bad faith could not be established shall not render the insurance invalid. If
the finding of inaccurate declaration or reluctance occurs before the occurrence of the insured
risk, the insurer has the right either to maintain the contract by requesting the increase of the
premium, or to terminate the contract at the end of a period of 10 days calculated from the
notification received by the insured, returning to the latter the part of the premiums paid for
the period during which the insurance no longer works. Where the finding of incorrect
declaration or reluctance takes place after the occurrence of the insured risk, the
compensation shall be reduced in relation to the proportion between the level of premiums
paid and the level of the premiums that should have been paid.
Article 2205: No insured risk
(1)The insurance contract shall be automatically terminated if, before the insurer's obligation
begins to take effect, the insured risk has occurred or its occurrence has become impossible,
as well as if, after the said obligation has begun to take effect, the occurrence of the insured
risk has become impossible. Where the policyholder or the insurance contractor has paid,
even in part, the insurance premium, he shall be entitled to recover it in proportion to the
unexpired period of the insurance contract.
(2)The difference between the premium paid and that calculated in accordance with
paragraph 1 shall be returned to the insured person or to the insurance contractor only in
cases where no compensation has been paid or is not due for events occurring during the
period of validity of the insurance.
Article 2206: Payment of insurance premiums
(1)The insured is obliged to pay the insurance premiums within the terms set out in the
contract.
(2)The parties may agree that the payment of insurance premiums shall be made in full or in
instalments. Unless otherwise agreed, payment shall be made at the premises of the insurer or
its authorized representatives.
(3)The proof of payment of insurance premiums lies with the insured.
(4)Unless otherwise agreed, the insurer may terminate the contract if the sums owed by the
policyholder as a premium are not paid at the due date.
(5)The insurer shall be obliged to inform the insured person of the consequences of non-
payment of premiums within the time limit for payment for the case referred to in paragraph
4 and to provide for such consequences in the insurance contract.
(6)The insurer shall be entitled to offset the premiums due to him up to the end of the
insurance year, under any contract, with any indemnity due to the insured or to the
beneficiary.
Article 2207: Communication of the occurrence of the insured risk
(1)The insured is obliged to communicate to the insurer the occurrence of the insured risk,
within the term stipulated in the insurance contract.
(2)In the event of failure to comply with the obligation referred to in paragraph 1, the insurer
shall be entitled to refuse payment of the indemnity if for this reason he was unable to
determine the cause of the insured event and the extent of the damage.
(3)The communication of the occurrence of the insured risk can also be made to the insurance
broker who, in this case, has the obligation to make the communication to the insurer in turn,
within the term stipulated in the insurance contract.
Article 2208: Payment of insurance indemnity
(1)In case of occurrence of the insured risk, the insurer must pay the insurance indemnity
under the conditions stipulated in the contract. When there is disagreement over the amount
of the insurance indemnity, the uncontested part of it will be paid by the insurer prior to the
settlement of the misunderstanding by good will or by the court.
(2)In the cases established by the insurance contract, in property and civil liability insurance,
the insurer does not owe compensation if the insured risk was produced intentionally by the
insured person, by the beneficiary of the insurance or by a member of the management of the
insured legal person, who works in this capacity.
(3)If the Parties so agree, the provisions of paragraph 2 shall also apply where the
insured risk has been caused by:
a)adults who, steadfastly, live and manage together with the insured or the beneficiary of the
insurance;
b)the servants of the insured person or of the beneficiary of the insurance.
Article 2209: Unilateral termination of the contract
The termination of the insurance contract by one of the parties may be made only in
compliance with a notice period of at least 20 days calculated from the date of receipt of the
notification by the other party.
Article 2210: Subrogation of the insurer
(1)Within the limits of the indemnity paid, the insurer is subrogated to all the rights of the
insured or of the beneficiary of the insurance against those liable for the occurrence of the
damage, except for personal insurance.
(2)The insured is liable for damages brought to the insurer by acts that would prevent the
realization of the right provided for in paragraph (1).
(3)The insurer may waive, in whole or in part, the exercise of the right conferred by
paragraph 1.
Article 2211: Enforceability of the contract
The insurer may oppose to the holder or holder of the insurance document or to the third
party or the beneficiary of the insurance claiming rights arising from this document all
defences based on the contract originally concluded.
Article 2212: Assignment of insurance
(1)The insurer may assign the insurance contract only with the written consent of the insured.
(2)The provisions of paragraph 1 shall not apply to the disposal of portfolios between insurers
under the conditions of special rules.
Article 2213: Scope of application
Compulsory insurance is regulated by special laws.
SECTION 2:Property insurance
Article 2214: Notion
In the case of property insurance, the insurer undertakes, when the insured risk occurs, to pay
compensation to the insured, the beneficiary of the insurance or other entitled persons.
Article 2215: Interest in insurance
The insured must have an interest in the insured asset.
Article 2216: Preventing the occurrence of insured risk
(1)The insured is obliged to maintain the insured asset under appropriate conditions, in order
to prevent the occurrence of the insured risk.
(2)The insurer has the right to verify the way in which the insured asset is maintained, under
the conditions established by the contract.
(3)In the cases provided for in the contract, when the risk occurs, the insured is obliged to
take on behalf of the insurer and within the insured amount, according to the circumstances,
measures to limit the damages.
Article 2217: Compensation
(1)The compensation is established according to the state of the asset from the moment of
occurrence of the insured risk. It may not exceed the value of the asset at that time, the
amount of the damage or the amount insured.
(2)The parties may stipulate a clause according to which the policyholder remains its own
insurer for a franchise, in respect of which the insurer is not obliged to pay compensation.
Article 2218: Partial insurance
Where the insurance contract is concluded for an insured amount which is less than the value
of the asset and unless the parties have stipulated otherwise, the compensation due shall be
reduced accordingly to the ratio between the amount stipulated in the contract and the value
of the asset.
Article 2219: Multiple insurance
(1)The insured must declare the existence of all the insurances related to the same asset, this
obligation being incumbent on him both at the date of concluding the insurance contracts and
during their execution.
(2)Where there is more than one insurance taken out in respect of the same asset, each insurer
shall be liable to pay in proportion to the sum insured up to and up to its value, without the
insured person being able to receive compensation in excess of the actual damage, a direct
consequence of the risk.
Article 2220: Disposal of the insured asset
(1)Unless otherwise agreed, the disposal of the insured asset shall not result in the
termination of the insurance contract, which shall take effect between the insurer and the
acquirer.
(2)The insured who does not communicate to the insurer the disposal and to the acquirer the
existence of the insurance contract shall remain obliged to pay the premiums that become due
after the date of alienation.
SECTION 3:Credit and suretyship insurance and financial loss insurance
Article 2221: Credit and guarantee insurance
(1)Credit and guarantee insurances may have as object the coverage of risks of general
insolvency, of export credit, of sale with payment of the price in installments, of mortgage
credit, of agricultural credit, of direct or indirect guarantees, as well as the like, according to
the norms adopted by the state body whose competence, according to the law, falls under the
supervision of the activity in the insurance field.
(2)Where it is agreed that a direct credit and suretyship insurance contract will cover the risk
that a debtor of the insured will not pay a loan granted to him, the insurer may not make the
payment of the insurance indemnity conditional upon the insured person initiating
proceedings against that debtor for compensation for the damage, including by way of
enforcement.
Article 2222: Financial loss insurance
Unless otherwise agreed in the insurance contract, the insurance indemnity against the risk of
financial loss shall cover the actual loss and the loss of profit, including overheads as well as
those arising directly or indirectly from the occurrence of the insured risk.
SECTION 4:Liability insurance
Article 2223: Notion
(1)In the case of civil liability insurance, the insurer undertakes to pay compensation for the
damage for which the insured is liable according to the law towards the injured third parties
and for the expenses incurred by the insured in the civil proceedings.
(2)Under the insurance contract, the parties may agree to include in the insurance the civil
liability of persons other than the insurance contractor.
Article 2224: Rights of injured third parties
(1)The rights of the injured third parties are exercised against those responsible for the
damage.
(2)The insurer may be sued by the injured persons, within the limits of his obligations under
the insurance contract.
Article 2225: Determination of compensation
Unless otherwise provided by law, the compensation shall be determined by an agreement
concluded between the insured person, the injured third party and the insurer or, in case of
misunderstanding, by court decision.
Article 2226: Payment of compensation
(1)The insurer pays the compensation directly to the injured third party, to the extent that
he/she has not been compensated by the insured.
(2)The insured's creditors may not pursue the compensation provided for in paragraph 1.
(3)The indemnity shall be paid to the insured person only if he/she proves that he/she has
compensated the injured third party.
SECTION 5:Personal insurance
Article 2227: Notion
Through the personal insurance contract, the insurer undertakes to pay the insurance
indemnity in case of death, of reaching a certain age, of total or partial permanent invalidity
or in other such cases, according to the norms adopted by the state body in whose
competence, according to the law, the supervision of the activity in the insurance field falls.
Article 2228: Risk to another person
Insurance in view of a risk in respect of a person other than that who has concluded the
insurance contract shall be valid only if it has been given the written consent of that person.
Article 2229: Waiver of the contract
(1)The insured person who has concluded an individual life insurance contract may renounce
the contract without notice within 20 days from the date of signing the contract by the
insurer. The waiver shall take retroactive effect.
(2)The provisions of paragraph (1) are not applicable to contracts with a duration of 6 months
or less.
Article 2230: Beneficiary of the allowance
The insurance indemnity shall be paid to the insured person or to the beneficiary designated
by him. In case of death of the insured person, if a beneficiary has not been designated, the
insurance indemnity enters the estate, reverting to the heirs of the insured.
Article 2231: Designation of the beneficiary
(1)The designation of the beneficiary may be made either at the conclusion of the insurance
contract, or during its execution, by the written declaration communicated to the insurer by
the insured or, with the agreement of the insured, by the insurance contractor, or by the will
drawn up by the insured.
(2)The replacement or revocation of the person entitled to the insurance may be replaced or
revoked at any time during the performance of the contract in the manner laid down in
paragraph 1.
Article 2232: The plurality of beneficiaries
Where there is more than one designated beneficiary, the insurance indemnity shall be
divided equally among them, unless otherwise stipulated.
Article 2233: Intentionally producing the insured risk
(1)The insurer shall not be liable for the insurance indemnity if:
a)the insured risk was produced by the insured's suicide within 2 years from the conclusion of
the insurance contract;
b)the insured risk was produced intentionally by the insured.
(2)Where an insurance beneficiary has intentionally produced the insured risk, the insurance
indemnity shall be paid to the other designated beneficiaries or, failing that, to the insured.
(3)If the insured risk consists in the death of the insured person, and a beneficiary of the
insurance has produced it intentionally, the insurance indemnity shall be paid to the other
designated beneficiaries or, in their absence, to the heirs of the insured.
Article 2234: Premium reserve
(1)In insurances where premium reserves are set up, the insured may cease the payment of
premiums with the right to maintain the contract at a reduced insured amount or to terminate
it, requesting the repayment of the reserve set up, according to the insurance contract.
(2)Any other payment, irrespective of the form in which it is made by the insurer, other than
the insurance indemnity or the amount representing the repayment of the reserve under the
conditions of paragraph 1, may not be made earlier than 6 months from the date of conclusion
of the insurance contract.
Article 2235: Reinstatement of insurance
The insured person or the insurance contractor, with the agreement of the insured person,
may request the reinstatement of the insurance to which the technical reserve is constituted,
in the cases stipulated in the insurance contract.
Article 2236: Entitlement to the allowance
(1)The insurance indemnity shall be due, irrespective of the amounts due to the insured
person or the beneficiary from the social security, to the compensation of the damage from
those liable for its occurrence, as well as from the amounts received from other insurers under
other insurance contracts.
(2)The insured's creditors are not entitled to pursue the insurance indemnity due to the
beneficiaries of the insurance or the heirs of the insured, as the case may be.
Article 2237: Prescription
The rights of the insured persons in respect of sums resulting from technical provisions to be
made up to life insurance for payment obligations due in the future shall not be subject to
prescription.
Article 2238: Obligation to inform
Insurers and their authorized representatives shall be required to make available to
policyholders or insurance contractors information relating to insurance contracts both before
their conclusion and during their execution. This information must be given in writing in the
Romanian language, be written in a clear form and contain at least the following particulars:
a)optional or supplementary clauses and benefits resulting from the recovery of technical
reserves;
b)the time of commencement and termination of the contract, including the modalities of its
termination;
c)the modalities and terms of payment of insurance premiums;
d)the factors for calculating the insurance indemnities, indicating the redemption amounts,
the insured amounts reduced, as well as the level up to which they are guaranteed;
e)the method of payment of insurance indemnities;
f)the law applicable to the insurance contract;
g)other elements established by norms adopted by the state body within whose competence,
according to the law, the supervision of the activity in the insurance field falls.
SECTION 6:Co-insurance, reinsurance and retrocession
Article 2239: Co-insurance
(1)Co-insurance is the operation by which 2 or more insurers cover the same risk, each
assuming a share of it.
(2)Each co-insurer is liable to the insured only within the limit of the amount for which
he/she has committed himself/herself under contract.
Article 2240: Reinsurance
(1)Reinsurance is the operation of the insurance of an insurer, as reinsured, by another insurer
as reinsurer.
(2)By reinsurance:
a)the reinsurer receives reinsurance premiums, in exchange for which he/she contributes,
according to the obligations taken over, to the support of the indemnities which the reinsurer
pays when the risk which was the subject of reinsurance occurs;
b)the reinsurer transfers reinsurance premiums, in exchange for which the reinsurer
contributes, according to the obligations taken over, to the support of the indemnities which
the reinsured pays when the risk which was the subject of reinsurance occurred.
(3)Reinsurance shall not extinguish the obligations of the insurer and shall not establish any
legal relationship between the insured and the reinsurer.
Article 2241: Retrocession
Through the retrocession operation, the reinsurer may in turn give away some of the accepted
risk.
CHAPTER XVII:Life annuity contract
Article 2242: Notion
(1)By the life annuity contract, a party, called a debirentier, undertakes to perform for the
benefit of a certain person, called a trustee, periodical benefits, consisting of sums of money
or other fungible goods.
(2)The life annuity is constituted during the life of the trustee if the parties have not stipulated
its establishment during the life of the debirentier or of a specific third person.
Article 2243: Methods of incorporation
(1)The life annuity may be constituted for consideration, in return for capital of any kind, or
free of charge and shall be subject, subject to the provisions of this Chapter, to the own rules
of the legal act of incorporation.
(2)Where a life annuity is stipulated in favour of a third party, even if he receives it free of
charge, the contract is not subject to the form prescribed for the donation.
Article 2244: Lifetime formation of several persons
The life annuity may be constituted during the life of several persons, and in this case, in the
absence of any provision to the contrary, the obligation to pay the annuity will cease on the
date on which the last of these persons dies.
Article 2245: Establishment in favour of more than one person
Unless otherwise agreed, the obligation to pay the life annuity is indivisible in respect of the
trustees.
Article 2246: Formation during the life of an already deceased third party
The contract stipulating an annuity constituted during the life of a third party who died on the
day of the conclusion of the contract is null and void.
Article 2247: Lifetime formation of a person affected by a lethal disease
The contract by which an annuity was established for consideration during the life of a person
who, at the time of the conclusion of the contract, was suffering from a disease from which
he died within 30 days of that date, also has no effect.
Article 2248: Payment of annuity instalments
(1)Unless otherwise stated, annuity rates shall be paid quarterly in advance and indexed to the
rate of inflation.
(2)When the trustee dies before the expiry of the period for which the annuity was paid in
advance, the debirentier may not request reimbursement of the amount paid for the period
during which the creditor was no longer alive.
Article 2249: Legal guarantee
(1)In order to guarantee the obligation to pay annuity constituted for consideration, the
provisions of Article 1723 shall apply accordingly.
(2)In the case referred to in paragraph 1, in order to register the legal mortgage, it shall not be
necessary to declare the value of the secured claim.
Article 2250: Enforcement of instalments
(1)In case of non-fulfillment of the obligation to pay the due installments, the trustee may
request the seizure and sale of the de-debtor's assets, up to a sufficient amount to ensure the
payment of the annuity for the future.
(2)This amount shall be established, in accordance with the law, on the basis of an expertise
drawn up in accordance with the calculation methodology applicable to life insurance, taking
into account, inter alia, the rates already received by the trustee, his age and condition. The
costs of the expertise are borne by the debirentier.
(3)After it has been obtained following the sale of the debirentier's goods, the amount is
recorded with a credit institution and will be paid to the trustee in compliance with the
amount and maturities agreed in the life annuity contract.
(4)If the debirentier goes into liquidation, the trustee may realize his right to annuity by
entering in the creditors' register a claim the amount of which shall be determined in
accordance with paragraph 2.
Article 2251: Termination of the contract at the request of the credirentier
(1)The creditor of a life annuity provided for consideration may request the termination of the
contract if the debirentier does not lodge the promised guarantee for the performance of his
obligation or diminishes it.
(2)The trustee is entitled to termination for the non-execution without justification of the
obligation to pay the annuity by the debirentier.
(3)Unless otherwise provided, the resolution does not confer on the debirentier the right to
obtain reimbursement of the annuity instalments already paid.
Article 2252: Irrevocability of the contract
(1)The debirentier cannot be released from the payment of the annuity by offering the return
of the capital and giving up the repayment of the installments paid.
(2)The debirentier is held to pay the annuity until the death of the person during whose life
the annuity was constituted, however burdensome its provision may become.
Article 2253: Unnoticeability of the annuity
Only a life annuity for free of charge may be declared unnoticeable by contract. Even in this
case, the stipulation takes effect only within the limit of the amount of the annuity that is
necessary for the trustee to ensure maintenance. The provisions of Article 2.257(2) shall
apply accordingly.
CHAPTER XVIII:Maintenance contract
Article 2254: Notion
(1)In the maintenance contract, a party undertakes to perform for the benefit of the other
party or of a certain third party the services necessary for the maintenance and care for a
certain duration.
(2)If the contract did not provide for the duration of maintenance or only its life-saving nature
was provided for, then the maintenance is due for the entire life of the maintenance creditor.
Article 2255: Form of the contract
The maintenance contract shall be concluded in authentic form, under penalty of absolute
nullity.
Article 2256: Application of the rules of the life annuity
(1)The provisions of Articles 2.243 to 2.247, 2.249, Article 2.251(1) and Article 2.252 shall
apply accordingly to the maintenance contract.
(2)Unless otherwise provided, the maintenance obligation is indivisible with regard to both
creditors and debtors.
Article 2257: Extent of maintenance obligation
(1)The maintenance debtor shall be liable to the creditor for fairly determined benefits taking
into account the amount of the capital and the creditor's previous social condition.
(2)In particular, the debtor is obliged to provide the creditor with food, clothing, footwear,
housekeeping and the use of a suitable dwelling. Maintenance shall also include the necessary
care and expenditure in the event of illness.
(3)If maintenance is of a life-saving nature or if the creditor dies during the duration of the
contract, the debtor is obliged to bury him.
(4)Maintenance continues to be due to the same extent even if, in the course of performance
of the contract, the asset which constituted the capital has totally or partially perished or has
diminished its value, for a reason for which the maintenance creditor is not held liable.
(5)The clause by which the maintenance creditor undertakes to provide services is considered
unwritten.
Article 2258: The inaccessible and unnoticeable nature of maintenance
The rights of the maintenance creditor may not be assigned or prosecuted.
Article 2259: Protection of creditors of the parties
The personal nature of the maintenance contract may not be invoked by the parties to oppose
the action for revocation of the contract or the oblique action brought for its performance.
Article 2260: Special case of revocation
(1)The maintenance contract is revocable for the benefit of persons to whom the maintenance
creditor owes food under the law if, by the effect of the contract, he has deprived himself of
the means necessary to fulfil the obligation to provide food.
(2)Revocation may be requested even if there is no fraud on the part of the maintenance
debtor and regardless of the time of the conclusion of the maintenance contract.
(3)Instead of ordering the revocation of the contract, the court may, even of its own motion,
but only with the consent of the maintenance debtor, order him to provide food to persons to
whom the creditor has such a legal obligation, without thereby reducing the benefits due to
the maintenance creditor.
Article 2261: Replacement of maintenance by annuity
(1)If the provision or receipt in kind of maintenance can no longer continue for objective
reasons, or if the maintenance debtor dies and there is no agreement between the parties, the
court may, at the request of either party, even temporarily, replace maintenance in kind with
an appropriate amount of money.
(2)When the provision or receipt in kind of maintenance can no longer continue due to the
fault of one of the parties, the court shall increase or, as the case may be, reduce the amount
of money replacing the maintenance.
Article 2262: Rules applicable in the event of replacement of maintenance by annuity
(1)In all cases where maintenance has been replaced in accordance with the provisions of
Article 2.261, the provisions governing the life annuity contract shall become applicable.
(2)However, unless otherwise agreed in the maintenance contract, the obligation to pay the
annuity remains indivisible between the debtors.
Article 2263: Termination of the maintenance contract
(1)The maintenance contract concluded for a fixed period shall be terminated on expiry of
this period, unless the maintenance creditor dies earlier.
(2)When the conduct of the other party makes it impossible to perform the contract in
conditions consistent with morality, the person concerned may request termination.
(3)In the case referred to in paragraph 2, as well as where it is based on non-performance of
the maintenance obligation without justification, termination may be pronounced only by the
court, the provisions of Article 1.552 not being applicable. Any clause to the contrary shall be
deemed unwritten.
(4)If termination has been requested for one of the grounds referred to in paragraphs 2 or 3,
the maintenance offer made by the defendant debtor after the action has been brought may
not prevent the termination of the contract.
(5)Where the order is given on one of the grounds referred to in paragraphs 2 or 3, the debtor
at fault may not obtain reimbursement of maintenance already performed.
(6)The right of action for resolution shall be passed on to the heirs.
(7)Termination of the maintenance contract may not be required for the reasons set out in
Article 2261(1).
CHAPTER XIX:The game and the bet
Article 2264: Lack of right of action
(1)For the payment of a debt arising from a game contract or bet there is no right to action.
(2)He who loses cannot demand the refund of the payment made willingly. However,
restitution may be claimed in the event of fraud or if the person who paid was incapable of
exercise or had limited legal capacity.
(3)Debts arising from the gaming or betting contract may not constitute the object of
transaction, recognition of debt, compensation, novation, discharge of debt with burden or
other such legal acts.
Article 2265: Sports competitions
(1)The provisions of Article 2.264 shall not apply to bets made between persons who
themselves take part in races, games of skill or any kind of sports games.
(2)However, if the bet amount is excessive, the court may dismiss the action or, as the case
may be, reduce the amount.
(3)In the cases referred to in paragraph 1, intermediaries legally authorised to collect stakes
from persons not taking part in the game may not invoke the provisions of Article 2.264(1)
and (3).
Article 2266: Authorized Games and Bets
Games and bets shall give way to legal action only when permitted by the competent
authority.
CHAPTER XX:Transaction
Article 2267: Notion
(1)A transaction is the contract by which the parties prevent or extinguish a dispute, including
at the stage of forced execution, through reciprocal concessions or waivers of rights or by the
transfer of rights from one to the other.
(2)The transaction may create, modify or extinguish legal relations different from those that
are the subject of the dispute between the parties.
Article 2268: Scope of application
(1)It cannot be traded on the capacity or civil status of persons, nor on rights that the parties
cannot dispose of according to the law.
(2)However, it can be traded on the civil action deriving from the commission of a crime.
Article 2269: Indivisibility of the transaction
The transaction is indivisible in terms of its subject matter. Unless otherwise stated, it cannot
be partially abolished.
Article 2270: The extent of the transaction
(1)The transaction is limited only to its object; the waiver of all rights, actions and claims
shall extend only to the cause in respect of which the transaction was made.
(2)The transaction concerns only the case in respect of which it was concluded, whether the
parties expressed their intention by general or special expressions or their intention
necessarily stems from what was provided for in the transaction.
Article 2271: Exercise capacity
In order to trade, the parties must have full capacity to dispose of the rights which form the
object of the contract. Those who do not have this capacity can trade only under the
conditions provided by law.
Article 2272: Formal requirements
In order to be proved, the transaction must be concluded in writing.
Article 2273: Grounds for invalidity
(1)The transaction may be affected by the same grounds of invalidity as any other contract.
(2)However, it may not be annulled for error of law relating to matters which are the subject
of misunderstanding by the parties, nor for injury.
Article 2274: Transaction on a void contract
(1)The transaction concluded for the performance of a legal act struck by absolute nullity is
void, unless the parties have expressly traded on the nullity.
(2)If the transaction was concluded for the execution of an voidable act, the cancellation of
the transaction may be requested only by the party who at the time of the transaction was not
aware of the cause of the voidability.
Article 2275: False documents
The transaction concluded on the basis of documents subsequently proved to be false is also
void.
Article 2276: Unknown documents
(1)The subsequent discovery of documents unknown to the parties and which could have
influenced the content of the transaction does not constitute a ground for its nullity, unless the
documents have been hidden by one of the parties or, knowingly, by a third party.
(2)The transaction is void if it appears from the documents discovered that the parties or only
one of them had no right on which they could trade.
Article 2277: Transaction on a completed process
The settlement of a lawsuit is voidable at the request of the party who did not know that the
dispute had been resolved by a judgment falling within the power of res judicata.
Article 2278: The transaction ascertained by court decision
(1)The transaction which, putting an end to a lawsuit commenced, is established by a court
decision may be terminated by an action for a declaration of invalidity or an action for
termination or termination, such as any other contract. It may also be challenged with void
action or action in declaring the simulation.
(2)The decision terminating the transaction in the cases referred to in paragraph 1 shall render
the judgment establishing the transaction ineffective.
TITLE X:Personal Warranties
CHAPTER I:General provisions
Article 2279: Types of personal guarantees
Personal guarantees are suretyship, autonomous guarantees, and other guarantees specifically
provided by law.
*) By Decision no. 43/2021, the HCCJ Admits the complaint filed by the Bucharest Tribunal
- Vth Civil Section and, consequently, establishes that: In the interpretation and application of
the provisions of Article 2.279 and Article 2.321 of the Civil Code, corroborated with Article
120 of Government Emergency Ordinance no. No 99/2006 on credit institutions and capital
adequacy, the letter of guarantee issued by a credit institution shall be enforceable only if it is
issued in the guarantee of a credit agreement.
CHAPTER II:Fideision
SECTION 1:General provisions
Article 2280: Notion
Surety is the contract by which a party, the guarantor, undertakes to the other party, who has
in another binding relationship the status of creditor, to execute, free of charge or in exchange
for remuneration, the debtor's obligation if the latter does not execute it.
Article 2281: Compulsory surety
Surety may be required by law or ordered by the court.
Article 2282: The form of fidesia
Surety is not presumed, it must be expressly assumed by a document, authentic or under
private signature, under penalty of absolute nullity.
Article 2283: Consent of the principal debtor
Surety can be contracted without the knowledge and even against the will of the principal
debtor.
Article 2284: Beneficiary of suretyship
Surety may be constituted to guarantee the obligation of another fiduciary.
Article 2285: The conditions for becoming a fideiusor
(1)The debtor who is obliged to constitute a surety must present a person capable of binding
himself, who has and maintains in Romania sufficient assets to satisfy the claim and who
resides in Romania. If any of these conditions are not met, the debtor must present another
guarantor.
(2)These rules do not apply when the creditor has requested that a particular person be
appointed as a guarantor.
Article 2286: Substitution of legal or judicial surety
The debtor who is required to constitute a legal or judicial suretyship may provide in its place
another guarantee, which is considered sufficient.
Article 2287: Disputes concerning the sufficiency of surety
Disputes concerning the sufficiency of the guarantor's assets or of the guarantee offered in
lieu of the surety are settled by the court, by way of a presidential order.
Article 2288: Main obligation
(1)Surety can exist only for a valid obligation.
(2)However, natural obligations can be guaranteed by surety, as well as those from which the
principal debtor can be released by reason of his incapacity, if the guarantor was aware of
these circumstances.
(3)Also, suretyship can be constituted for a future or conditional duty.
Article 2289: The limits of fidesia
(1)Surety cannot be extended beyond the limits within which it was contracted.
(2)A surety which exceeds what is owed by the principal debtor or which is contracted under
more onerous conditions is valid only to the extent of the principal obligation.
Article 2290: The extent of the surety
(1)In the absence of any provision to the contrary, the surety of a principal obligation extends
to all its accessories, even to the costs subsequent to the notification made to the guarantor
and to the costs of his application to sue him.
(2)The guarantor owes the costs of proceedings and enforcement advanced by the creditor in
the proceedings brought against the principal debtor only if the creditor has notified him in
advance.
Article 2291: Partial fideision
Surety may be contracted for part of the principal obligation or under less onerous conditions.
Article 2292: Assimilated surety
If a Party undertakes in respect of another Party to grant a loan to a third party, the creditor of
that commitment shall be deemed to be the guarantor of the obligation to repay the loan.
SECTION 2:Effects of surety
SUBSECTION 1:The effects of suretyship between creditor and fideiusor
Article 2293: Guarantor's obligation
The guarantor is required to fulfil the debtor's obligation only if he does not execute it.
Article 2294: The benefit of discussion
(1)The conventional or legal guarantor has the power to require the creditor to first pursue the
assets of the principal debtor, if he has not expressly waived this benefit.
(2)The judicial guarantor may not require the pursuit of the assets of the principal debtor or of
any other guarantor.
Article 2295: Invocation of the benefit of discussion
(1)The guarantor who avails himself of the benefit of discussion must invoke it before
judging the merits of the lawsuit, indicate to the creditor the traceable assets of the principal
debtor and advance to him the amounts necessary for the pursuit of the assets.
(2)The creditor who delays the pursuit shall be liable to the guarantor, up to the value of the
assets indicated, for the insolvency of the principal debtor arising after the indication by the
surety of the traceable assets of the principal debtor.
Article 2296: Exceptions raised by fideiusor
The guarantor, even jointly and severally, may oppose to the creditors all the means of
defence which the principal debtor could oppose, apart from those which are strictly personal
to the latter or which are excluded by the commitment given by the guarantor.
Article 2297: Plurality of fideiusori
Where several persons have been set up as guarantors of the same debtor for the same debt,
each of them is liable to the entire debt and may be pursued as such, but the pursued person
may invoke the benefit of division, unless he has expressly waived it.
Article 2298: Benefit of division
(1)Through the effect of the benefit of division, each surety may require the creditor to first
divide his action and reduce it to the side of each.
(2)If any of the guarantors was insolvent when one of them obtained the division, the latter
shall remain proportionately bound for that insolvency. However, he is not liable for the
insolvency that occurred after the division.
Article 2299: Division of the action by the creditor
If, however, the creditor himself has divided his action, he cannot revert to the division, even
if before the date on which he made this division there would have been insolvent fideiusors.
Article 2300: Solidarity-based belief
Where he/she binds himself/herself with the principal debtor as a joint and several
jointly/herself or as a joint co-debtor, the guarantor may no longer invoke the benefits of
discussion and division.
Article 2301: Extension of the time limit and withdrawal from the time limit
The surety is not released simply by extending the time limit granted by the creditor to the
principal debtor. Likewise, the withdrawal from the time limit of the principal debtor takes
effect with regard to the surety.
Article 2302: Informing the fideiusor
The creditor is obliged to provide the guarantor, at his request, with any useful information
on the content and modalities of the main obligation and on the stage of its enforcement.
Article 2303: Early waiver
The guarantor may not give up in advance the right to information and the benefit of the
exception of subrogation.
Article 2304: The surety given to a fideiusor
The person who has given surety to the principal debtor's guarantor shall not be liable to the
creditor unless the principal debtor and all his guarantors are insolvent or are released by the
effect of personal exceptions to the principal debtor or his guarantors.
SUBSECTION 2:Effects of surety between the debtor and the surety
Article 2305: Subrogation of the fideiusor
The guarantor who paid the debt is rightfully subrogated in all the rights that the creditor had
against the debtor.
Article 2306: Extent of the right of recourse
(1)The guarantor who has been bound by the debtor's consent may ask him for what he has
paid, namely capital, interest and expenses, as well as damages for compensation for any
damage he has suffered as a result of suretyship. He can also claim interest on any amount he
had to pay to the creditor, even if the principal debt did not produce interest.
(2)The guarantor who has been bound without the debtor's consent may recover from him
only what the debtor would have been required to pay, including damages, if the surety had
not taken place, apart from the costs subsequent to the notification of payment, which are the
responsibility of the debtor.
Article 2307: Recourse against the incapable debtor
Where the principal debtor releases himself from his obligation by invoking his incapacity,
the guarantor shall have recourse against the principal debtor only to the extent of his
enrichment.
Article 2308: Setback against several main debtors
When for the same debt there are several principal debtors who have jointly and severally
liable, the guarantor who has guaranteed for all has against any of them action in restitution
for all that he has paid.
Article 2309: The limits of the regression
If he is liable against the will of the principal debtor, the person who has paid has only the
rights provided for in Article 2305.
Article 2310: Loss of the right of recourse
(1)The guarantor who has paid a debt has no action against the principal debtor who
subsequently paid the same debt without the surety having notified him of the payment made.
(2)The guarantor who paid without notifying the principal debtor has no action against him if,
at the time of payment, the debtor had the means to declare the debt extinguished. In the same
circumstances, the guarantor has an action against the debtor only in respect of the sums
which he would have been called upon to pay, in so far as he could oppose the creditor's
means of defence in order to obtain the reduction of the debt.
(3)In all cases, the guarantor retains the right to ask the creditor for the repayment, in whole
or in part, of the payment made.
Article 2311: Notification of the fideiusor
(1)The debtor who is aware of the existence of the surety is obliged to immediately notify the
guarantor when he pays the creditor.
(2)If such a notification has not been made, the guarantor who pays the creditor without
knowing that he has been paid has an action for restitution also against the debtor.
Article 2312: Early setback
(1)The guarantor who has been bound with the debtor's consent may go against him, even
before paying, when he is being prosecuted for payment, when the debtor is insolvent or
when he has been obliged to release him from security within a certain period that has
expired.
(2)This rule also applies when the debt has reached the deadline, even if the creditor, without
the consent of the guarantor, has granted the debtor a new payment term or when, due to the
losses suffered by the debtor or a fault of the debtor, the guarantor bears significantly higher
risks than at the time when he was obliged.
SUBSECTION 3:The effects of suretyship between several fideiusori
Article 2313: Regress against the other fideiusori
(1)When several persons have given surety to the same debtor and for the same debt, the
guarantor who paid the debt regresses against the other guarantors for the share of each.
(2)Such an action may be brought only in cases where the guarantor could, before payment,
bring proceedings against the debtor.
(3)If one of the guarantors is insolvent, his/her share shall be divided proportionally between
the other guarantors and the person who paid.
SECTION 3:Cessation of surety
Article 2314: Confusion
The confusion of the qualities of principal debtor and guarantor, when they become heirs to
each other, does not extinguish the creditor's action either against the principal debtor or
against the one who gave fideiusiune for the fideiusor.
Article 2315: Liberation of the guarantor by the creditor's deed
If, as a result of the creditor's deed, the subrogation were not to benefit the guarantor, the
latter is released within the limit of the amount which he would not be able to recover from
the debtor.
Article 2316: Release of the guarantor for future or indefinite obligations
(1)When it is given in order to cover future or indefinite debts or for an indefinite period, the
surety may cease after 3 years, by notifying the debtor, the creditor and the other guarantors,
if, in the meantime, the claim has not become due.
(2)This rule does not apply to judicial fiduciary.
Article 2317: Extinguishment of the principal obligation by giving in payment
Where the creditor has voluntarily received immovable property or property as payment of
the principal debt, the guarantor remains released even when the creditor is subsequently
evuded by that property.
Article 2318: Follow-up of the principal debtor
(1)The guarantor remains held even after the expiry of the term of the main obligation, if the
creditor has brought an action against the principal debtor within 6 months from the due date
and has continued it diligently.
(2)The provisions of paragraph (1) shall also apply if the surety has expressly limited the
surety to the term of the main obligation. In this case, the guarantor is held only if the action
against the principal debtor is brought within two months of the due date.
Article 2319: Death of the fideiusor
The surety ceases upon the death of the fideiusor, even if there is a stipulation to the contrary.
Article 2320: Special case
(1)The surety constituted in consideration of a certain function held by the principal debtor
shall be extinguished upon termination of that office.
(2)However, the surety shall remain held for all existing debts at the end of the surety, even if
they are subject to a condition or term.
CHAPTER III:Autonomous guarantees
Article 2321: Letter of guarantee
(1)The letter of guarantee is the irrevocable and unconditional commitment by which a
person, called the issuer, undertakes, at the request of a person called the authorizing officer,
in consideration of a pre-existing binding relationship, but independent of it, to pay a sum of
money to a third person, called the beneficiary, in accordance with the terms of the
commitment entered into.
(2)The undertaking thus entered into shall be executed on the first and simple request of the
beneficiary, unless otherwise provided in the text of the letter of guarantee.
(3)The issuer may not oppose to the beneficiary the exceptions based on the pre-existing
binding relationship to the commitment made by the letter of guarantee and may not be
required to pay in the event of abuse or manifest fraud.
(4)The issuer who made the payment shall have the right of recourse against the originator of
the letter of guarantee.
(5)In the absence of an agreement to the contrary, the letter of guarantee shall not be
transferable at the same time as the rights and/or obligations in the pre-existing binding
relationship have been transmitted.
(6)The beneficiary may submit the right to request payment in the guarantee letter, if its text
expressly provided for.
(7)Unless otherwise provided in the text of the letter of guarantee, it shall take effect from the
date of its issue and shall automatically cease to be valid on expiry of the stipulated period,
irrespective of the submission of the original of the letter of guarantee.
*) By Decision no. 43/2021, the HCCJ Admits the complaint filed by the Bucharest Tribunal
- Vth Civil Section and, consequently, establishes that: In the interpretation and application of
the provisions of Article 2.279 and Article 2.321 of the Civil Code, corroborated with Article
120 of Government Emergency Ordinance no. No 99/2006 on credit institutions and capital
adequacy, the letter of guarantee issued by a credit institution shall be enforceable only if it is
issued in the guarantee of a credit agreement.
Article 2322: Letter of comfort
(1)The letter of comfort is that irrevocable and autonomous commitment by which the issuer
assumes an obligation to do or not to do, for the purpose of supporting another person, called
the debtor, in order to perform its obligations towards a creditor of its own. The issuer will
not be able to oppose to the creditor any defense or exception deriving from the binding
relationship between the creditor and the debtor.
(2)If the debtor fails to perform his obligation, the issuer of the comfort letter may be liable
only to pay damages to the creditor, and only if the latter proves that the issuer of the comfort
letter has not fulfilled the obligation assumed by the letter of comfort.
(3)The issuer of the comfort letter that has been unsuccessful against the creditor has the right
of recourse against the debtor.
TITLE XI:Privileges and guarantees in rem
CHAPTER I:General provisions
Article 2323: Scope of application
This Title governs the privileges as well as the guarantees in rem intended to ensure the
fulfilment of a patrimonial obligation.
Article 2324: Common creditors' guarantee
(1)He who is personally obliged is liable with all his movable and immovable assets, present
and future. They shall serve as a common guarantee of its creditors.
(2)Unnoticeable goods may be the subject of the security provided for in paragraph 1.
(3)Creditors whose claims arose in connection with a particular division of the estate,
authorized by law, must first pursue the assets which are the subject of that estate. If these are
not sufficient to satisfy the claims, the debtor's other assets may also be pursued.
(4)Assets which are the subject of a division of assets assigned to the exercise of a profession
authorized by law may be pursued only by creditors whose claims arose in connection with
that profession. These creditors will not be able to trace the debtor's other assets.
Article 2325: Limitation of the creditor's rights
The debtor and the creditor may agree to limit the creditor's right to pursue assets that are not
mortgaged to him.
Article 2326: Equality of creditors
(1)The price of the debtor's assets is divided among the creditors in proportion to the value of
their claim, unless there are preferably causes or agreements between them on the order of
their satisfaction.
(2)Creditors who have the same rank are also entitled to payment in proportion to the value of
the claim of each of them.
Article 2327: Causes of Preference
The causes of preference are privileges, mortgages and pledge.
Article 2328: Preference given to the State
The preference given to the state and to the administrative-territorial units for their claims
shall be regulated by special laws. Such preference may not affect rights previously acquired
by third parties.
Article 2329: Unnoticeability clauses
(1)The conditions required for the validity of inalienability clauses shall apply accordingly to
clauses stipulating the impermissibility of an asset.
(2)All goods that are, according to the law, inalienable are imperceptible.
(3)In order to be enforceable against third parties, the impermissibility clauses must be
entered in the registers of movable or, where appropriate, immovable advertising.
Article 2330: Security removal
(1)If the encumbered asset has perished or has been damaged, the insurance indemnity or, as
the case may be, the amount due by way of compensation shall be affected in the payment of
preferential or mortgage claims, according to their ranking.
(2)The amounts due under expropriation on grounds of public utility or as compensation for
restrictions on the right to property established by law shall be subject to payment of the same
claims.
Article 2331: Procedure for the removal of the security
(1)Amounts due by way of insurance indemnity or indemnity shall be recorded in a separate
bank account bearing interest in the name of the insured person, the injured person or, where
appropriate, the expropriated person and at the disposal of creditors who have entered their
security in the disclosure registers.
(2)The debtor may dispose of these amounts until all the secured claims have been settled
except with the consent of all mortgage or privileged creditors. However, he has the right to
charge interest.
(3)In the absence of the agreement of the parties, creditors may satisfy their claims only in
accordance with the legal provisions on the enforcement of mortgages.
Article 2332: Insurer's option
(1)Under the insurance contract, the insurer may reserve the right to repair, restore or replace
the insured asset.
(2)The insurer shall notify the intention to exercise this right to creditors who have entered
their guarantee in the publicity registers, within 30 days from the date on which it knew the
occurrence of the insured event.
(3)Holders of secured claims may claim payment of the insurance indemnity within 30 days
of the date of receipt of the notification.
CHAPTER II:Privileges
SECTION 1:Common provisions
Article 2333: Notion
(1)Privilege is the preference given by law to a creditor in consideration of his claim.
(2)Privilege is indivisible.
Article 2334: Enforceability of privileges
Privileges may be relied on as against third parties without the need to enter them in the
publicity registers, unless otherwise provided by law.
Article 2335: Priority of preferential claims over other claims
The privileged creditor is preferred to the other creditors, even if their rights were born or
were registered before.
Article 2336: Rank of privileges among themselves
(1)The rank of privileges is determined by law.
(2)The privileges regulated in this chapter shall be preferred to privileges created, without
indication of rank, by special laws.
Article 2337: Quench privileges
Unless otherwise provided by law, the privileges shall be extinguished together with the
secured obligation.
SECTION 2:General privileges and special privileges
Article 2338: General privileges
The privileges over all movable and immovable assets of the debtor shall be established and
exercised under the conditions stipulated by the Code of Civil Procedure.
Article 2339: Special privileges
(1)The preferential claims on certain movable property are as follows:
a)the seller's unpaid claim for the price of movable property sold to a natural person shall be
privileged in respect of the asset sold, unless the buyer acquires the good for the service or
operation of an undertaking;
b)the claim of the person exercising a right of retention is privileged in respect of the asset
over which the right of retention is exercised, as long as that right persists.
(2)In the event of competition, the privileges shall be exercised in the order laid down in
paragraph 1. Any provision to the contrary shall be deemed unwritten.
Article 2340: Extinction of special privilege
Unless otherwise provided by law, the special privilege is extinguished by the disposal,
transformation or destruction of the asset. The provisions of Article 2.337 shall remain
applicable.
Article 2341: Displacement of the seller's privilege
Where the buyer also sells the good, the privilege referred to in Article 2.339(1)(a) shall be
exercised over the resold asset, even if the price of the second sale is still unpaid by the
second purchaser, with preference to the privilege enjoyed by the first purchaser.
SECTION 3:The contest of privileges between them and the contest between privileges
and mortgages
Article 2342: Contest of cases of preference
(1)In the event of a contest between the privileges or between them and the mortgages,
the claims shall be satisfied in the following order:
1.preferential claims on movable property referred to in Article 2.339;
2.claims secured by mortgage or pledge;
(2)A lender enjoying a special privilege is preferred to the holder of a perfect security
mortgage if he/she registers his/her privilege in the archive before the mortgage has become
perfect. Likewise, the privileged creditor is preferred to the holder of a real estate mortgage if
he registers his privilege in the land register before the mortgage has been registered.
CHAPTER III:Mortgage
SECTION 1:General provisions
SUBSECTION 1:Common provisions
Article 2343: Notion
A mortgage is a right in rem over movable or immovable property affected by the
performance of an obligation.
Article 2344: Legal characters
The mortgage is, by its nature, accessory and indivisible. It shall remain for as long as there is
an obligation which it guarantees and bears wholly upon all the encumbered property, on
each of them and on every part thereof, even in cases where the property is divisible or the
obligations are divisible.
Article 2345: Rights of the mortgage lender
(1)The right of mortgage is maintained on the encumbered assets in whatever hand it passes.
(2)The mortgage lender has the right to satisfy his claim, according to the law, before the
unsecured creditors, as well as before the creditors of the lower rank.
Article 2346: Effectiveness of the mortgage
Unless otherwise provided by law, the mortgage may not be relied on as against third parties
until the day on which it is entered in the publicity registers.
Article 2347: Similar operations
(1)Contracts which have the effect of preserving or establishing a right in respect of an asset
in order to ensure fulfilment of an obligation, whatever their number, nature or name, may
not be relied on as against third parties who have acquired rights in respect of that asset
unless they are entered in the disclosure registers in accordance with the rules laid down for
mortgages.
(2)Thus, the property reserve clauses, the redemption pacts or the receivable assignments
concluded for guarantee purposes are assimilated to mortgages.
(3)The provisions of this Chapter concerning the order of preference and the execution of
mortgages shall apply accordingly to the contracts referred to in paragraph 1.
Article 2348: Exceptions
The provisions of this Chapter shall not apply to the assignment of inheritance rights and the
assignment of intellectual property rights.
Article 2349: Mortgage sources
(1)The mortgage may be instituted only in accordance with the law and in compliance with
the formalities provided by law.
(2)The mortgage can be conventional or legal.
SUBSECTION 2:Object and extent of the mortgage
Article 2350: Object of the mortgage
(1)The mortgage may relate to movable or immovable, tangible or intangible assets.
(2)It can strike specified or determinable goods or universalities of goods.
Article 2351: Inalienable or imperceptible goods
(1)Inalienable or unnoticeable assets cannot be mortgaged.
(2)The mortgage of inalienable or unnoticeable assets will be valid as a mortgage on a future
asset, in situations where the asset in question is affected by a conventional inalienability or
impermissibility.
Article 2352: Nude property mortgage
The mortgage of nude property extends over the full property when extinguishing the
dismemberments.
Article 2353: Mortgage of an undivided share
(1)If, as a result of the division or of another articles of incorporation or transfer of rights, the
constituent retains any right over a material part of the asset, the mortgage that had been
constituted on an undivided share of the right over the asset shall be de jure displaced to that
part of the asset, but only within the limit of the value of the undivided share-shares.
(2)Otherwise, the mortgage shall be de jure removed from the amounts due to the settlor. The
provisions of Article 2.331 shall apply accordingly.
Article 2354: Extent of the mortgage claim
The mortgage guarantees with the same rank the capital, interest, commissions, penalties and
reasonable expenses incurred in the recovery or preservation of the asset.
Article 2355: Extension of the mortgage by access
(1)The mortgage extends to the assets that are joined by access with the encumbered asset.
(2)The security mortgage is maintained on the asset resulting from the transformation of the
encumbered asset and is transferred to the one created by merging or uniting the encumbered
asset with other assets. He who acquires by access the asset thus created is held by the
mortgage.
Article 2356: Movable property incidental to a building
(1)Movable property which, without losing its individuality, becomes accessories to a real
estate may be mortgaged either with the real estate or separately.
(2)The security mortgage continues to encumber the property even after it becomes the
accessory of a real estate. However, the security mortgage is extinguished with regard to
building materials or other such assets incorporated in a building or other improvement of a
plot of land.
Article 2357: Mortgage on a universality of assets
(1)The mortgage on a universality of goods extends over all the assets contained therein.
(2)The mortgage remains on the universality of assets, even when the assets contained therein
have perished, if the debtor replaces them within a reasonable time, taking into account the
quantity and nature of the assets.
Article 2358: Assignment of the mortgage
(1)The mortgage right or its rank may be assigned separately from the claim it guarantees
only when the amount for which the mortgage is constituted is determined in the articles of
incorporation.
(2)In the case referred to in paragraph 1, the assignment shall be made by an act concluded in
written form between the transferring mortgage creditor and the assignee creditor, with the
debtor's notification.
(3)Land register provisions or, as the case may be, those concerning the effectiveness of the
security mortgage against third parties shall remain applicable.
Article 2359: Safeguards on ships and aircraft
Collateral on ships and aircraft shall be regulated by special laws.
SUBSECTION 3:Effects of the mortgage vis-a-vis third parties
Article 2360: Right of pursuit of the mortgage lender
The mortgage lender may pursue the mortgaged asset in any hand it passes, without taking
into account the rights in rem constituted or registered after the registration of his mortgage.
Article 2361: Effects of the mortgage on the acquirer of the asset
(1)He who acquires a mortgaged asset is liable with that asset for all mortgage debts. The
acquirer of the mortgaged asset shall enjoy and, as the case may be, be bound by all payment
terms from which the debtor of the mortgage obligation benefits or is also bound.
(2)If the acquirer of the mortgaged asset does not extinguish the mortgage claim, the creditor
may start the forced prosecution of the asset, according to the law.
Article 2362: Prior rights in rem of the acquiring third party
When the mortgage lender pursues and sells the property acquired by a third party from the
one who constituted the mortgage, the main rights in rem which the third party had over the
asset prior to the acquisition of the property are reborn with their original rightful rank or, as
the case may be, by re-registration in the land register.
Article 2363: Setback of the acquirer who paid the liability
The acquiring third party who has paid the mortgage debt or who has incurred enforcement
may turn against the person from whom he received the property in order to be compensated,
under the terms of the common law.
Article 2364: Preservation of personal action
The provisions of this Section shall not preclude the mortgage lender's right to pursue the
person held in person for payment of the claim or to trace the proceeds of the mortgaged asset
where permitted by law.
SUBSECTION 4:Conventional mortgages
Article 2365: Right to mortgage
The conventional mortgage may be constituted only by the holder of the right to be
mortgaged and who has the capacity to dispose of it.
Article 2366: The founder of the mortgage
The conventional mortgage may be constituted by the debtor of the secured obligation or by a
third party.
Article 2367: Mortgage of a voidable or conditional right
He who has on the property a right voidable or affected by a condition can only consent to a
mortgage subject to the same nullity or condition.
Article 2368: Mortgage on a universality of assets
The conventional mortgage on a universality of movable or immovable property, present or
future, tangible or intangible may be accepted only in respect of assets assigned to the activity
of an undertaking.
Article 2369: Obligations guaranteed
The conventional mortgage can guarantee the fulfilment of obligations of any kind.
Article 2370: Future or possible obligations
When guaranteeing fulfilment of a future obligation, the mortgage acquires rank from the
moment it is entered in the publicity registers.
Article 2371: Security lodged in advance
(1)If it is set up to guarantee the payment of a sum of money, the mortgage is valid, even if,
at the time of its establishment, the debtor did not receive or received only in part the benefit
in consideration of which the mortgage constituted it.
(2)If, however, the creditor refuses to give the amounts that he has undertaken to make
available and for the consideration of which the mortgage was constituted, the debtor may
obtain the reduction or cancellation of the mortgage, at the expense of the creditor, by paying
him the amounts then due. However, the creditor owes damages.
Article 2372: Content of the mortgage contract
(1)The conventional mortgage is valid only if the amount for which it is constituted can
reasonably be determined on the basis of the mortgage deed.
(2)Under penalty of nullity, the mortgage contract must identify the settlor and the mortgage
creditor, show the cause of the secured obligation and make a sufficiently precise description
of the mortgaged asset.
(3)The stipulation that the mortgage bears on all of the debtor's assets or on all of the debtor's
present and future assets does not constitute a sufficiently precise description within the
meaning of paragraph 2.
Article 2373: Rights of the author
The one who constituted the mortgage is free to use, manage and dispose of the encumbered
asset, but with the duty not to harm the rights of the mortgage creditor.
Article 2374: The duties of the person who constituted the mortgage
The establishment may not destroy or damage the encumbered asset, nor may it substantially
diminish its value unless such destruction, deterioration or reduction of value occurs in the
course of normal use of the asset or in the event of necessity.
Article 2375: Damages
The creditor may claim, within the limit of his mortgage claim, damages for damages
suffered by the destruction, deterioration or decrease of the value of the encumbered asset,
even when his claim is not liquid or due. Damages thus paid to the creditor shall be charged
against the mortgage claim.
Article 2376: Inalienability clause
The disposition acts on the mortgaged asset are valid even if the acquirer of the asset knows
the stipulation in the mortgage contract prohibiting the transfer or declares that this transfer is
equivalent to the failure to fulfil the secured obligation.
 SECTION 2:Real estate mortgage
SUBSECTION 1:Establishment of the real estate mortgage
Article 2377: Registration in the land register
(1)The mortgage on an immovable property is constituted by registration in the Land
Register.
(2)The mortgage on a universality of assets does not encumber the immovable property
included therein only from the moment of the registration of the mortgage in the Land
Register in respect of each of the real estates.
Article 2378: Form of the contract
(1)The mortgage contract is concluded in authentic form by the notary public, under penalty
of absolute nullity.
(2)The mortgage on the assets of a legal person may be consented by virtue of the powers
conferred following the deliberations or powers of attorney drawn up under private signature,
in accordance with the rules of the articles of incorporation regarding the representation.
Article 2379: Object of the real estate mortgage
(1)You can mortgage:
a)buildings with their accessories;
b)the usufruct of these buildings and the accessories;
c)shares-parts of the right over real estate;
d)the right superficies.
(2)The mortgage that bears on the present and future rents or leases produced by a building,
as well as on the allowances paid under insurance contracts with regard to the payment of
these rents or leases, is subject to the rules of real estate advertising.
Article 2380: Mortgage on a future construction
The mortgage on future constructions cannot be tabulated, but only provisionally entered in
the land register, according to the law.
Article 2381: Registration of the mortgage
The mortgage can be registered either only on one real estate in its entirety, or only on the
share-parts of the right over the real estate.
Article 2382: Extension of the mortgage on improvements
The mortgage extends, without any other formality, to the constructions, improvements and
accessories of the real estate, even if they are subsequent to the establishment of the
mortgage.
Article 2383: Extension of the mortgage on the fruits of the real estate
(1)The mortgage extends to the natural and industrial fruits of the mortgaged real estate
produced after noting the start of the forced prosecution or, as the case may be, after noting
the opening of the insolvency procedure.
(2)The mortgage right extends from the same date to the rents and leases of the leased real
estate. This right is enforceable against the tenants only from the moment of the notification
of the commencement of the forced prosecution, respectively of the communication of the
notification of the opening of the insolvency proceedings, unless they were known by another
way.
(3)The documents concluded by the owner regarding the incomes not due or their pursuit by
other creditors are not enforceable against the mortgage creditor after noting the
commencement of the forced prosecution, unless these documents were noted in the land
register before noting the start of the forced prosecution.
SUBSECTION 2:Rights and obligations of the parties
Article 2384: Inalienability clauses
(1)The disposition documents on the mortgaged real estate are valid even if the person who
acquired the property knows the stipulation of the mortgage contract that prohibits such acts
or declares that their conclusion is equivalent to the failure to fulfill the obligation.
(2)Clauses which require the debtor to pay in advance and immediately upon request the
secured obligation or to pay any other obligation by the fact that another security is lodged in
respect of the same asset shall be deemed to be unwritten.
Article 2385: Antihreza
The clause by which the mortgage lender is authorized, until the date of commencement of
enforcement, to possess the mortgaged property or to appropriate its fruits or income shall be
considered unwritten.
SUBSECTION 3:Legal mortgages
Article 2386: Claims benefiting from a legal mortgage
In addition to other cases provided by law, they benefit from a legal mortgage:
1.the seller, on the immovable property sold, for the price due; this provision shall also
apply in the case of exchange with a spear or of the payment by a spear for the benefit of
the alienator, for the payment of the spear due;
2.the purchaser promissor for non-execution of the promise to contract having as object a
building registered in the land register, on the respective building, for the restitution of
the amounts paid to his account;
3.the one who has borrowed a sum of money for the acquisition of a real estate, on the
real estate thus acquired, for the repayment of the loan;
4.the one who disposed of a real estate in exchange for maintenance, over the alienated
real estate, for the payment of the cash annuity corresponding to the unexecuted
maintenance; the property right of the maintenance debtor shall be entered in the Land
Register only with this mortgage, the provisions of Article 2.249 being applied
accordingly;
5.the co-owners, for the payment of the spears or of the price owed by the co-owner of
the auctioneer of the building or for the guarantee of the claim resulting from the eviction,
on the real estates that have returned to the co-owner held by such an obligation;
6.architects and entrepreneurs who have agreed with the owner to build, rebuild or repair
a building on the building, in order to guarantee the amounts owed to them, but only
within the limit of the achieved value increase;
 7.the legatees with a particular title, on the real estates from the inheritance due to the one
obliged to execute the legatee, for its payment.
SECTION 3:Security mortgage
SUBSECTION 1:General provisions
SUBSECTION 11:Establishment of the mortgage
Article 2387: Establishment and effectiveness of the mortgage
The security mortgage is constituted by the conclusion of the mortgage contract, but it takes
effect from the date on which the obligation guaranteed at birth, and the founder acquires
rights over the mortgaged movable property.
Article 2388: Form of the mortgage contract
The contract by which a security mortgage is constituted shall be concluded in authentic form
or under private signature, under penalty of absolute nullity.
Article 2389: Object of the security mortgage
You can mortgage:
a)financial claims arising from the sale contract, the lease contract or any other act concluded
in respect of an asset, those resulting from an insurance contract, those arising in
consideration of assuming an obligation or establishing a guarantee, using a credit or debit
card or winning a prize in a lottery or other gambling organized under the law;
b)claims established by registered securities, on order or bearer;
c)bank accounts;
d)shares, securities and other financial instruments;
e)intellectual property rights and any other intangible property;
f)oil, natural gas and other mineral resources to be extracted;
g)livestock;
h)the harvests to be harvested;
i)the forests to be cut down;
j)tangible goods covered by a lease agreement, which are held for sale, rental or supply under
a service contract, which are supplied under a service contract, as well as raw materials and
materials intended to be consumed or processed in the operation of an undertaking, products
in the course of manufacture and finished products;
k)equipment, installations and any other goods intended to serve in a sustainable manner the
operation of an undertaking;
l)any other movable, tangible or intangible property.
Article 2390: Mortgage of financial instruments
(1)The mortgage on financial instruments shall be constituted in accordance with the rules of
the market on which they are traded.
(2)The mortgage on the shares or shares of a company is constituted according to the rules
established by special law.
Article 2391: Description of the mortgaged asset
(1)The mortgage contract must contain a sufficiently precise description of the property
encumbered.
(2)The description shall be sufficiently precise, even if the property is not individualised, in
so far as it reasonably permits identification.
(3)The description may be made by drawing up a list of mortgaged movable property, by
determining the category to which they belong, by indicating the quantity, by establishing a
formula for determination and by any other means which reasonably allows the identification
of the mortgaged movable asset.
(4)When the mortgage carries on a universality, the contract must describe its nature and
content.
(5)The stipulation that the mortgage encumbers all or all of the present and future movable
property of the constituent shall not constitute a sufficiently precise description within the
meaning of paragraph 1.
(6)If the mortgage carries on a bank account, it must be distinguished separately in the
mortgage contract.
Article 2392: Extension of the mortgage on products
(1)The mortgage extends to the fruits and productions of the mortgaged movable asset, as
well as to all the assets received by the settlor following an act of administration or
disposition concluded with regard to the mortgaged movable asset.
(2)Any asset which replaces it or in which its value passes shall also be considered to be a
product of the mortgaged movable asset.
Article 2393: Disposal of the mortgaged asset
(1)He who acquires an asset in the ordinary course of business of an enterprise which
disposes of assets of the same kind acquires the asset free of the mortgages set up by the
alienator, even if the mortgage is perfect and the acquirer is aware of its existence.
(2)In this case, the mortgage is displaced on the price or other assets resulting from the
disposal of the mortgaged asset.
SUBSECTION 12:Rights and obligations of the parties
Article 2394: Right of inspection
The mortgage lender has the right to inspect the mortgaged asset. But he owes it not to
himself not to hinder the activity of the one who owns the mortgaged asset.
Article 2395: Right to reap the fruits of the mortgaged asset
The provision by which the mortgage lender reserves the right to appropriate the products of
the mortgaged asset on behalf of the claim is valid only if it establishes in detail the
conditions and the proportion in which the claim secured by the exercise of that right is to be
reduced.
Article 2396: Anticipated chargeability
(1)The mortgage lender has the right to consider the secured claim due and to execute the
mortgage if he finds that there is no proper maintenance of the mortgaged asset or other facts,
attributable to the debtor, such as to make it difficult or impossible to execute the mortgage,
as those facts are determined by the mortgage contract.
(2)The creditor may exercise the right provided for in paragraph 1 only if he has reasonable
grounds for believing that the mortgaged asset is in the process of being jeopardised or that
enforcement of the obligation is likely to be impeded.
(3)Clauses which require the debtor to pay in advance and immediately upon request the
secured obligation or to pay any other obligation by the fact that another security is lodged in
respect of the same asset shall be deemed to be unwritten.
Article 2397: Statements on the mortgage
(1)The settlor has the right to address to the mortgagee a written request requesting
him to:
a)to issue a statement of the remaining amount of the mortgage-backed claim;
b)to confirm or, where appropriate, to rectify the list of assets which, in the debtor's opinion,
are the subject of the mortgage;
c)to confirm or, as the case may be, to rectify the amount of the claim which, in the debtor's
opinion, is still secured by mortgage on a certain date.
(2)The creditor shall be obliged to communicate to the debtor, within 15 days of receipt
of the application referred to in paragraph 1, as the case may be:
a)a written statement indicating the amount remaining to be secured by the mortgage;
b)confirmation or rectification of the debtor's declaration regarding the encumbered assets
and the remaining amount;
c)a statement that he is no longer the holder of the mortgage, indicating at the same time the
name and address of his successor in title.
(3)The debtor is entitled to obtain such a declaration free of charge every 6 months.
(4)The creditor may ask the debtor for reimbursement of the reasonable costs incurred in
issuing the declaration of a claim in addition to that provided for in paragraph 3.
SUBSECTION 2:Mortgages on claims
SUBSECTION 21:Common provisions
Article 2398: Object of the mortgage
The mortgage may concern either one or more claims or a universality of claims.
Article 2399: The extent of the mortgage on a universality of claims
The mortgage on a universality of claims does not include claims arising from the disposal of
the debtor's assets as a result of the exercise of the rights of a third party, nor claims arising
from insurance contracts concluded by the debtor in respect of his assets.
Article 2400: Notification of the debtor of the mortgaged claim
(1)The mortgage lender may not demand payment until he/she informs his/her debtor in
writing of the existence of the mortgage, the mortgaged claim, the amount due, the place and
method of payment.
(2)The acceptance of the mortgage by the debtor of the mortgaged claim, made by written
deed, produces the same effects.
Article 2401: Payment of the claim encumbered by the mortgage
(1)The debtor may be released only by paying the mortgage lender in the manner indicated in
the communication.
(2)However, the debtor of the claim affected by the mortgage may pay the settlor if the
mortgage lender fails to provide him with proof of the mortgage within 15 days of the date on
which he was requested in writing.
(3)The proof of the mortgage can be made either with the certified copy of the mortgage
contract or with a copy of the mortgage advice.
Article 2402: Mortgage of a mortgage-backed claim
The mortgage bearing on a claim that is in turn secured by a movable or immovable mortgage
must be entered in the archive. Also, the creditor in whose favour the claim was mortgaged
must send to the debtor of this claim a copy of the mortgage advice.
SUBSECTION 22:Rights and obligations of the parties
Article 2403: Actions against the debtor of the encumbered claim
Both the settlor of the mortgage and the mortgage lender may bring actions against the debtor
of the claim that is the subject of the mortgage, but with the duty to bring the other in
question.
Article 2404: Rights of the mortgage lender
The mortgage lender may, at the maturity of the mortgaged claim, collect the capital, interest
and other amounts it produces and shall issue to the debtor of the claim affected by the
mortgage the receipt for the amounts received. A copy of this receipt will be sent to the
mortgage's founder.
Article 2405: Apportionment of amounts collected
In the absence of any provision to the contrary, the creditor shall impute the amounts levied
on his claim, even if not due, in accordance with the rules laid down for the imputation of
payments.
Article 2406: Collection of amounts by the one who constituted the mortgage
(1)By the instrument of incorporation of the mortgage, the mortgage creditor may consent to
the person who constituted the mortgage to collect, at maturity, the capital, interest and other
amounts due under the mortgaged claim.
(2)The mortgage lender may withdraw this consent at any time, with the duty to notify in
writing the person who constituted the mortgage and the debtor of the mortgaged claim.
Article 2407: Tracking unpaid amounts
The mortgage lender is not itself required to recover in court the amounts unpaid by the
debtor of the mortgaged claim. However, it is his duty to inform immediately the person who
constituted the mortgage of any irregularities in the payment of the amounts owed by the
debtor of the mortgaged claim.
Article 2408: Submit the difference
The mortgage lender is obliged to remit to his debtor amounts collected in excess of the
amount of the capital of the mortgaged claim, interest and expenses. Any provision to the
contrary shall be deemed unwritten.
SUBSECTION 3:Making of security mortgages
Article 2409: Perfect security mortgages
(1)The mortgage is perfect when it takes effect according to the provisions of Article 2.387,
and the formalities required by law for its advertising have been fulfilled.
(2)The advertising of security mortgages shall be ensured by their entry in the archive, unless
otherwise provided by law.
(3)The perfect mortgage is enforceable against the other creditors of the settlor, those who
subsequently acquire rights over the mortgaged asset, as well as all other persons.
Article 2410: Advertising of the mortgage on the accounts
(1)The disclosure of the mortgage on accounts opened with a credit institution shall be
effected by entering the mortgage in the archive or may be satisfied by control of the account.
(2)A mortgage lender acquires control of an account if:
a)the mortgage lender is the very credit institution with which the account is opened;
b)the settlor, the credit institution and the mortgage lender agree in writing that the credit
institution, without seeking the consent of the founder of the mortgage, shall follow the
instructions by which the creditor disposes of the amounts in the account; or
c)the mortgage lender becomes the holder of the account.
(3)A mortgage creditor who fulfils the conditions laid down in paragraph 2 shall have control
over the account even if the person who set up the mortgage retains the right to dispose of the
amounts in the account.
Article 2411: Advertising of the mortgage on financial instruments
The disclosure of the mortgage on financial instruments which, in accordance with the rules
of the market on which they are dealt in, may be transferred by mere entry in the books
serving it shall be carried out in accordance with the rules applicable to that market.
Article 2412: Preservation of the rank of the mortgage
(1)If the description of the encumbered asset that was initially registered with the archive
does not cover the type of resulting products, the mortgage does not retain its rank over these
products unless the creditor enters with the archive an amending advice within 15 days from
the date on which the founder of the mortgage obtained those products.
(2)Where the products of the mortgaged asset are sums of money the origin of which can be
established, the mortgage retains its rank over them, without the need to register an amending
advice.
SUBSECTION 4:Registration of security mortgages
Article 2413: Electronic Archive for Security Interests in Movable Property
(1)The registration of transactions regarding securities mortgages, of operations assimilated
to them, as well as of other rights provided by law shall be made only in the Electronic
Archive for Security Interests in Movable Property, unless otherwise provided by law.
(2)The organization and operation of the archive shall be governed by special law.
Article 2414: Validity of the mortgage
Registration in the archive does not give validity to a mortgage struck by nullity.
Article 2415: Effect of enrollment
A creditor who enters a mortgage on an asset shall be presumed to have knowledge of the
existence of all the mortgages which have been entered before in respect of the same asset.
Evidence to the contrary is not admissible.
Article 2416: Inconsistencies between the advice and the mortgage contract
If there are discrepancies between the information contained in the advice form and that
contained in the mortgage contract, the information contained in the advice form shall prevail
in the relations between third parties and between third parties and between third parties.
Article 2417: Notification of registration
The mortgage lender is obliged to communicate to the settlor a copy of the mortgage advice
within 24 hours of its registration.
Article 2418: Domicile of the parties
(1)In carrying out the rights and obligations of the parties to a mortgage contract towards
third parties, they are considered to have the domicile indicated in the mortgage advice. All
communications sent under the mortgage contract to the address mentioned in the advice
form are valid and take effect.
(2)The party who changes residence must communicate the change to the other party and
enter it in the archive.
Article 2419: Obligation to deregister
No later than 10 days after the date on which the secured obligation was paid, the mortgage
lender is obliged to ask the operator of the archive to deregister the mortgage. The mortgage
lender who fails to request the deregistration of the mortgage is liable for direct or indirect
damage caused to the debtor and the author of the mortgage. In this case, the value of the
damages to be paid cannot be less than the equivalent in LEI of the amount of EUR 500.
SECTION 4:Contest between mortgage lenders
Article 2420: Contest of security mortgages
(1)The rank of perfect mortgages is determined according to the order of registration or
completion of mortgages, with the exceptions provided by law.
(2)The perfect mortgage is always preferred to mortgages that have not been perfected.
Article 2421: Real estate mortgage contest
The rank of real estate mortgages is determined by the order of registration of applications for
registration in the land register.
Article 2422: Contest of security mortgages with real estate mortgages
Where the same asset is encumbered by both security mortgages and mortgages, preference
shall be given to creditors whose mortgage was previously made public in the relevant
publicity registers. However, the real estate mortgage registered on the same day as a security
mortgage will be preferred to the latter.
Article 2423: The contest between the registered mortgages and the pledge
The creditor whose mortgage is entered in the archive is preferred to the collateral creditor,
even if he obtained the detention of the mortgaged asset prior to the registration of the
mortgage.
Article 2424: Contest between general mortgages and special mortgages
Between a mortgage on a universality of movable property and a mortgage on certain
movable property, priority is given to that of them which was first registered or perfected.
Article 2425: Privileged security mortgages
(1)The mortgage set up in favour of the seller of an asset or of the lender who granted the
loan for the purchase of the asset shall take precedence over a previous mortgage if, before
the debtor obtains possession of the mortgaged asset, the advice has been entered in the
archive and the seller or, as the case may be, the creditor notifies the previous mortgage
creditor in writing of the sale and of the registration of the mortgage.
(2)The mortgage on the harvest or on the products to be obtained by its capitalization, set up
in order to obtain the amounts necessary to produce the harvest, as well as the mortgage
constituted during the plant growth period or during a period of 6 months before the harvest
are preferred from the moment of their registration in the archive to any other mortgage.
(3)A mortgage on livestock or their products, set up for the purpose of securing funds to
enable the person who has set up the mortgage to purchase the fodder, medicines or
hormones necessary for the feeding or treatment of animals, shall take precedence over any
other mortgage constituted on the same asset or its products, other than the seller's mortgage
of fodder, medicines or hormones.
Article 2426: Mortgage on accounts
The mortgage of the creditor who has control of an account is preferred to the mortgage of a
creditor who does not have control over it.
Article 2427: Assignment of the mortgage. Change of rank
(1)The mortgage lender may assign to an unsecured creditor the mortgage of his mortgage
claim. Mortgage lenders may also agree to change the rank of their mortgages, provided that
they are noted in the respective advertising register.
(2)If there are other securities or rights the holders of which have not consented to the
exchange between the mortgages whose rank is changed, the agreement may be opposed only
to the extent that the security the rank of which was assigned was enforced against them.
(3)In all cases, the assignment of the rank shall be made within the limit of the mortgage
claim whose rank has been assigned, and the exchange of the rank shall be made within the
limit of the mortgage claim having the preferred rank.
(4)If the mortgaged asset is sold at auction, the creditor who acquired the rank of a claim
under condition will be able to waive the benefit of the change of rank, the conditional
mortgage claim resuming its assigned rank.
SECTION 5:Extinguishment of mortgages
Article 2428: Extinguishment of mortgages
(1)The real estate mortgage is extinguished by deregistration from the land register or by the
total destruction of the property.
(2)The security mortgage is extinguished and the real estate mortgage may be
deregistered for one of the following reasons:
a)extinguishment of the principal obligation by any of the ways provided by law;
b)failure to perform the event on which the birth of the guaranteed obligation depends or the
fulfillment of the event on which its extinguishment depends;
c)failure to meet the event on which the birth of the mortgage depends or the fulfillment of
the event on which its extinguishment depends;
d)the creditor's acquisition of the encumbered asset;
e)the creditor's express or tacit waiver of the mortgage;
f)in any other cases provided for by law.
(3)However, in the cases referred to in paragraph 2 (a) and (b), the mortgage shall not lapse if
the parties agree that it will be used to secure another specified or determinable obligation,
without prejudice, however, to rights previously acquired by other persons.
CHAPTER IV:Execution of the mortgage
SECTION 1:General provisions
Article 2429: Enforcement of mortgages
If the debtor does not voluntarily perform his obligation, the creditor may pursue the
mortgaged asset, in accordance with the provisions of this Chapter.
Article 2430: Conditions of enforcement
The enforcement of the mortgage may be carried out only by virtue of an enforceable title
and for a certain, liquid and due claim.
Article 2431: Enforceable titles
Validly concluded mortgage contracts are, according to the law, enforceable titles.
Article 2432: Other ways of carrying out the claim
The provisions of this Chapter shall be without prejudice to the creditor's right to realise his
claim by way of a personal action or to request that any measures necessary for the
enforcement of the mortgage be taken, in accordance with the Code of Civil Procedure.
Article 2433: Prohibition of the commissary pact
Any clause according to which, in order to guarantee the performance of his debtor's
obligation, the creditor reserves the right to become the irrevocable owner of the asset or to
dispose of it without the formalities required by law shall be deemed to be unwritten.
Article 2434: Discussion of movable property
A lower-ranking mortgage lender may oppose the pursuit of the movable property which is
specifically mortgaged to him if sufficient movable property is left mortgaged in favour of
the senior creditor for the same debt, and may request prior discussion in compliance with the
formalities laid down in Article 2.295. If the application is granted, the pursuit of the
mortgaged asset is suspended.
SECTION 2:Enforcement of the security mortgage
SUBSECTION 1:Enforcement of the mortgage on movable tangible property
SUBSECTION 11:Dispossession of the debtor
Article 2435: Creditor's rights
In the event of non-performance, the creditor shall be entitled, at his choice:
a)to sell the mortgaged asset under the conditions of Article 2.445-2.459;
b)to acquire the property in order to settle the mortgage claim under the conditions of Article
2.460-2.463;
c)to take over the asset for management purposes under the conditions of Article 2.468-2.473.
Article 2436: Tracking the accessories of a building
Where the mortgage bears on movable property accessory to immovable property, the
mortgage lender may rely, in respect of them, on the rights recognised in this section, unless
it has begun prosecution in accordance with the rules established for the enforcement of
mortgages in immovable property.
Article 2437: Separation of accessories of an immovable property
(1)Where the holder of a mortgage constituted on movable property ancillary to an
immovable property is preferred to the holders of other rights in rem in respect of that
immovable property, he may, in the event of non-performance by the debtor, separate the two
assets.
(2)In this case, the mortgage creditor is obliged to compensate the holders of rights in rem in
the real estate, with the exception of the settlor, for the expenses necessary to repair the
damage caused by the separation of the two assets.
(3)The creditor is not obliged to compensate for the decrease in the value of the immovable
property as a result of the removal of the mortgaged asset or the need to replace it.
(4)Those entitled to compensation may refuse to separate the property as long as the
mortgage lender does not provide sufficient security for the payment of compensation.
(5)The provisions of this Article shall not apply to ordinary building materials which are
incorporated into a building.
Article 2438: Right to take over the goods
The mortgage lender shall have the right to:
a)to take over the mortgaged assets, with all their accessories;
b)without moving them, take the necessary measures to ensure that equipment and other such
goods can no longer be used and subsequently dispose of them in accordance with the
provisions of Article 2.447.
Article 2439: Taking over the asset
The creditor may take over the mortgaged asset by his own means or with the help of an
enforcement body.
Article 2440: Taking over the asset by own means
(1)Where the security mortgage contract expressly permits it, the creditor may take over the
movable property, as well as the titles and documents establishing the property right of the
constituent over the asset, by his own means, after prior notification through the bailiff.
(2)However, the creditor may not disturb the peace and public order or resort, directly or
indirectly, to coercion, even if his act would not constitute a criminal offence. Any provision
limiting this obligation shall be deemed unwritten.
Article 2441: Transfer of the mortgaged asset
(1)He who owns the movable property shall be liable to hand it over to the mortgage lender,
who pursues the property in accordance with the procedure laid down in this Chapter. He
may, however, refuse surrender if the creditor does not prove his right to take over the
property.
(2)With the exception of the senior mortgage lender who has also commenced enforcement,
no other creditor may require the creditor who took over the property to remit it to him.
Article 2442: Forced taking over of the asset
(1)The creditor may seek the assistance of the bailiff to take over the property.
(2)The creditor's request shall be accompanied by a copy of the guarantee contract, a
description of the asset to be taken over and, if applicable, a certified copy of the mortgage's
entry in the archive.
(3)At the request of the bailiff, the agents of the public force are obliged to provide all the
support for taking over the property.
Article 2443: Bailiff's obligations
(1)Within 48 hours of receipt of the application, the bailiff goes to the place where the
mortgaged asset is located, picks it up and immediately hands it over to the creditor.
(2)The bailiff draws up a report, in two copies, one of which is kept in the enforcement file
and the other is communicated to the debtor under the terms of the Code of Civil Procedure.
(3)The creditor advances the costs and bears the risks of transport and storage of the asset.
(4)If it is necessary to resort to coercion, the bailiff is obliged to return within the same day,
accompanied by agents of the public force, in order to take over the property assigned to the
guarantee. It is not necessary to produce a judgment or other document from the
administrative authorities.
Article 2444: Creditor's rights and obligations
The creditor who owns the mortgaged asset shall have the rights and obligations of one
manager of another's property empowered with simple administration, the provisions of
Articles 795 to 799 being applied accordingly.
SUBSECTION 12:Sale of the mortgaged asset
Article 2445: Sale of mortgaged assets
(1)The mortgage lender may apply to the court for a declaration of enforceability of the
security mortgage by selling the mortgaged movable property. To the application for consent,
documents certifying the existence of the mortgage claim and the security mortgage shall be
attached, together with the proof of the conclusion of the mortgage. The court will consider
the existence of the legally concluded claim and mortgage and will approve the sale, with the
summoning of the interested parties. The introduction of the application for a declaration of
enforceability of the security mortgage by the sale of the mortgaged movable asset interrupts
the prescription of the right of action regarding the obtaining of the forced execution.
(2)The mortgage lender may sell the mortgaged movable property in the state in which it is
located or after taking commercially reasonable measures to capitalize on it.
(3)The creditor may sell the mortgaged movable property by public auction or by direct
negotiation, through one or more contracts, in bulk or separately, at any time or place, on
reasonable commercial terms.
(4)The parties may agree, through the mortgage contract, the manner of capitalization of the
encumbered assets.
(5)In all cases, the sale must be carried out in a commercially reasonable manner as regards
the method, timing, place, conditions and all other aspects of it.
Article 2446: Commercially reasonable sale
(1)The sale of goods is commercially reasonable if:
a)in the manner in which goods of the same kind are normally disposed of on an organised
market;
b)at the price fixed on an organized market valid at the time of sale;
c)in accordance with reasonable commercial practices followed by those who habitually sell
goods of the same kind.
d)in accordance with the rules laid down in the mortgage contract, where there is no
organised market for the mortgaged asset or where there are no standardised commercial
practices.
(2)Under the conditions set out in paragraph 1, the mere fact that a higher price could be
obtained if the sale had taken place at another time or by a method other than that chosen by
the creditor does not render the sale unconcerned to be regarded as commercially reasonable.
Article 2447: Sale of the asset in the debtor's possession
(1)The creditor may sell the mortgaged asset, even if it is in the debtor's possession.
(2)The buyer has the right to take possession of the asset, under the conditions of article
2.435-2.444.
Article 2448: Purchase by the lender
(1)A mortgage lender may purchase the property only:
a)in a public auction;
b)by direct sale, but only if goods of the same kind are normally sold on a regulated market.
(2)In such cases, the creditor may lodge the claim on behalf of the price.
Article 2449: Notification of sale
(1)If he wishes to sell the property in accordance with the procedure laid down in this section,
the creditor shall be required to communicate to the persons referred to in Article 2.450 a
notice of enforcement and to enter a notice of enforcement with the archive.
(2)Both the service of the service and the entry of the execution advice must be made at least
15 days before the date set for sale.
(3)Failure to comply with these formalities shall render the sale null and void.
(4)The provisions of this Article shall not apply where the goods which are the subject of
pursuit are subject to rapid destruction, deterioration or devaluation or are normally sold on
an organised market.
Article 2450: Addressees of the notification
The creditor must address the notification:
a)the debtor of the obligation secured by the mortgage, his/her guarantors and co-debtors;
b)the settlor or, where appropriate, his successors in title;
c)all mortgage creditors whose mortgages have become effective by entering in the archive a
notice identifying the encumbered asset and which, at the time of notification, is entered in
the name of the debtor;
d)to all persons from whom it has received notification of the existence of a right or claim in
respect of the mortgaged asset, as well as to those from whom the asset has been raised or
where it is located, if known;
e)all mortgage and privileged creditors whose collateral has become enforceable by some
other means, under the law, if the mortgage lender is aware of their identity and address.
Article 2451: Content of the notification
The notification of sale shall clearly indicate:
a)the settlor and the mortgage lender;
b)the goods being prosecuted;
c)the amount for which the tracking is started;
d)the method by which the realisation of the asset will be carried out;
e)the date, time and place at which the public auction will take place, as well as the starting
price of the auction or, as the case may be, the date and time from which the creditor will
dispose of the property.
Article 2452: Opposition to enforcement
(1)Within 15 days from the notification of the notification or, as the case may be, from the
entry of the execution advice in the archive, those interested or aggrieved by enforcement
may lodge an objection to enforcement.
(2)The opposition shall de jure suspend the sale procedure until the final settlement of the
case. The mortgage lender who has not yet taken over the property will also be able to do so
during the opposition trial.
(3)The court will decide on the opposition within 5 days. The court's decision can only be
appealed against within 5 days of service. In case of rejection of the opposition, the appeal
does not stop the creditor from proceeding to the capitalization of the asset. The appeal shall
be resolved urgently according to the rules of the presidential ordinance.
(4)The court may order the cessation of enforcement initiated by the creditor, if the debtor
has paid, as well as the return of the property by the creditor. If the court finds that the sale
would be made in violation of the provisions of this section, it shall establish the appropriate
conditions and rules and shall approve the realisation of the property.
Article 2453: Payment of the mortgage claim
At any time until the sale of the asset by the creditor, the debtor and any interested person
may enforce the obligation, while paying the reasonable costs incurred in taking over and
selling the asset. In this case, the creditor is obliged to accept payment, to immediately cease
any enforcement measure and to return the property to the debtor.
Article 2454: Execution preference
(1)The top-ranking mortgage lender is preferred to creditors of the lower rank with regard to
the exercise of the right to enforce the mortgage and may, as long as the asset has not been
sold, continue the enforcement commenced or start a new enforcement.
(2)He may, however, be required to reimburse the costs incurred by a creditor of a lower rank
if, having been notified of the enforcement of the mortgage, he fails to invoke the priority of
his rights within a reasonable time.
Article 2455: Buyer's acquisition of the work
(1)Sale of the asset under the procedure laid down in this Chapter:
a)transfers to the purchaser all the rights which the constituent has over the asset;
b)extinguish the mortgage by virtue of which the sale took place;
c)extinguish all other mortgages and privileges, unless otherwise provided by law.
(2)The titles or deeds establishing the property right of the issuer over the asset, the mortgage
contract, together with the mention of the extinguishment of the security to the archive shall
prove the property right of the acquirer.
Article 2456: Personal obligation of the debtor
The debtor remains personally liable for the part of the claim that is not covered by the price
obtained from the sale.
Article 2457: Sale of property which does not belong to the debtor
(1)The lender must return to the landlord either the thing or the sale price, as soon as he has
learned that the debtor is not the owner of the mortgaged asset.
(2)If the creditor is not aware of this circumstance until the price has been distributed, he
shall be exempted from all liability if he has returned to the debtor what remains of the sale of
the asset.
Article 2458: Location of the asset after sale
(1)It may be agreed that, after the sale, the settlor shall use the property as lessee.
(2)The right of the settlor will be enforceable against any acquirer of the asset if he has been
registered with the archive or if he has been known by him otherwise.
Article 2459: Distribution of realized amounts
(1)After deducting the reasonable costs incurred by the creditor with the taking over,
preservation, taking measures for the realisation of the asset and with the sale, the creditor
distributes the amounts of money made from the enforcement to the privileged and
mortgaged creditors, according to the order of preference, even if they would have claims
affected by a suspensive term or by a resolutory condition. With regard to these amounts, the
creditor has the rights and obligations of one administrator of the assets of another
empowered with simple administration, the provisions of Articles 795 to 799 being applied
accordingly.
(2)The remaining available amount is handed over to the debtor within 3 days from the
receipt of the amounts resulting from the realisation of the asset. If the payment cannot take
place, the amount will be deposited into a bank account, and the debtor will be notified about
it by the creditor.
(3)The creditor shall immediately draw up a report on the release or distribution of the
amount resulting from enforcement. It will be immediately communicated to the borrower,
the settlor and the other privileged and mortgaged creditors and will be registered with the
archive.
(4)Any agreement between the creditor and the debtor determining another purpose of the
sums resulting from enforcement shall be deemed to be unwritten.
SUBSECTION 13:Taking over the mortgaged asset on behalf of the claim
Article 2460: Taking over the mortgaged asset on behalf of the claim
(1)The creditor may appropriate the mortgaged asset for the settlement of the claim, unless
otherwise provided by law, the settlor consents to it, and the persons referred to in Article
2.450 do not object.
(2)The consent of the settlor to the takeover of the asset by the creditor in the account of the
claim must be expressed in writing and be subsequent to the non-execution.
Article 2461: Notification of the takeover bid on behalf of the claim
The creditor who wishes to take over the mortgaged asset for the settlement of his claim shall
enter in the archive a takeover advice on behalf of the claim and shall notify this offer to the
persons referred to in Article 2.450.
Article 2462: Opposition to the taking over of the claim
(1)Opposition to the taking over of the asset on behalf of the claim made by the persons
referred to in Article 2.450 shall take effect only if it is communicated to the creditor within
15 days of notification.
(2)The provisions of Article 2.452 shall apply accordingly.
Article 2463: Effects of the takeover on behalf of the claim
(1)Takeover of the asset by the creditor on behalf of the claim:
a)extinguishes the mortgage claim;
b)transfers to the creditor all the rights which the constituent has over the asset;
c)extinguish all mortgages and lower-ranking privileges.
(2)The mortgage contract together with the notification of takeover in the account of the
claim take the place of the property title.
SUBSECTION 2:Enforcement of the mortgage on representative securities
Article 2464: Mortgage on representative securities
(1)Where the mortgage relates to representative securities relating to movable property,
including deposit receipts and warrants, the creditor shall be entitled to sell the property and
distribute the price, in accordance with the provisions of this Section.
(2)He who has a mortgage on negotiable securities has the right to execute the mortgage
against gyraters and avalists.
SUBSECTION 3:Enforcement of the mortgage on claims
Article 2465: Mortgage on claims
(1)The mortgage of a claim confers on the creditor, when the conditions for initiating
enforcement are met, the right to take over the debt instrument, to demand and obtain
payment or, at his choice, to sell the claim and to appropriate the price, all within the limit of
the sum guaranteed.
(2)With regard to the sale referred to in paragraph 1, the provisions relating to the assignment
of the claim shall apply accordingly.
Article 2466: Mortgage on accounts
(1)Where the mortgage bearing an account is drawn up in accordance with the provisions of
Article 2.410(2)(a), the creditor may set off the credit balance of the account against the
mortgage claim.
(2)Where the mortgage bearing an account is drawn up in accordance with the provisions of
Article 2.410(2)(b) or (c), the mortgage lender may order the bank to release the balance of
the account for his benefit.
Article 2467: Conduct of the creditor
In all cases, the creditor must act in a commercially reasonable manner.
SUBSECTION 4:Taking over the asset for the purpose of administration
Article 2468: Conditions
(1)The creditor who has a mortgage on the assets of an enterprise may take over the
mortgaged assets for administration if he notifies his decision to the persons referred to in
Article 2.450 and enters in the archive an enforcement advice, the provisions of Article
2.449-2.451 being applied accordingly.
(2)The goods shall be taken over temporarily, at the latest until the debt for which the
security has been lodged has been satisfied.
Article 2469: Administrator
The creditor or another person appointed by the creditor or, as the case may be, by the court
may be the administrator.
Article 2470: Obligations of the administrator
The creditor or the person entrusted with the administration of the property shall be the
manager of another's property entrusted with full administration, the provisions of Articles
800 and 801 being applied accordingly.
Article 2471: Preservation of the rights of the lessee
The taking over of the asset in full administration may not affect the rights previously
acquired by the lessee.
Article 2472: Cessation of administration
The administration of the asset ceases if the creditor has covered his claim, including
damages and costs related to enforcement, if he has made a notification by which he chooses
another method of enforcement, as well as in other cases provided for by law. The declaration
of bankruptcy of the person against whom the security is against is lodged shall not lead to
the cessation of administration.
Article 2473: Creditor's obligations upon cessation of administration
(1)Upon termination of the administration, the creditor is obliged to account and, if he has not
opted for another method of enforcement, to return the assets of the person against whom
enforcement was made.
(2)The creditor who has thus covered his claim, compensation and enforcement costs shall be
obliged to hand over to the person against whom the security and the excess assets obtained
by administration have been enforced.
 SUBSECTION 5:Penalties
Article 2474: Violation of the rules regarding the taking over of the asset
(1)The creditor who violates the rules for taking over the mortgaged asset is liable for the
damages caused.
(2)He is also obliged to return the property and pay to the person against whom he started
pursuing a third of the value of these assets.
Article 2475: Violation of the rules regarding the execution of the mortgage
(1)The creditor who violates the rules established by this section for the realisation of the
mortgaged asset is liable for the damages caused.
(2)The creditor is also liable to pay to the person against whom the pursuit has started a third
of the value of the assets prosecuted at the time of sale.
(3)If the difference between the value of the mortgaged asset and the price achieved by
enforcement is greater than the amount referred to in paragraph 2, the creditor shall be
obliged to pay that difference.
(4)By paying these amounts, the creditor can withhold the sale price. However, he loses the
part of the mortgage claim that remained uncovered after the pursuit of the property.
Article 2476: Determination of the value of the asset
(1)In order to determine the value of the asset in the case provided for in Article 2.475(3), the
creditor and the settlor shall appoint one expert evaluator each.
(2)If the difference between the values thus established is less than one-fifth, the value of the
asset shall be considered to be the arithmetic mean of the two values.
(3)If the difference is more than one fifth, the assessors shall appoint a third expert. The value
of the asset is considered to be the arithmetic mean of the two closest valuations.
Article 2477: Infringement of the rules on price distribution
The creditor who violates the rules established by this section for the distribution of the price
is liable for the damage caused to the other creditors under the common law.
SECTION 3:Enforcement of real estate mortgages
Article 2478: Discussion of mortgaged assets
The creditor may at the same time pursue the sale of immovable property which is not
mortgaged unless the assets which are mortgaged to him are not sufficient to pay his claim.
Article 2479: Applicable rules
The forced prosecution is carried out in compliance with the provisions of the Code of Civil
Procedure.
CHAPTER V:Pledge
SECTION 1:Constitution of the pledge
Article 2480: Object of the pledge
The pledge may relate to movable tangible property or negotiable securities issued in
materialized form.
Article 2481: Constitution of the pledge
(1)The pledge is constituted by the delivery of the asset or title to the creditor or, as the case
may be, by its keeping by the creditor, with the debtor's consent, for the purpose of
guaranteeing the claim.
(2)The pledge on negotiable securities shall be constituted, in the case of registered or bearer
securities, by their delivery, and in the case of promissory notes, by their endorsement, for
guarantee purposes.
Article 2482: Advertising of pledge
(1)The publicity of the pledge of tangible movable property is carried out either by
dispossessing the debtor or by registering the pledge in the archive.
(2)The publicity of the pledge on the amounts of money is carried out only by holding them.
(3)The pledge on negotiable securities shall be drawn up by the handing over or, as the case
may be, by the endorsement of the securities.
Article 2483: Possession of the property by the creditor
The holding of the asset by the pledged creditor must be public and unequivocal. When the
appearance is created against third parties that the debtor owns the property, the pledge
cannot be opposed to them.
Article 2484: Possession through a third party
The creditor may, with the consent of his debtor, exercise detention through a third party, but
the holding exercised by him does not ensure the effectiveness of the pledge until he has
received the document ascertaining the pledge.
Article 2485: Conservation of the pledge
(1)The pledge exists only as long as the creditor owns the pledged property or, as the case
may be, as long as the endorsement of the title to the order is valid.
(2)However, the pledge shall not lapse when:
a)the creditor no longer owns the asset, without his will, by the deed of another person;
b)the creditor has temporarily remitted the property to the debtor or to a third party in order to
evaluate, repair, transform or improve it;
c)the creditor has remitted the property to another creditor of his debtor in the course of
enforcement proceedings.
Article 2486: Return of the property to the creditor
Subject to the rules on the acquisition of ownership of movable property through bona fide
possession, the lien creditor may request the return of the property from the person who owns
it, unless the asset has been taken over by a senior mortgage lender or the takeover has
occurred in the context of enforcement proceedings.
SECTION 2:Rights and obligations of the pledged creditor
Article 2487: Rights and obligations of the pledged creditor
The lien creditor has the rights and obligations of one administrator of another's property
entrusted with simple administration. The provisions of Articles 795 to 799 shall apply
accordingly.
Article 2488: Fruits of the pledged good
In the absence of any stipulation to the contrary, the creditor hands over the natural and
industrial fruits to the debtor. He imputes the civil fruits first to the expenditures made, then
to the interest and, finally, to the capital.
Article 2489: Redemption of participating securities
In the event of the repurchase of shares or other participating securities in the share capital of
a company, the creditor shall be entitled to charge the price paid in accordance with the rules
laid down in Article 2.488.
Article 2490: The destruction of the good
The creditor is not liable for the destruction of the asset when it is due to force majeure, age
or the normal and authorized use of the asset.
Article 2491: Conservation costs
The debtor is obliged to reimburse to the creditor the costs incurred in preserving the asset.
Article 2492: Return of the asset to the debtor
(1)The debtor may claim the return of the asset only after he has fulfilled the obligation,
unless the creditor misuses or preserves the property.
(2)The pledge shall lapse when the creditor is obliged to return the property pursuant to a
judgment given under paragraph 1.
Article 2493: Indivisibility of the pledge
(1)The pledge carries on all encumbered assets until the guaranteed obligation is fully
extinguished.
(2)The debtor's heir, by paying his part of the debt, may not claim his or her share of the
encumbered property as long as the obligation is not extinguished in full.
(3)The heir of the pledged creditor, receiving the part of the debt that belongs to him, cannot
remit the encumbered asset to the detriment of the other heirs who have not been paid.
Article 2494: Application of mortgage rules
The provisions relating to the advertising, priority, enforcement and extinguishment of
security mortgages shall apply accordingly.
CHAPTER VI:Retention of title
Article 2495: Notion
(1)He who is liable to remit or return an asset may withhold it as long as the creditor has not
fulfilled his obligation arising from the same legal relationship or, as the case may be, as long
as the creditor does not compensate him for the necessary and useful expenses he has made
for that asset or for the damage caused to him by the asset.
(2)The law may establish other situations in which a person can exercise a right of retention.
Article 2496: Exceptions
(1)The right of retention may not be exercised if the possession of the asset is derived from
an unlawful act, is abusive or unlawful or if the asset is not susceptible to forced prosecution.
(2)The right of retention may be invoked by the holder of bad faith only in the specific cases
provided by the law.
Article 2497: Duties of the person exercising the right of retention
A person exercising a right of retention shall have the rights and obligations of one
administrator of the property of another person empowered to administer it simply, the
provisions of Articles 795 to 799 being applied accordingly.
Article 2498: Enforceability of the right of retention
(1)The right of retention may be invoked against third parties without any publicity
formalities.
(2)However, the one who exercises a right of retention cannot oppose the forced prosecution
initiated by another creditor, but he has the right to participate in the distribution of the price
of the asset, according to the law.
Article 2499: Extinguishment of the right of retention
(1)The right of retention shall lapse if the party concerned records the amount claimed or
offers the retainer a sufficient security.
(2)Involuntary dispossession of good does not extinguish the right of retention. The person
exercising this right may request the return of the property, subject to the rules applicable to
the extinctive prescription of the main action and the acquisition of movable property by the
bona fide possessor.
BOOK VI:About the extinctive prescription, revocation and calculation of deadlines*)
*) The transitional and implementing provisions of Book VI are contained in Article 201-205
of Law no. 71/2011.

TITLE I:Extinctive prescription

CHAPTER I:General provisions
Article 2500: Subject matter of the extinctive prescription
(1)The substantive right of action, hereinafter referred to as the right of action, is
extinguished by prescription, if it has not been exercised within the time limit set by law.
(2)For the purposes of this Title, a right of action shall mean the right to compel a person, by
means of public force, to perform a particular performance, to comply with a particular legal
situation or to bear any other civil penalty, as the case may be.
Article 2501: Prescriptibility of the right of action
(1)Rights of action having a property object are subject to extinctive prescription, unless
otherwise provided by law.
(2)Also, in the specific cases provided by law, other rights of action are subject to extinctive
prescription, regardless of their subject matter.
Article 2502: Imprescriptibility of the right of action. Cases
(1)The right of action is imprescriptible in the cases provided by law, as well as whenever, by
the nature or object of the subjective protected right, its exercise cannot be limited in time.
(2)Except in the cases provided for in paragraph 1, the rights relating to:
1.action for the defence of a non-patrimonial right, unless otherwise provided by law;
2.action for a declaration of the existence or non-existence of a right;
3.an action for a declaration of absolute nullity of a legal act;
 4.the action for a declaration of absolute nullity of the certificate of inheritance, if its
object is either the establishment of the successional estate or the division of the
inheritance, under the condition of accepting the inheritance within the term provided by
law.
Article 2503: Limitation of the right of action on ancillary rights
(1)With the extinction of the right of action regarding a main right of action, the right of
action regarding the accessory rights is also extinguished, unless otherwise provided by law.
(2)Where a debtor is bound for successive benefits, the right of action in respect of each of
these benefits shall be extinguished by a special limitation period, even if the debtor
continues to perform one or other of the benefits due.
(3)The provisions of paragraph 2 shall not apply where successive benefits form, by their
purpose, as a result of the law or the Convention, a whole.
Article 2504: Limitation of the right of action in respect of the secured claim
(1)The limitation of the right of action in respect of the principal claim shall not entail the
extinguishment of the right to the mortgage action. In the latter case, subject to the
prescription of the right to obtain enforcement, the mortgage creditor will be able to pursue at
any time, under the law, the mortgaged movable or immovable property, but only within the
limit of the value of these assets.
(2)The provisions of paragraph 1 shall not apply to the limitation of the right of action for the
payment of interest and other accessories of the mortgage claim which, apart from capital,
can no longer be covered after the expiry of the prescription for the enforcement of the
encumbered asset.
Article 2505: Compensation and retention
Limitation shall not prevent the settlement by offsetting of mutual claims or the exercise of
the right of retention, if the right of action was not time-barred at the time when the set-off or
the right of retention, as the case may be, could have been opposed.
Article 2506: Effects of a Fulfilled Prescription
(1)Prescription does not operate by right.
(2)After the expiry of the limitation period, the obligated person may refuse to perform the
benefit.
(3)He who voluntarily performed the obligation after the limitation period has expired is not
entitled to claim reimbursement of the benefit, even if at the time of enforcement he did not
know that the limitation period had expired.
(4)The recognition of the right, made by a written deed, as well as the provision of guarantees
for the benefit of the holder of the right whose action is prescriptible, shall be valid, even if
the person who made them did not know that the limitation period had expired. In these
cases, the rules of waiver of prescription apply.
Article 2507: Waiver of prescription
The prescription may not be waived as long as it has not begun to run, but the expiry of the
time limit fulfilled, as well as the benefit of the time limit elapsed for the prescription started
and not fulfilled, may be waived.
Article 2508: Types of prescription waiver
(1)Waiving the prescription is express or tacit.
(2)Tacit renunciation must be undoubted. It can only result from unequivocal manifestations.
Article 2509: Persons who cannot waive the prescription
He who lacks the ability to dispose of or, as the case may be, to bind himself may not waive
the prescription.
Article 2510: Effects of waiving prescription
(1)After giving up, a new prescription of the same kind begins to run.
(2)If the person entitled waives the benefit of the time limit which has elapsed up to that date,
the provisions relating to the interruption of the limitation period by recognition of the right
shall apply.
Article 2511: Extent of prescription waiver
The waiver takes effect only with respect to the one who did it. It may not be invoked against
joint co-debtors or an indivisible obligation, or against the guarantors.
Article 2512: Reliance on the limitation period by the interested party
(1)The limitation period may be opposed only by the one for whose benefit it flows,
personally or through a representative, and without having been required to produce any
contrary title or to have been in good faith.
(2)The competent judicial body may not enforce the limitation period of its own motion.
(3)The provisions of this Article shall apply even if it would be in the interest of the State or
its administrative-territorial units to invoke the limitation period.
Article 2513: Time to which prescription may be invoked
The limitation period may be opposed only at first instance, by way of defence, or, in the
absence of such a statement, at the latest at the first hearing at which the parties are duly
summoned.
Article 2514: Invocation of prescription by other persons
The co-debtors of a joint or indivisible obligation and the guarantors may invoke the
prescription, even if one of the debtors has neglected to do so or has waived it. Likewise may
the creditors of the party concerned, as well as any other interested person, do so.
Article 2515: The rules applicable to the extinctive prescription
(1)The extinctive prescription is regulated by law.
(2)Any clause by which either directly or indirectly an action would be declared
imprescriptible is prohibited, although, according to the law, it is prescriptible, or vice versa,
an action declared by law imprescriptible would be considered prescriptible.
(3)However, within the limits and conditions provided by law, the parties that have full legal
capacity to exercise may, by express agreement, modify the duration of the limitation periods
or modify the course of the limitation period by fixing the beginning of it or by modifying the
legal causes of its suspension or interruption, as the case may be.
(4)Limitation periods may be shortened or increased, by express agreement of the parties,
without, however, their new duration being less than one year and not more than 10 years,
except for limitation periods of 10 years or longer, which may be extended up to 20 years.
(5)The provisions of paragraphs 3 and 4 shall not apply to rights of action which the parties
may not have at their disposal, nor to shares derived from contracts of accession, insurance
and those subject to consumer protection law.
(6)Any agreement or clause contrary to the provisions of this Article shall be null and void.
Article 2516: Scope of application
(1)The provisions of this Title shall constitute the common law in the field of extinctive
prescription.
(2)The limitation of the right to obtain the forced execution of a court or arbitral award or of
another enforceable title is subject to the provisions of the Code of Civil Procedure, unless
the latter would be unyielding.
CHAPTER II:Time limit for extinctive prescription
Article 2517: General term of 3 years
The limitation period is 3 years, unless the law provides for another term.
Article 2518: Limitation period of 10 years. Cases
The right of action in respect of:
1.rights in rem that are not declared imprescriptible by law or are not subject to another
limitation period;
2.compensation for the non-material or material damage caused to a person by torture or
acts of barbarism or, as the case may be, of that caused by violence or sexual assaults
committed against a minor or on a person unable to defend himself or to express his will;
3.compensation for damage to the environment.
Article 2519: Limitation period of 2 years
(1)The right of action based on an insurance or reinsurance relationship shall be time-barred
within 2 years.
(2)Also, the right of action regarding the payment of remuneration due to intermediaries for
services provided under the intermediation contract is prescribed within 2 years.
Article 2520: Limitation period of one year. Cases
(1)The right of action shall be time-barred within one year in the case of:
1.public catering professionals or hoteliers, for the services they provide;
2.teachers, institutes, masters and artists, for the lessons given by the hour, day or month;
3.doctors, midwives, nurses and pharmacists, for visits, operations or medicines;
4.to retailers, for the payment of goods sold and supplies delivered;
5.craftsmen and artisans, for the payment of their labors;
6.lawyers, against clients, for the payment of fees and expenses. The limitation period
will be calculated from the day of the final stay of the decision or from that of
reconciliation of the parties or of the revocation of the mandate. In the case of unfinished
business, the limitation period is 3 years from the date of the last performed benefit;
7.notaries public and bailiffs, regarding the payment of the amounts owed to them for the
acts of their office. The limitation period shall be counted from the day on which these
sums became due;
 8.engineers, architects, surveyors, accountants and other self-employed, for the payment
of the amounts due to them. The term of prescription will be counted from the day when
the work was finished.
(2)In all cases, the continuation of lessons, services, supplies, acts or works does not interrupt
the prescription for the amounts due.
Article 2521: Limitation period of one year. Other cases
(1)It is prescribed by the expiry of a period of one year and the right of action regarding the
reimbursement of the amounts collected from the sale of tickets for a show that has never
taken place before.
(2)Also, unless otherwise provided by law, the right to action arising from a contract for the
transport of land, air or water goods, directed against the carrier, shall be prescribed by the
end of a period of one year.
(3)In the case referred to in paragraph 2, the limitation period shall be 3 years where the
contract of carriage has been concluded for successive performance or, as the case may be,
combined, with the same or different means of transport.
Article 2522: Reinstatement of the limitation period
(1)He who, for good reasons, has not exercised within the time limit the right of action
subject to prescription may apply to the competent court for the time limit to be reinstated
and for the case to be tried.
(2)Reinstatement of the time-limit may be ordered only if the party has exercised his right of
action before the expiry of a period of 30 days, counted from the day on which he knew or
should have known the cessation of the reasons justifying the exceeding of the limitation
period.
CHAPTER III:The course of the extinctive prescription
SECTION 1:The beginning of the extinctive prescription
Article 2523: The general rule
Limitation shall begin to run from the date when the right-holder of the right of action knew
or, according to the circumstances, should have known of his birth.
Article 2524: Right of action in performance of obligations to give or to do
(1)Unless otherwise provided by law, in the case of contractual obligations to give or to make
the limitation period, it starts to run from the date when the obligation became due and the
debtor thus had to execute it.
(2)If the right is affected by a standstill period, the limitation period shall begin to run from
the expiry of the time limit or, as the case may be, from the date of renouncement of the
benefit of the time limit fixed exclusively in favour of the creditor.
(3)If the right is affected by a suspensive condition, the limitation period shall begin to run
from the date on which the condition was fulfilled.
Article 2525: Right of action for the refund of benefits
The limitation of the right of action for the refund of benefits made pursuant to an act which
is voidable or abolished for termination or other cause of ineffectiveness shall begin to run
from the date on which the judgment abolishing the act became final or, as the case may be,
from the date on which the declaration of termination or termination became irrevocable.
Article 2526: Right of action for enforcement of successive benefits
In the case of successive benefits, the limitation of the right of action shall begin to run from
the date on which each benefit becomes due and, if the benefits form a whole, from the date
on which the last benefit becomes due.
*) In the interpretation and uniform application of the provisions of Article 2.526 of the Civil
Code, the act of control carried out by the Court of Accounts or by another body with control
powers, by which it was established the obligation of the employer to act for the recovery of a
damage produced by an employee or resulting from the payment to him of an undue amount
of money, does not mark the beginning of the extinctive limitation period of the action for the
engagement of the patrimonial liability of the employee.
Article 2527: Right of action in insurance matters
In the case of contractual insurance, the limitation period starts to run from the expiry of the
terms provided by law or established by the parties for the payment of the insurance
premium, respectively for the payment of the indemnity or, as the case may be, of the
compensations due by the insurer.
Article 2528: Right of action for compensation for damage caused by an unlawful act
(1)The limitation of the right of action for compensation for damage that was caused by an
unlawful act begins to run from the date when the injured person knew or should have known
both the damage and the person responsible for it.
(2)The provisions of paragraph 1 shall also apply accordingly in the case of a refund action
based on unjust enrichment, undue payment or business management.
Article 2529: Right of action for the annulment of a legal act
(1)The limitation of the right to an action for annulment of a legal act begins to run:
a)in case of violence, from the day it ceased;
b)in the case of deed, from the day it was discovered;
c)in case of error or in other cases of annulment, from the day when the person entitled, his
legal representative or the one called by law to approve or authorize his acts knew the cause
of the annulment, but not later than the fulfillment of 18 months from the day of the
conclusion of the legal act.
(2)In cases where relative nullity can be invoked by a third person, limitation shall begin to
run, unless otherwise provided by law, from the date on which the third party became aware
of the existence of the ground of invalidity.
Article 2530: Right of action for liability for apparent defects
(1)Unless otherwise provided by law, the limitation of the right of action arising from the
transmission of goods or the execution of works, with apparent defects, in cases where the
law or the contract obliges to guarantee and for such defects, begins to run from the date of
the final handing over or reception of the good or work or, as the case may be, from the date
of expiry of the period provided by law or established by the report establishing the defects,
for the removal by the debtor of the defects found.
(2)Paragraph 1 shall also apply in the event of a lack of agreed qualities or a lack of quantity,
but only if any of these shortcomings could be discovered, without special knowledge, by a
normal check.
Article 2531: Right of action for liability for hidden defects
(1)Unless otherwise provided by law, the limitation of the right of action for hidden
vices shall begin to run:
a)in the case of a transmitted good or of a work carried out, other than a construction, from
the end of one year from the date of the final handing over or acceptance of the good or work,
unless the defect has been discovered before, when the prescription will begin to run from the
date of discovery;
b)in the case of a building, from the 3rd anniversary of the date of handing over or the final
reception of the construction, unless the vice was discovered before, when the prescription
will begin to run from the date of discovery.
(2)For the execution of current works, the time limits referred to in paragraph 1 shall be one
month, in the case referred to in point (a), respectively 3 months, in the case referred to in
point (b).
(3)Paragraphs 1 and 2 shall also apply in the event of lack of agreed qualities or quantitative
gaps, but only if any of these shortcomings could not be discovered, without special
knowledge, by a normal check.
(4)The time limits provided for in this Article shall be guarantee periods within which defects
must, in all cases, arise.
(5)However, the provisions of this Article shall not affect any special statutory or
conventional guarantee periods.
(6)The provisions of this Article shall also apply accordingly to products for which a term of
validity has been laid down, as well as to supplies or works for which there is a guarantee
period for their proper functioning.
SECTION 2:Suspension of extinctive prescription
Article 2532: General cases of suspension of prescription
The limitation period shall not begin to run and, if it has begun to run, it shall be suspended:
1.between the spouses, how long the marriage lasts and they are not de facto separated;
2.between the parents, guardian or curator and those who lack capacity to exercise or with
limited capacity to exercise, or between the curators and those whom they represent, as
long as the protection lasts and the accounts have not been given and approved;
3.between any person who, under the law, a court decision or a legal act, administers the
property of others and those whose property is thus administered, as long as the
administration has not ceased and the accounts have not been given and approved;
4.in the case of a person who lacks legal capacity or has limited legal capacity, as long as
he has no legal representative or protector, unless there is a legal provision to the
contrary;
5.as long as the debtor deliberately hides from the creditor the existence of the debt or its
chargeability;
 6.throughout the negotiations conducted with the aim of amicably resolving the
disagreements between the parties, but only if they were held in the last 6 months before
the expiry of the limitation period;
7.if the person entitled to the action must or is able, according to the law or the contract,
to use a certain prior procedure, such as the administrative complaint, the attempt at
reconciliation or the like, as long as he did not know and did not have to know the
outcome of that procedure, but not more than 3 months after the initiation of the
procedure, if no other time limit has been set by law or contract;
8.if the right holder or the one who violated it is part of the Romanian armed forces, as
long as they are in a state of mobilization or war. Civilians who are in the armed forces
for reasons of service imposed by the needs of war are also considered;
9.if the person against whom the limitation period is flowing or would run is prevented by
force majeure from interrupting acts, as long as such obstruction has not ceased; force
majeure, when temporary, does not constitute a reason for suspension of prescription
unless it occurs in the last 6 months before the expiry of the limitation period;
10.in other cases provided for by law.
Article 2533: Suspension of prescription in matters relating to inheritance
(1)The limitation period does not run against the creditors of the deceased in respect of the
claims they have on the inheritance as long as it has not been accepted by the successors or,
in the absence of acceptance, as long as a curator has not been appointed to represent them.
(2)Nor does it flow against the heirs of the deceased as long as they have not accepted the
inheritance or a curator has not been appointed to represent them.
(3)Nor does the limitation period run against the heirs, in respect of the claims which they
have on the inheritance, from the date of acceptance of the inheritance until the date of its
liquidation.
Article 2534: Effects of suspension of prescription
(1)From the date when the cause of suspension has ceased, the prescription resumes its
course, counting for the expiry of the term and the time elapsed before the suspension.
(2)The limitation period shall not expire before the expiry of a period of 6 months from the
date when the suspension has ceased, except for prescriptions of 6 months or shorter, which
shall not be fulfilled until after the expiry of a period of one month from the end of the
suspension.
Article 2535: Benefit of the suspension of prescription
The suspension of the limitation period may be invoked only by the party who has been
prevented from interrupting acts, unless otherwise provided by law.
Article 2536: Extension of the suspensive effect
The suspension of the prescription against the principal debtor or the guarantor has an effect
on both of them.
SECTION 3:Interruption of the extinctive prescription
Article 2537: Cases of interruption of prescription
Prescription shall be interrupted:
 1.by a voluntary act of enforcement or by recognizing, in any other way, the right the
action of which is time-barred, made by the person for whose benefit the limitation period
runs;
2.by filing an application for summons or arbitration, by registering the claim with the
insolvency table within the insolvency procedure, by submitting the application for
intervention in the enforced prosecution initiated by other creditors or by invoking, by
way of exception, the right whose action is time-barred;
3.by being constituted as a civil party during the criminal investigation or before the court
until the beginning of the judicial investigation; if the damages are granted, according to
the law, ex officio, the initiation of criminal prosecution interrupts the course of
prescription, even if the constitution as a civil party has not taken place;
4.by any act by which the person for whose benefit the limitation period runs is put into
delay;
5.in other cases provided for by law.
Article 2538: Recognition of right
(1)Recognition can be done unilaterally or conventionally and can be express or tacit.
(2)Where recognition is tacit, it must result unequivocally from manifestations attesting to the
existence of the right of the person against whom the limitation period runs. Acts of tacit
recognition constitute the partial payment of the debt, the payment, in whole or in part, of the
interest or penalties, the request for a payment term and the like.
(3)He may also invoke tacit recognition and the person entitled to the refund of a benefit
made in performance of a legal act which has been abolished for invalidity, termination or
any other cause of ineffectiveness, provided that the determined individual property received
from the other party on the occasion of the execution of the defied act is not claimed by the
latter by way of actual or personal action.
Article 2539: Request for summons or arbitration
(1)In the cases provided for in article 2.537 points 2 and 3, the prescription is interrupted
even if the referral was made to a jurisdiction or criminal investigation body that is not
competent or even if it is void for lack of form.
(2)The limitation period shall not be interrupted if the person who made the application for
summons or arbitration or intervention in insolvency proceedings or foreclosure proceedings
has waived it, nor if the application has been rejected, annulled or has become obsolete by a
judgment that has become final. However, if the plaintiff, within 6 months from the date
when the judgment on rejection or annulment became final, makes a new application, the
limitation period is considered interrupted by the previous application for summons or
arbitration, provided, however, that the new application is granted.
(3)The limitation period is not interrupted even if the judicial or arbitral decision has lost its
enforceability by fulfilling the limitation period of the right to obtain forced execution. In this
case, however, if the right to obtain the defendant's order is imprescriptible or has not yet
been time-barred, a new request for summons or arbitration may be made, without being able
to oppose the exception of the authority of res judicata.
(4)The provisions of this Article shall also apply accordingly where the limitation period has
been interrupted by invoking, by way of exception, the right the action of which is time-
barred.
Article 2540: Formal notice
The prescription is interrupted by the formal notice of the person for whose benefit the
prescription flows only if it is followed by his summons to court within 6 months from the
date of the delay.
Article 2541: Effects of discontinuation of prescription
(1)The interruption deletes the prescription that began before the cause of the interruption
occurred.
(2)After the interruption a new prescription begins to run.
(3)If the interruption of the limitation period occurred through the recognition of the right by
the person for whose benefit it flowed, a new prescription of the same kind will begin to run.
(4)If the limitation period has been interrupted by an application for summons or arbitration,
the new prescription of the right to obtain enforcement will not begin to run as long as the
decision granting the action has not become final.
(5)If the interruption results from the intervention made in the insolvency procedure or the
forced prosecution, the limitation period will start to run again from the date on which there
is again the legal possibility of recovering the remaining uncovered claim.
(6)If the limitation period has been interrupted according to article 2.537 point 3, the
interruption shall operate until the communication of the order of closure of the file, of the
order suspending the criminal investigation or of the decision to suspend the trial or until the
final decision of the criminal court is issued. If compensation for the damage is granted,
according to the law, ex officio, the interruption operates until the date when the person
against whom the limitation period began to run knew or should have known the final
decision of the criminal court by which the compensation should have been established.
Article 2542: Benefit of discontinuation of prescription
(1)The effects of the interruption of the limitation period shall benefit the one from whom the
interruptive act emanates and may be opposed only to the one against whom such an act was
directed, unless otherwise provided by law.
(2)If the limitation period has been interrupted by the recognition of the right by the one for
whose benefit it was flowing, the effects of the interruption benefit the one against whom it
has flowed and can only be opposed to the author of the recognition.
Article 2543: Extension of the interruptive effect
The interruption of the limitation period against the principal debtor or against the guarantor
has an effect on both of them.
CHAPTER IV:Fulfillment of prescription
Article 2544: Calculation of prescription
The rate of prescription shall be calculated in accordance with the rules set out in Title III of
this Book, taking into account, where appropriate, the cases of suspension or interruption
provided for by law.
 TITLE II:General rules of limitation periods
Article 2545: Establishment of the limitation period
(1)By law or by the will of the parties, limitation periods may be established for the exercise
of a right or the commission of unilateral acts.
(2)Failure to exercise the subjective right within the established term entails its loss, and in
the case of unilateral acts, preventing, under the law, their commission.
Article 2546: Limit on the setting of limitation periods
The clause establishing a limitation period that would make it excessively difficult for the
party concerned to exercise the right or commit the act is null and void.
Article 2547: Application of the rules of the prescription
If it is not clear from the law or from the agreement of the parties that a certain period is for
revocation, the rules of prescription shall apply.
Article 2548: System of limitation periods
(1)The limitation periods are not subject to suspension and interruption, unless otherwise
provided by law.
(2)However, force majeure shall in all cases prevent the time limit from running and, if the
time limit has begun to run, it shall be suspended, the provisions of Article 2.534(1) being
applicable accordingly. However, the limitation period shall not be counted as expiry until 5
days after the date when the suspension has ceased.
(3)Also, where the realization of the right involves the exercise of a legal action, the time
limit shall be interrupted on the date of the application for summons or for arbitration or for
formal notice, as the case may be, the provisions concerning the interruption of the limitation
being applicable accordingly.
Article 2549: Waiving the benefit of disqualification
(1)Where the limitation period has been contractually established or established by a legal
provision protecting a private interest, the one in whose favour it was stipulated or
established may, after the expiry of the time limit, waive the benefit of the revocation. If the
waiver occurs before the expiry of the time limit, the rules concerning the interruption of the
limitation period by recognition of the right shall apply.
(2)However, the parties may not waive, either in advance or after the beginning of their
course, the limitation periods of public order, nor may they modify them, reducing them or
increasing them, as the case may be.
Article 2550: Invocation of decay
(1)The revocation may be opposed by the party concerned under article 2.513.
(2)The judicial body shall be obliged to invoke and apply ex officio the limitation period,
whether or not the person concerned calls it into question, unless it concerns a right freely
available to the parties.
TITLE III:Calculation of time limits
Article 2551: Applicable rules
The duration of time limits, irrespective of their nature and source, shall be calculated in
accordance with the rules laid down in this Title.
Article 2552: Time limit fixed for weeks, months or years
(1)Where the time limit is fixed for weeks, months or years, it shall expire on the
corresponding day of the last week or month or of the last year.
(2)If the last month does not have a day corresponding to that on which the time limit began
to run, the time limit expires on the last day of that month.
(3)The middle of the month is counted as the fifteenth day.
(4)If the time limit is set for one and a half months or several and a half months, the 15 days
shall be counted at the end of the time limit.
Article 2553: Time limit set for days
(1)Where the time limit is fixed by day, the first and last days of the time limit shall not be
taken into account.
(2)The deadline will end at 24.00 on the last day.
(3)However, if it is an act to be performed in a job, the time limit will expire at the time when
the normal working hours cease. The provisions of Article 2.556 shall remain applicable.
Article 2554: Extension of time limit
If the last day of the time limit is a non-working day, the time limit shall be deemed to have
expired at the end of the first following working day.
Article 2555: Time limit set per hour
Where the time limit is determined by hour, the first and last hours of the time limit shall not
be taken into account.
Article 2556: Presumption of timely performance of acts
Acts of any kind shall be deemed to have been effected within the time limit if the documents
establishing them have been handed over to the post office or by telegraph at the latest on the
last day of the time limit, by the time when the office normally ceases to be employed.
BOOK VII:Provisions of private international law*)
*) The transitional and implementing provisions of Book VII are contained in Articles 207
and 208 of Law no. 71/2011.

TITLE I:General provisions

Article 2557: Subject matter of the rules
(1)This Charter contains rules for determining the law applicable to a relationship of private
international law.
(2)For the purposes of this book, relations of private international law are civil, commercial
relations, as well as other relations of private law with a foreign element.
(3)The provisions of this book are applicable to the extent that the international conventions
Romania is a party to, the law of the European Union or the provisions of the special laws do
not establish another regulation.
Article 2558: Qualification
(1)When the determination of the applicable law depends on the qualification to be given to
an institution of law or a legal relationship, the legal qualification established by the law of
the Romanian shall be taken into account.
(2)In the case of resubmission, the qualification is made according to the foreign law that
referred back to the law Romanian.
(3)The movable or immovable nature of the property shall be determined according to the
law of the place where they are located or, as the case may be, are situated.
(4)If the law Romanian does not know a foreign legal institution or knows it under a different
name or content, the legal qualification made by the foreign law may be taken into account.
(5)However, where the parties have themselves determined the meaning of the concepts in a
legal act, the qualification of these notions is made according to the will of the parties.
Article 2559: Renvoi
(1)Foreign law contains the provisions of substantive law, including the conflict rules, unless
otherwise provided.
(2)If the foreign law refers back to Romanian law or to the law of another state, the law
Romanian applies, unless expressly provided otherwise.
(3)By way of exception to the provisions of paragraph (1), the foreign law does not include
its conflicting norms if the parties have chosen the foreign law applicable, in the case of the
foreign law applicable to the form of legal acts and non-contractual obligations, as well as in
other special cases provided by the international conventions romania is a party to, by the law
of the European Union or by the law.
Article 2560: Plurigislative systems
If the foreign law belongs to a state in which several legislative systems coexist, the law of
that state determines the applicable legal provisions and, failing that, the legislative system
within that state which has the closest links with the legal relationship applies.
Article 2561: Reciprocity
(1)The application of foreign law is independent of the condition of reciprocity.
(2)The special provisions requiring the condition of reciprocity in certain matters shall remain
applicable. The fulfilment of the condition of factual reciprocity is presumed until the
contrary proof is established by the Ministry of Justice and Citizens' Freedoms, in
consultation with the Ministry of Foreign Affairs.
Article 2562: Content of foreign law
(1)The content of the foreign law shall be established by the court by attestations obtained
from the state bodies that have edicted it, by the opinion of an expert or by another
appropriate way.
(2)The party invoking a foreign law may be obliged to provide proof of its content.
(3)In case of impossibility to establish, within a reasonable time, the content of the foreign
law, the law Romanian shall apply.
Article 2563: Interpretation and application of foreign law
The foreign law shall be interpreted and applied according to the rules of interpretation and
application existing in the legal system to which it belongs.
Article 2564: Removal of foreign law enforcement
(1)The application of the foreign law is removed if it violates the public order of Romanian
private international law or if the respective foreign law has become competent by defrauding
the Romanian law. In case of removal of foreign law, the law of the Romanian applies.
(2)The application of foreign law violates the public order of Romanian private international
law to the extent that it would lead to a result incompatible with the fundamental principles of
Romanian law or european Union law and with fundamental human rights.
Article 2565: Exceptional removal of the applicable law
(1)Exceptionally, the application of the law determined according to this book may be
removed if, due to the circumstances of the case, the legal relationship has a very distant
connection with this law. In this case, the law with which the legal relationship has the closest
links applies.
(2)The provisions of paragraph 1 shall not apply to the laws on the civil status or capacity of
the person, as well as where the parties have chosen the applicable law.
Article 2566: Immediate application rules
(1)The mandatory provisions provided by the law Romanian for the regulation of a legal
relationship with a foreign element are applied as a priority. In this case, the provisions of this
book on the determination of the applicable law are not affected.
(2)The mandatory provisions laid down by the law of another state for the regulation of a
legal relationship with a foreign element may also be directly applied if the legal relationship
is closely connected with the law of that state and the legitimate interests of the parties
require it. In this case, the subject matter and purpose of these provisions and the
consequences arising from their application or non-application shall be taken into account.
Article 2567: Recognition of rights won
The rights won in a foreign country are respected in Romania, unless they are contrary to
public order in romanian private international law.
Article 2568: National law
(1)National law shall be the law of the State of which the natural person is a national or,
where appropriate, the law of the State of which the legal person is a national.
(2)If the person has more than one nationality, the law of the State of which he is a national
and to which he is most closely linked applies, in particular by his habitual residence.
(3)In the case of a person who has no nationality, the reference to the national law is
understood to be made to the law of the state of his or her habitual residence.
(4)The provisions of paragraph (3) are also applicable in the case of refugees, according to
the special provisions and international conventions to which Romania is a party.
Article 2569: Determination and probation of citizenship
The determination and proof of citizenship shall be made in accordance with the law of the
state whose nationality is invoked.
Article 2570: Determination and sample of habitual residence
(1)For the purposes of this Book, the natural person's habitual residence is in the State where
the person has his or her main residence, even if he or she has not completed the legal
formalities for registration. The habitual residence of a natural person acting in the course of
his professional activity is the place where that person has his main establishment.
(2)In determining the main dwelling, account shall be taken of those personal and
professional circumstances which indicate lasting links with the state concerned or the
intention to establish such links.
(3)The habitual residence of the legal person is in the State in which it has its main
establishment.
(4)The main establishment of a legal person is the place where it has established its central
administration.
(5)Proof of habitual residence may be furnished by any means of proof.
Article 2571: Nationality of the legal person
(1)The legal person shall have the nationality of the State in whose territory it has established,
according to the articles of incorporation, its registered office.
(2)If there are offices in several states, the decisive factor in identifying the nationality of the
legal person is the real headquarters.
(3)The actual establishment shall mean the location of the principal centre of management
and management of the statutory business, even if the decisions of that body are adopted in
accordance with the directives transmitted by shareholders or members of other States.
(4)However, if the foreign law thus determined refers back to the law of the State in
accordance with which the legal person was constituted, the law of the latter State shall
apply.
TITLE II:Conflicts of laws
CHAPTER I:People
SECTION 1:Person
Article 2572: Law applicable to civil status and capacity
(1)The civil status and capacity of the natural person shall be governed by his national law,
unless otherwise provided for in special provisions.
(2)Special incapacity relating to a particular legal relationship shall be subject to the law
applicable to that legal relationship.
Article 2573: The beginning and cessation of personality
The beginning and cessation of personality are determined by the national law of each
person.
Article 2574: Judicial declaration of death
The declaration of death, the determination of death and presumed date of death, as well as
the presumption that the missing person is alive are governed by the last national law of the
missing person. If this law cannot be identified, the law of the Romanian applies.
Article 2575: Acquisition of majority
The change in the national law of the person shall be without prejudice to the majority
acquired according to the law applicable at the time of acquisition.
Article 2576: Name
(1)The person's name is governed by his national law.
(2)However, the determination of the child's name at birth is governed, at his choice, either
by the law of the state of common nationality of both the parents and the child, or by the law
of the state where the child was born and has been living since birth.
(3)The protection against the acts of violation of the right to name, committed in Romania, is
ensured according to the Romanian law.
Article 2577: Rights inherent in the human being
The existence and content of the rights inherent in the human being are subject to the national
law of the natural person.
Article 2578: Law applicable to the protection of the major
(1)Measures to protect a person with full legal capacity shall be subject to the law of the State
where he or she has his or her habitual residence on the date of the establishment of the
guardianship or on the date of taking another protection measure.
(2)Exceptionally, to the extent necessary for the protection of the natural person, the
competent authority may apply or take into account the law of another State with which the
legal situation has the closest links.
(3)The law provided for in paragraph (1) also governs the existence, extent,
modification and extinguishment of the power of representation entrusted by the person
with full capacity to exercise, for the situation in which he will not be able to take care
of his interests. However, it may choose one of the following laws:
a)national law;
b)the law of a previous habitual residence;
c)the law of the state where the assets are located, as regards the measures of protection with
regard to property.
(4)The measures to be taken with regard to the protected person or his assets are subject to
the law of the state whose authorities direct and supervise the exercise of protection by those
entitled to it.
Article 2579: Protection of third parties
(1)A person who, under national law, lacks capacity or has limited capacity to exercise may
not oppose this ground of invalidity to the person who, in good faith at the time of the
conclusion of the act and in accordance with the law of the place where the act was
concluded, considered it to be fully capable. This rule shall not apply to legal acts relating to
the family, inheritance and rights in rem in respect of immovable property situated in a State
other than that of the place where the act is concluded.
(2)Also, the lack of the capacity of representative, established according to the law applicable
to the protection of the natural person, cannot be opposed to the third party who in good faith
trusted in this capacity, according to the law of the place where the act was drawn up, if the
act was concluded between the present and on the territory of the same state.
SECTION 2:Legal person
Article 2580: Law applicable to organic status
(1)The organic status of the legal person is governed by its national law.
(2)The organic status of the branch established by the legal person in another country is
subject to its national law.
(3)The organic status of the subsidiary shall be subject to the law of the State in whose
territory it has established its own registered office, independently of the law applicable to the
legal person which established it.
Article 2581: Scope of national law
The law on the organic status of the legal entity governs in particular:
a)its capacity;
b)the way of acquiring and losing the quality of associate;
c)the rights and obligations arising from the capacity of associate;
d)the method of election, competences and functioning of the management bodies of the legal
entity;
e)its representation through its own bodies;
f)the liability of the legal entity and its bodies towards third parties;
g)modification of the instruments of incorporation;
h)dissolution and liquidation of the legal entity.
Article 2582: Recognition of foreign legal persons
(1)Foreign legal entities with a profit purpose, validly established in the state of their
nationality, are recognized by full right in Romania.
(2)Foreign non-profit legal entities may be recognized in Romania, based on the prior
approval of the Government, by court decision, under the condition of reciprocity, if they are
validly constituted in the state of their nationality, and the statutory goals they pursue do not
contravene the social and economic order in Romania.
(3)The recognition decision shall be published in the Official Gazette of Romania and in a
central newspaper and shall be subject to appeal within 60 days from the date of the last
publication.
(4)The appeal may be exercised by any interested person for failure to comply with any of the
conditions set out in paragraph 2.
Article 2583: Effects of recognition of foreign legal entities
(1)A foreign legal person which is recognised shall enjoy all the rights arising from the law of
its organic status, apart from those which the State making recognition refuses by its legal
provisions.
(2)The foreign legal entity recognized in Romania carries out its activity on the territory of
the country under the conditions established by the law Romanian regarding the exercise of
economic, social, cultural or other activities.
Article 2584: Law applicable to the merger of legal persons
The merger of legal persons of different nationalities may be carried out if all the conditions
laid down by the national laws applicable to their organic status are met.
CHAPTER II:Family
SECTION 1:Marriage
SUBSECTION 1:Conclusion of marriage
Article 2585: Law applicable to the promise of marriage
(1)The substantive conditions required for the conclusion of the promise of marriage are
determined by the national law of each of the future spouses at the time of the conclusion of
the promise.
(2)The effects of the promise of marriage, as well as the consequences of its violation are
governed by one of the following laws, in order:
a)the law of the joint habitual residence of the future spouses at the time of the marriage
promise;
b)the common national law of the future spouses, where they are not habitually resident in the
same State;
c)the law Romanian, in the absence of the common national law.
Article 2586: Law applicable to the substantive conditions of marriage
(1)The substantive conditions required for the conclusion of the marriage are determined by
the national law of each of the future spouses at the time of the celebration of the marriage.
(2)If one of the foreign laws thus determined provides for an impediment to marriage which,
according to Romanian law, is incompatible with the freedom to enter into a marriage, that
impediment will be removed as unenforceable if one of the future spouses is a Romanian
citizen and the marriage is concluded on the territory of Romania.
Article 2587: Law applicable to marriage formalities
(1)The form of the conclusion of the marriage is subject to the law of the state in which it is
celebrated.
(2)The marriage that ends before the diplomatic agent or consular officer of Romania in the
state where he is accredited is subject to the formalities provided by the law of Romanian.
Article 2588: Law applicable to the nullity of marriage
(1)The law governing the legal requirements for the conclusion of marriage applies to the
nullity of the marriage and the effects of that nullity.
(2)The nullity of a marriage concluded abroad in violation of the formal conditions may be
admitted in Romania only if the penalty of nullity is also provided for in the law Romanian.
SUBSECTION 2:Effects of marriage
Article 2589: Law applicable to the general effects of marriage
(1)The general effects of marriage are subject to the law of the joint habitual residence of the
spouses, and failing that, to the law of joint citizenship of the spouses. In the absence of
common nationality, the law of the state in whose territory the marriage was celebrated
applies.
(2)The law determined according to paragraph (1) applies both to the personal effects and to
the property effects of the marriage which this law governs and from which the spouses may
not derogate, regardless of the matrimonial property regime of their choice.
(3)By way of exception from the provisions of paragraph (2), the rights of the spouses over
the family home, as well as the regime of some legal acts over this dwelling are subject to the
law of the place where it is located.
Article 2590: Law applicable to the matrimonial property regime
(1)The law applicable to the matrimonial property regime is the law chosen by the spouses.
(2)They can choose:
a)the law of the State in which one of them has his or her habitual residence at the time of
election;
b)the law of the state of which any of them is a national at the time of election;
c)the law of the state where they establish their first common habitual residence after the
celebration of the marriage.
Article 2591: Convention on the choice of law applicable to the matrimonial property
regime
(1)The choice of law agreement applicable to the matrimonial property regime may be
concluded either before the celebration of the marriage, or at the time of the conclusion of the
marriage, or during the marriage.
(2)The formal requirements of the choice-of-law agreement are those laid down either by the
law chosen to govern the matrimonial property regime or by the law of the place where the
choice agreement is concluded. In all cases, the choice of the applicable law must be express
and established by a document signed and dated by the spouses or undoubtedly result from
the clauses of a marriage contract. Where the law of the Romanian is applicable, the formal
requirements laid down by it for the validity of the marriage contract must be respected.
(3)The spouses may at any time choose another law applicable to the matrimonial property
regime, subject to the conditions set out in paragraph 2. The new law takes effect only for the
future, unless the spouses have otherwise ordered, and cannot, under any circumstances,
prejudice the rights of third parties.
Article 2592: Objective determination of the law applicable to the matrimonial property
regime
If the spouses have not chosen the law applicable to their matrimonial property regime, it is
subject to the law applicable to the general effects of the marriage.
Article 2593: Field of law applicable to the matrimonial property regime
(1)The law applicable to the matrimonial property regime governs:
a)the conditions of validity of the convention on the choice of applicable law, with the
exception of capacity;
b)admissibility and the conditions of validity of the marriage contract, with the exception of
capacity;
c)the limits of the choice of matrimonial property regime;
d)the possibility of changing the matrimonial property regime and the effects of this change;
e)the content of the estate of each of the spouses, the rights of the spouses over the property,
as well as the regime of the spouses' debts;
f)the termination and liquidation of the matrimonial property regime, as well as the rules on
the division of common property.
(2)However, the formation of lots as well as their assignment are subject to the law of the
state where the property is situated on the date of division.
Article 2594: Law applicable to the formal terms of the marriage contract
The formal requirements required for the conclusion of the marriage contract are those laid
down by the law applicable to the matrimonial property regime or those laid down by the law
of the place where it is concluded.
Article 2595: Protection of third parties
(1)Publicity measures and the enforceability of the matrimonial property regime vis-a-vis
third parties are subject to the law applicable to the matrimonial property regime.
(2)However, where at the time of the birth of the legal relationship between a spouse
and a third party they were habitually resident in the territory of the same State, the
law of that State shall apply, except in the following cases:
a)the conditions of publicity or registration laid down by the law applicable to the
matrimonial property regime have been fulfilled;
b)the third party knew, at the time of the birth of the legal relationship, the matrimonial
property regime or recklessly ignored it on his part;
c)the rules of real estate advertising laid down by the law of the State in whose territory the
building is situated have been observed.
Article 2596: Change of habitual residence or nationality
(1)The law of joint habitual residence or the law of joint nationality of the spouses continues
to regulate the effects of marriage if one of them changes, as the case may be, his or her
habitual residence or nationality.
(2)If both spouses change their habitual residence or, as the case may be, their nationality, the
common law of the new habitual residence or new nationality applies to the matrimonial
property regime only for the future, unless the spouses have agreed otherwise, and in no case
may prejudice the rights of third parties.
(3)However, if the spouses have chosen the law applicable to the matrimonial property
regime, it remains the same, even if the spouses change their habitual residence or
nationality.
SUBSECTION 3:Dissolution of marriage
Article 2597: Choice of law applicable to divorce
The spouses may choose by mutual agreement one of the following laws applicable to
divorce:
a)the law of the State in the territory of which the spouses have their common habitual
residence at the time of the agreement choosing the applicable law;
b)the law of the State in which the spouses had their last joint habitual residence, if at least
one of them still resides there at the time of the agreement choosing the applicable law;
c)the law of the state of which one of the spouses is a national;
d)the law of the state in whose territory the spouses have lived for at least 3 years;
e)Romanian law.
Article 2598: Date of the choice of law agreement applicable
(1)The agreement choosing the law applicable to divorce may be concluded or amended at
the latest by the date of referral to the authority competent to grant the divorce.
(2)However, the court may take note of the spouses' agreement at the latest by the first
hearing date at which the parties were duly summoned.
Article 2599: Form of the choice-of-law agreement
The agreement on the choice of the law applicable to divorce must be concluded in writing,
signed and dated by the spouses.
Article 2600: Law applicable to divorce
(1)In the absence of a choice of law by the spouses, the law applicable to divorce is:
a)the law of the state in which the spouses have their common habitual residence at the time
of filing the application for divorce;
b)in the absence of a common habitual residence, the law of the State in the territory of which
the spouses had their last joint habitual residence, if at least one of the spouses still has his or
her habitual residence in the territory of that State at the time when the application for divorce
was lodged;
c)in the absence of the habitual residence of one of the spouses in the territory of the State
where they had their last joint habitual residence, the law of the spouses' common nationality
at the time when the application for divorce was lodged;
d)in the absence of the spouses' common nationality, the law of the spouses' last common
nationality, if at least one of them has retained that nationality at the time when the
application for divorce is lodged;
e)the law Romanian, in all other cases.
(2)If the foreign law, thus determined, does not allow the divorce or admits it under
particularly restrictive conditions, the law of the Romanian shall apply, if one of the spouses
is, at the date of the application for divorce, a Romanian citizen or has his habitual residence
in Romania.
(3)The provisions of paragraph (2) shall also apply if the divorce is governed by the law
chosen by the spouses.
Article 2601: Recognition of divorce by unilateral denunciation
The document drawn up abroad establishing the unilateral will of the man to dissolve the
marriage, without the applicable foreign law recognizing to the woman an equal right, cannot
be recognized in Romania, unless the following conditions are cumulatively met:
a)the document was drawn up in compliance with all the substantive and formal conditions
stipulated by the applicable foreign law;
b)the woman has freely and unequivocally accepted this method of dissolution of the
marriage;
c)there is no other reason to refuse to recognize on the territory of Romania the decision
approving the dissolution of marriage in this way.
Article 2602: Law applicable to the separation of the body
The law that governs divorce also applies accordingly to separation from the body.
SECTION 2:Sonship
SUBSECTION 1:Parentage of the child in marriage
Article 2603: Governing Law
(1)The parentage of the child in marriage is established according to the law which, at the
time when he was born, governs the general effects of the marriage of his parents.
(2)If, before the birth of the child, the marriage of the parents was terminated or was
dissolved, the law which, on the date of termination or dissolution, governed its effects shall
apply.
(3)The law stated also applies to the denial of the paternity of the child born of the marriage,
as well as to the acquisition of the name by the child.
Article 2604: Legitimation of the child
If the parents are entitled to proceed to the legitimation by subsequent marriage of the child
born previously, the conditions required for this purpose are those laid down by the law
applying to the general effects of the marriage.
SUBSECTION 2:Parentage of the child out of wedlock
Article 2605: Governing Law
(1)The parentage of the child out of wedlock is established according to the national law of
the child from the date of birth. If the child has more than one nationality, other than the one
Romanian, the law of citizenship that is most favourable to him or her applies.
(2)The law referred to in paragraph (1) shall apply in particular to the recognition of lineage
and its effects, as well as to the challenge to the recognition of parentage.
Article 2606: Father's liability
The right of the mother to require the father of the child out of wedlock to be held liable for
the expenses during pregnancy and for those occasioned by the birth of the child is subject to
the national law of the mother.
SUBSECTION 3:Adoption
Article 2607: Law applicable to substantive conditions
(1)The substantive conditions required for the conclusion of the adoption shall be determined
by the national law of the adopter and of the one to be adopted. They must also meet the
conditions which are binding on both of them laid down in each of the two national laws
indicated.
(2)The substantive conditions required of the spouses who adopt together are those laid down
by the law which governs the general effects of their marriage. The same law applies if one of
the spouses adopts the other's child.
Article 2608: Law applicable to the effects of adoption
The effects of adoption, as well as the relations between the adopter and the adoptee, are
governed by the national law of the adopter, and if both spouses are adopters, the law
governing the general effects of marriage applies. The same law also governs the dissolution
of adoption.
Article 2609: Law applicable to the form of adoption
The form of adoption shall be subject to the law of the State in whose territory it ends.
Article 2610: Law applicable to the invalidity of adoption
The nullity of the adoption is subject, for the substantive conditions, to the laws applicable to
the substantive conditions, and for the non-observance of the formal conditions, to the law
applicable to the form of adoption.
 SECTION 3:Parental authority. Protection of children
Article 2611: Governing Law
The applicable law shall be determined in accordance with the Convention on Jurisdiction,
Applicable Law, Recognition, Enforcement and Cooperation with regard to Parental
Responsibility and Measures concerning the Protection of Children, adopted in The Hague on
19 October 1996, ratified by Law No. 361/2007, published in the Official Gazette of
Romania, Part I, no. 895 of 28 December 2007.
SECTION 4:Maintenance obligation
Article 2612: Governing Law
The law applicable to the maintenance obligation is determined according to the rules of
European Union law.
CHAPTER III:Goods
SECTION 1:General provisions
Article 2613: Law applicable to property
(1)Possession, ownership and other rights in rem in respect of property, including those of
security interests in rem, shall be governed by the law of the place where they are situated or
are located, unless otherwise provided for in special provisions.
(2)Platforms and other installations for the sustainable exploitation of submarine resources
situated on the continental shelf of a State shall be considered, for the purposes of this
Chapter, as immovable property.
Article 2614: Law applicable to the patrimony of affectation
The law applicable to a property estate assigned to a special purpose, whether professional or
otherwise, is the law of the State with which that estate has the closest ties.
Article 2615: Law applicable to the claim of movable property
(1)The claim of a stolen or illegally exported good shall be subject, at the choice of the
original owner, either to the law of the State in whose territory the property was situated at
the time of the theft or export or to the law of the State in whose territory the property is
situated at the time of the claim.
(2)However, if the law of the State in whose territory the property was situated at the time of
the theft or export does not contain provisions concerning the protection of the third party
possessing good faith, he may invoke the protection conferred on him by the law of the State
in whose territory the property is situated at the time of the claim.
(3)The provisions of paragraphs (1) and (2) are also applicable to goods stolen or illegally
exported from the national cultural heritage of a state.
Article 2616: Law applicable to movable usucapsion
(1)Usucapsion is governed by the law of the state where the property was at the beginning of
the period of possession, provided for that purpose.
(2)Where the property has been brought to another State, where the duration of the period of
usucapsion expires, the possessor may request that the law of the latter State be applied, if all
the conditions required by that law are met, with effect from the date of movement of the
asset in that State.
 SECTION 2:Tangible movable property
Article 2617: Governing Law
The establishment, transmission or extinguishment of rights in rem in respect of an asset that
has changed its location shall be governed by the law of the place where it was at the time
when the legal fact that generated, altered or extinguished that right occurred.
Article 2618: Law applicable to goods in the course of transport
The goods in the course of transport shall be subject to the law of the State from which it was
dispatched, unless:
a)the parties concerned have chosen, by their agreement, another law, which thus becomes
applicable;
b)the asset is stored in a warehouse or seized pursuant to precautionary measures or as a
result of a forced sale, in which cases the law of the place where it was temporarily re-seized
shall apply during the period of deposit or seizure;
c)the property is one of the personal belongings of a passenger, in this case being subject to
his national law.
Article 2619: Reservation of ownership
The conditions and effects arising from the reservation of ownership in respect of an asset
intended for export shall be governed, unless otherwise agreed by the parties, by the law of
the exporting State.
SECTION 3:Means of transport
Article 2620: Governing Law
(1)The establishment, transmission or extinguishment of rights in rem in respect of a
means of transport shall be subject to:
a)the law of the flag of the vessel or the law of the State of registration of the aircraft;
b)the law applicable to the organic status of the transport undertaking for railway and road
vehicles belonging to its patrimony.
(2)The law referred to in paragraph (1) shall also apply to:
a)goods sustainably on board, forming their technical endowment;
b)claims relating to expenditure incurred in respect of technical assistance, maintenance,
repair or renovation of the means of transport.
Article 2621: Scope of application
The law on the flag of the vessel or the State of registration of the aircraft shall govern in
particular:
a)the powers, powers and obligations of the master of the ship or aircraft;
b)the contract for the employment of the flying personnel, if the parties have not chosen
another law;
c)the liability of the owner of the ship or the air transport undertaking for the acts and acts of
the master and the crew;
d)the rights in rem and guarantees in respect of the ship or aircraft, as well as the forms of
publicity relating to acts constituting, transmitting and extinguishing such rights.
SECTION 4:Securities
Article 2622: Law applicable to securities
(1)The issuance of shares or bonds, registered or bearer, is subject to the law applicable to the
organic status of the issuing legal entity.
(2)The conditions and effects of the transfer of a security from among those referred to
in paragraph 1 shall be subject to:
a)the law applicable to the organic status of the issuing legal person, as regards the
nominative title;
b)the law of the place of payment of the title to the order;
c)the law of the place where the bearer title is located at the time of transmission, in the
relations between the successive holders, as well as between them and third parties.
Article 2623: Law applicable to the representative title of the goods
(1)The law expressly mentioned in a security determines whether it meets the conditions to
be a representative title of the goods it specifies. In the absence of such a specification, the
nature of the certificate shall be determined in accordance with the law of the State in which
the issuing undertaking is established.
(2)If the title represents the goods, the law applicable to it, in its capacity as movable
property, in accordance with paragraph 1, governs the rights in rem relating to the goods
which it specifies.
SECTION 5:Intangible property
Article 2624: Law applicable to works of intellectual creation
(1)The birth, content and extinguishment of copyright in a work of intellectual creation shall
be subject to the law of the State where it was first made available to the public by
publication, representation, display, dissemination or otherwise appropriate.
(2)Undisclosed works of intellectual creation are subject to the author's national law.
Article 2625: Law applicable to the right to industrial property
The birth, content and extinguishment of the industrial property right are subject to the law of
the state where the deposit or registration was made or where the application for deposit or
registration was submitted.
SECTION 6:Forms of advertising
Article 2626: Governing Law
(1)Forms of advertising, carried out in any way, relating to goods shall be subject to the law
applicable at the time and place where they are performed, unless otherwise provided for in
special provisions.
(2)Forms of publicity, as well as those with the constitutive effect of rights relating to an
immovable property are subject to the law of the state where it is located, even if the legal
basis of the birth, transmission, restriction or extinguishment of the real right or guarantee in
rem was constituted by the application of another law.
SECTION 7:Security mortgages
Article 2627: Enforcement of the law of the place where the property is located
The conditions of validity, publicity and effects of the security mortgage shall be subject to
the law of the place where the asset is located on the date of the conclusion of the security
mortgage contract.
Article 2628: Application of the law of the debtor's whereabouts
(1)By way of exception from the provisions of article 2.627, the law of the debtor's place
of residence shall apply, in the case of:
a)tangible movable property which, according to its intended purpose, is used in several
States, unless otherwise provided for in special provisions;
b)an intangible movable asset;
c)a negotiable security which is not in the possession of the creditor. However, in the case of
shares, shares and bonds, the law of the issuer's organic status applies, unless such securities
are traded on an organised market, in which case the law of the State in which that market
operates shall apply.
(2)The debtor shall be deemed to be in the State in which he has his habitual residence or, as
the case may be, his registered office at the time of the conclusion of the security mortgage
contract.
Article 2629: Law applicable to natural resources
The conditions of validity, publicity and the effects of the mortgage on mineral resources, oil
or gas or on a claim resulting from their sale at source, which arises from the date of
extraction of the goods or from the date on which the amounts obtained from the sale are
transferred to the account, are subject to the law of the place where the exploitation is located.
Article 2630: Special situations concerning the law applicable to the publication of the
security mortgage
(1)The mortgage registered according to the law of the place where the property is
located shall retain its priority rank in another State, if the forms of publicity provided
for by the law of that State have also been fulfilled:
a)before the priority rank acquired under the applicable law on the date of the establishment
of the mortgage ceases;
b)no later than 60 days after the date on which the property entered that State or no later than
15 days after the creditor became aware of it.
(2)The provisions of paragraph (1) shall also apply accordingly if the mortgage has been
registered according to the law of the debtor's place of residence. The time limits referred to
in paragraph 1(b) shall be calculated, as the case may be, from the date on which the debtor
establishes his habitual residence or, as the case may be, the registered office in that State or
from the date on which the creditor became aware of it.
(3)However, the security mortgage shall not be enforceable against a third party who has
acquired for consideration a right in respect of the asset without having been aware of the
existence of the security mortgage and before it has become effective under paragraphs 1 and
2.
Article 2631: Lack of advertising abroad
(1)If the foreign law regulating the rank of the security mortgage does not provide for
publicity formalities and the asset is not in the possession of the creditor, the security
mortgage has a lower rank:
a)mortgage on a claim consisting of an amount of money payable in Romania;
b)mortgage on a tangible movable asset, which was constituted when the asset was in
Romania, or on a negotiable title.
(2)However, the security mortgage retains its priority rank, if it is registered, according to
The Romanian law, before the establishment of the mortgage referred to in paragraph (1)
letter a) or b).
Article 2632: Law applicable to transactions treated as security mortgages
(1)The provisions of this section relating to disclosure and its effects shall apply, accordingly,
taking into account the nature of the movable property, and to transactions assimilated,
according to the law, to the security mortgage.
(2)In determining the applicable law, the date of conclusion of the transaction assimilated to
the security mortgage shall be taken into account.
CHAPTER IV:Legacy
Article 2633: Governing Law
The inheritance is subject to the law of the State in whose territory the deceased had, at the
time of death, his habitual residence.
Article 2634: Choice of applicable law
(1)A person may choose, as the law applicable to the inheritance as a whole, the law of the
State of which he is a national.
(2)The existence and validity of the consent expressed in the declaration of choice of the
applicable law are subject to the law chosen to rule the inheritance.
(3)The declaration of choice of law applicable must, as regards the form, satisfy the
conditions of a disposition of property upon death. Likewise, the amendment or revocation by
the testator of such designation of the applicable law must, as regards the form, conditions for
amending or revoking a disposition of property upon death.
Article 2635: Law applicable to the form of a will
The drawing up, modification or revocation of the will shall be deemed valid if the act
complies with the applicable formal requirements, either on the date when it was drawn up,
amended or revoked, or on the date of the testator's death, according to any of the following
laws:
a)the testator's national law;
b)the law of his habitual residence;
c)the law of the place where the document was drawn up, amended or revoked;
d)the law on the situation of the real estate that forms the object of the will;
e)the law of the court or body carrying out the procedure for the transfer of the inherited
property.
Article 2636: The scope of the inheritance law. Vacant succession
(1)The law applicable to inheritance shall determine in particular:
a)the time and place of the opening of the inheritance;
b)persons with a vocation to inherit;
c)the qualities required to inherit;
d)exercising possession over the assets left over from the deceased;
e)the conditions and effects of the option of succession;
f)the extent of the heirs' obligation to bear the liabilities;
g)the substantive conditions of the will, the amendment and revocation of a testamentary
disposition, as well as the special inability to dispose of or receive by will;
h)division of the estate.
(2)If, according to the law applicable to the inheritance, the succession is vacant, the assets
located or, as the case may be, located on the territory of Romania are taken over by the
Romanian state under the provisions of the Romanian law on the assignment of the assets of a
vacant succession.
CHAPTER V:Legal act
Article 2637: Law applicable to substantive conditions
(1)The substantive conditions of the legal act are established by the law chosen by the parties
or, as the case may be, by its author.
(2)The choice of the law applicable to the act must be express or undoubtedly result from its
content or from the circumstances.
(3)The parties may choose the law applicable to all or only a particular part of the legal act.
(4)The agreement on the choice of applicable law may be amended after the conclusion
of the act. The amendment shall have retroactive effect, but may not:
a)to invalidate the validity of its form; or
b)to affect rights acquired in the meantime by third parties.
Article 2638: Applicable law in the absence of a choice
(1)In the absence of choice, the law of the state with which the legal act has the closest links
applies, and if this law cannot be identified, the law of the place where the legal act was
concluded applies.
(2)Such links shall be deemed to exist with the law of the State in which the debtor of the
characteristic benefit or, as the case may be, the author of the act has, at the date of
conclusion of the act, as the case may be, his habitual residence, goodwill or registered office.
Article 2639: Law applicable to formal requirements
(1)The formal requirements of a legal act are determined by the law governing its fund.
(2)The act shall, however, be considered valid in form if it meets the conditions laid
down in one of the following laws:
a)the law of the place where it was drawn up;
b)the law of nationality or the law of habitual residence of the person who consented to it;
c)the law applicable under the private international law of the authority examining the
validity of the legal act.
(3)If the law applicable to the substantive conditions of the legal act imposes, under penalty
of nullity, a certain solemn form, no other law referred to in paragraph 2 may remove this
requirement, regardless of the place where the act was drawn up.
 CHAPTER VI:Obligations
Article 2640: Law applicable to contractual obligations
(1)The law applicable to contractual obligations is determined according to the regulations of
European Union law.
(2)In matters not covered by european Union regulations, the provisions of this Civil Code on
the law applicable to the legal act are applicable, unless otherwise provided for by
international conventions or special provisions.
Article 2641: Law applicable to non-contractual obligations
(1)The law applicable to non-contractual obligations is determined according to the rules of
European Union law.
(2)In matters not covered by european Union regulations, the law governing the substance of
the pre-existing legal relationship between the parties applies, unless otherwise provided for
by international conventions or special provisions.
Article 2642: Liability for harm to the personality
(1)Claims for compensation based on a breach of privacy or personality, including
through the media or any other public means of information, shall be governed, at the
choice of the injured person, by:
a)the law of the state of his habitual residence;
b)the law of the state in which the adverse result occurred;
c)the law of the state in which the perpetrator of the damage has his habitual residence or
registered office.
(2)In the cases referred to in paragraph 1(a) and (b), the condition shall also be required that
the perpetrator of the damage reasonably had to expect the effects of the damage to his
personality to occur in one of those two States.
(3)The right of reply against personal injury is subject to the law of the state in which the
publication appeared or from where the show was broadcast.
Article 2643: Termination of obligations
(1)The delegation and novation shall be subject to the law applicable to the obligation
forming their object.
(2)The set-off shall be subject to the law applicable to the claim against which the
extinguishment, in whole or in part, is opposed by set-off.
Article 2644: Plurality of debtors
The creditor who asserts his rights against more than one debtor must comply with the
applicable law in his relations with each of them.
Article 2645: Right of recourse
(1)A debtor's right to institute recourse against a co-debtor only exists if the laws applicable
to both debts allow it.
(2)The conditions for exercising the setback are determined by the law applicable to the debt
that the co-debtor has towards the pursuing creditor.
(3)Relations between the creditor who has been disinterested and the paying debtor are
subject to the law applicable to the latter's debt.
(4)The right of a public institution to exercise the setback is established by the law applicable
to its organic status. Admissibility and the exercise of the setback shall be governed by the
provisions of paragraphs 2 and 3.
Article 2646: Currency of payment
(1)The currency of payment is defined by the law of the state that issued it.
(2)The effects that currency exerts on the extent of a liability are determined by the law
applicable to the liability.
(3)The law of the state in which the payment is to be made determines in what currency it is
to be made, unless, in the relations of private international law arising from the contract, the
parties have agreed on another currency of payment.
CHAPTER VII:Cambia, the promissory note and the check
SECTION 1:General provisions
Article 2647: Law applicable to capacity
A person who, under his national law, is deprived of the ability to engage by bill of exchange,
promissory note or cheque shall nevertheless be validly bound by such a title if the signature
was given in a State whose law considers the underwriter to be capable of.
Article 2648: Law applicable to formal requirements
(1)The commitment made in matters of bill of exchange, promissory note or cheque is subject
to the formal conditions of the law of the state where the commitment was subscribed. In
respect of cheques, it is sufficient to satisfy the formal requirements laid down in the law of
the place of payment.
(2)If the commitment is invalid, in accordance with the law referred to in paragraph 1, but
complies with the law of the State where a subsequent commitment is made, the formal
irregularity of the first commitment shall not invalidate the validity of the subsequent
commitment.
Article 2649: Law applicable to the recourse action
The time limits set for the exercise of the recourse action are determined, in relation to any
signatory, by the law of the place where the title arose.
Article 2650: Law applicable to protest
The form and terms of protest, as well as the formal conditions of some acts necessary for the
exercise or preservation of the rights in the matter of bill of exchange, promissory note or
cheque are established by the law of the state where the protest or another necessary act must
be drawn up.
SECTION 2:Cambia and the promissory note
Article 2651: Law applicable to the effects of obligations
(1)The effects of the obligations of the acceptor of a bill of exchange and the signatory of a
promissory note shall be subject to the law of the place where these securities are payable.
(2)The effects produced by the signatures of the others bound by the bill of exchange or by
the promissory note are determined by the law of the state in whose territory the signatures
were given.
Article 2652: Law applicable to the acquisition of the claim
The law of the place where the title was constituted determines whether the holder of the bill
of exchange acquires the claim that gave way to the issue of the title.
Article 2653: Law applicable to acceptance
The law of the state where the bill of exchange is payable determines whether acceptance
may be restricted to a part of the amount, as well as whether or not the holder of the security
is obliged to receive a partial payment.
Article 2654: Applicable law in case of loss or theft
The law of the state where the bill of exchange or promissory note is payable determines the
measures that can be taken in case of loss or theft of the title.
SECTION 3:Check
Article 2655: Governing Law
The law of the state where the cheque is payable determines the persons on whom such a title
may be drawn.
Article 2656: Invalidity of the cheque
If, according to the applicable law, the cheque is void because it was pulled on an unjust
person, the obligations arising from signatures placed on the certificate in other states, whose
laws do not include such a restriction, shall be valid.
Article 2657: Law applicable to the effects of obligations
The law of the State in whose territory the obligations arising from the cheque have been
subscribed shall determine the effects of those obligations.
Article 2658: Scope of application
The law of the State where the cheque is payable shall determine in particular:
a)whether the title is to be drawn in plain sight or can be drawn at a certain time limit from
sight, as well as the effects of post-data;
b)the time limit for submission;
c)whether the cheque can be accepted, certified, confirmed or endorsed and what the effects
of these particulars are;
d)whether the holder can also apply for a partial payment;
e)whether the cheque can be crossed out or contain the term "payable on account" or an
equivalent expression and what are the effects of such cross-entry, equivalent clauses or
expressions;
f)whether the holder has special rights in the provision and what is their nature;
g)whether the shooter is able to revoke the cheque or oppose its payment;
h)the measures which may be taken in the event of loss of or theft of the cheque;
i)whether a protest or equivalent finding is necessary to preserve the right of recourse against
the guarantors, the shooter and the other obliged.
CHAPTER VIII:The Trust
Article 2659: Choice of applicable law
(1)The trust is subject to the law chosen by the settlor.
(2)The provisions of Article 2637 shall apply.
Article 2660: Objective determination of the applicable law
In the absence of a choice of the applicable law, as well as where the chosen law does not
know the institution of the trust, the law of the state with which the trust has the closest ties
applies. To this end, particular account shall be taken of:
a)the place of administration of the fiduciary estate, designated by the settlor;
b)the location of the trust assets;
c)the place where the fiduciary has his or her habitual residence or, as the case may be, the
registered office;
d)the purpose of the trust and the place where it is to be carried out.
Article 2661: Scope of application
The law determined according to articles 2.659 and 2.660 is applicable to the conditions of
validity, interpretation and effects of the trust, as well as its administration.
This law shall determine in particular:
a)the appointment, renunciation and replacement of the fiduciary, the special conditions that a
person must meet in order to be appointed as a fiduciary, as well as the transmission of the
fiduciary's powers;
b)rights and obligations between trustees;
c)the fiduciary's right to delegate in whole or in part the performance of his/her obligations or
the exercise of his/her powers;
d)the fiduciary's powers to manage and dispose of the assets of the fiduciary estate, to set up
guarantees and to acquire other assets;
e)the fiduciary's powers to make investments and investments;
f)the restrictions regarding the duration of the trust, as well as those regarding the fiduciary's
powers to set up reserves from the incomes resulting from the administration of the assets;
g)the relations between the fiduciary and the beneficiary, including the personal liability of
the fiduciary towards the beneficiary;
h)the modification or termination of the trust;
i)the distribution of the assets that make up the fiduciary estate;
j)the fiduciary's obligation to account for the way the fiduciary estate was administered.
Article 2662: Special situations
One element of trust, which may be isolated, and in particular its administration, may be
subject to a separate law.
CHAPTER IX:Extinctive prescription
Article 2663: Governing Law
The extinctive prescription of the right of action is subject to the law that applies to the
subjective right itself.
CHAPTER X:Final provisions
Article 2664: Date of entry into force
(1)This Code shall enter into force on the date to be laid down in the law for its
implementation.*)
*) Pursuant to Article 220 (1) of Law no. 71/2011 for the implementation of Law no.
287/2009 on the Civil Code, published in the Official Gazette of Romania, Part I, no. 409 of
10 June 2011, the Civil Code enters into force on 1 October 2011.
(2)Within 12 months from the date of publication of this Code, the Government shall submit
to the Parliament for adoption the draft law for the implementation of the Civil Code.
-****-

NOTE:

We reproduce below the provisions of Articles 211-214, 216-218 and 220-230 of chapter I. X
"Final provisions" of Law no. 71/2011, which are not all incorporated in the republished form
of Law no. 287/2009 and which continues to apply as own provisions of Law no. 71/2011:

'- Article 211

For the purposes of the Civil Code, as well as of the civil legislation in force, the expressions
mental alienation or mental debility mean a mental illness or a mental disability that
determines the mental incompetence of the person to act critically and predictively regarding
the social-legal consequences that may arise from the exercise of civil rights and obligations.

- Article 212

(1) With the exception of Article 535 of the Civil Code, in the Civil Code the term
"intangible" is replaced by the term "intangible".

(2) In Article 44, Article 144(3), Article 146(4), Article 172, Article 211(2), Article 316(2),
Article 386(1), Article 689(3), Article 990(1) and Article 991 of the Civil Code, the words
"adversely affected by relative nullity" shall be replaced by the term "voidable".

(3) In Articles 215(1), 299, 300, 347(1), 1064(2), 1248(4), 1251 and 1252 of the Civil Code,
the expression "hit/hit by relative nullity" shall be replaced by the term "voidable/voidable",
as the case may be.

(4) In the Civil Code, as well as in the other normative acts in force, the phrases "legal
entities without/with patrimonial purpose", "without patrimonial purpose" and "with
patrimonial purpose" are replaced by the words "legal entities without/with profit purpose",
"non-profit-making" and", respectively, "with profit purpose".

(5) In the Civil Code, the term "Community"/"Community" is replaced by the term
"European Union".

(6) In the Civil Code, the term "bank" and the expressions "banking institution" and "banking
company" are replaced by the expression "credit institution".
(7) In Article 1186(2), Article 1191(1), Article 1196(2), Article 1200(2), Article 1240(2),
Article 1266(2), Article 1494(1), Article 1495(1) and Article 2014(2) of the Civil Code, the
expression "practices established between the parties" shall be replaced by the expression
"practices established between the parties".

(8) Throughout the Government Emergency Ordinance no. 86/2006 on the organization of
the activity of practitioners in insolvency, approved with amendments and completions by
Law no. In Regulation (EC) No 254/2007, as amended and supplemented, the expression
"professional civil society" is replaced by the expression "professional society".

- Article 213

On the date of entry into force of the Civil Code, the terms and expressions of the civil and
commercial legislation in force shall be replaced by the corresponding terms and expressions
of the Civil Code.

- Article 214

(1) Within 60 days from the date of publication of this law in the Official Gazette of
Romania, Part I, the Government shall carry out the constitutional procedures necessary for
the adoption of the following draft normative acts:

a) the project on medically assisted human reproduction with third-party donor;

b) the draft on the modification and completion of Law no. 119/1996 on civil status acts,
republished, with subsequent amendments;

c) the draft on the modification and completion of Law no. 571/2003 regarding the Fiscal
Code, with subsequent amendments, in order to regulate the tax treatment of the trust;

d) the draft on the organization and functioning of the Electronic Archive for Security
Interests in Movable Property;

e) the drafts of any other normative acts whose adoption is necessary for the entry into force
or the application of the Civil Code.

(2) Within 30 days from the entry into force of the normative acts provided for in paragraph
(1) letter c) and d), the Government shall adopt, by decision, norms regarding the registration
of the trust contract and its amendments to the competent bodies provided for in Article 780
par. (1) and (2) of the Civil Code, as well as norms regarding the trust advice and its
registration with the Electronic Archive for Security Interests in Movable Property.

(3) Within the time limit stipulated in paragraph (1), the methodological norms on the
organization and functioning of the National Notary Register of matrimonial property
regimes, as well as the procedure for its registration and consultation, shall be approved by
order of the Minister of Justice.
- Article 216

Within 4 months from the date of publication of this Law in the Official Gazette of Romania,
Part I, the National Bank of Romania and the National Securities Commission shall issue
common rules on investments presumed to be safe, according to Article 831 of the Civil
Code.

- Article 217

In order to apply the provisions of Article 2323-2479 of the Civil Code, within 4 months
from the date of publication of this Law in the Official Gazette of Romania, Part I, the
National Securities Commission shall amend the provisions of Title VI Chapter VI. 3 Section
3 of the S.C. Code Central Depository S.A., approved by Decision no. 1.407 of June 20,
2006, with subsequent amendments, in the sense of allowing the transfer of mortgaged
financial instruments and the establishment of mortgages of subsequent rank without the
consent of the founder of the preferred rank mortgage. The decision of the National Securities
Commission, having as annex the S.C. Code. The Central Depository S.A., shall be published
in the Official Gazette of Romania, Part I.

- Article 218

Within 4 months from the date of publication of this Law in the Official Gazette of Romania,
Part I, the laws, including Law no. 287/2009 regarding the Civil Code, as well as the
emergency ordinances of the Government and the Government ordinances amended and/or
supplemented by this law will be republished in the Official Gazette of Romania, Part I,
giving the texts a new numbering.

- Article 220

(1) Law nr. 287/2009 on the Civil Code, published in the Official Gazette of Romania, Part I,
no. 511 of 24 July 2009, enters into force on 1 October 2011.

(2) The normative acts provided for in Articles 214 and 216-218 shall enter into force on the
date of entry into force of the Civil Code.

- Article 221

This Law shall enter into force on the date provided for in Article 220 paragraph (1), except
for Articles 214, 216-218, 224, Article 225 (1) and (2), Articles 226 and 228, which shall
enter into force 3 days after the date of publication of this Law in the Official Gazette of
Romania, Part I.

- Article 222

Until the entry into force of Law no. 134/2010 on the Code of Civil Procedure, the reference
from the Civil Code to the final judgment will be understood as being made to the irrevocable
judgment.
- Article 223

Unless otherwise provided by this Law, the lawsuits and claims in civil or commercial
matters pending at the date of entry into force of the Civil Code shall be settled by the legally
vested courts, in accordance with the legal, material and procedural provisions in force on the
date when they were started.

- Article 224

(1) Until the entry into force of the Civil Code, the Civil and Intellectual Property Section and
the Commercial Section of the High Court of Cassation and Justice are reorganized as The
Civil Section I and the Second Civil Section.

(2) The provisions of Article 19 (3) of Law. 304/2004 on the judicial organization,
republished, with subsequent amendments, are applicable accordingly.

- Article 225

(1) The commercial sections existing at the date of entry into force of the Civil Code within
the courts and courts of appeal will be reorganized as civil sections or, as the case may be,
will be unified with the existing civil sections, by decision of the Superior Council of
Magistracy, at the proposal of the management board of the court.

(2) The decision of the Superior Council of Magistracy provided for in paragraph (1) shall
take effect from the date of entry into force of the Civil Code.

(3) Civil and commercial cases pending at the date of entry into force of the Civil Code will
continue to be settled by the same panels of judges, respecting the principle of continuity. In
the event of referral back to the court, the case will be assigned in accordance with the rules
of judicial organisation in force on the date of registration of the case with the referring court.

- Article 226

(1) By decision of the Superior Council of Magistracy, at the proposal of the management
board of the court, in relation to the number of cases, specialized panels may be set up within
the civil sections for the settlement of certain categories of disputes, taking into account their
object or nature, such as:

a) applications for insolvency, preventive arrangement and ad-hoc mandate;

b) applications in the field of companies and other companies, with or without legal
personality, as well as in the field of the trade register;

c) applications concerning the restriction, prevention or distortion of competition;

d) claims for securities and other financial instruments.

(2) In setting up specialised panels in accordance with paragraph 1, the following criteria
shall be taken into account:

a) ensuring a balanced volume of activity between the judges of the section;

b) the specialization of judges and the need to capitalize on their professional experience;

c)compliance with the principle of random distribution.

(3) The decision of the Superior Council of Magistracy provided for in paragraph (1) shall
take effect from the date of entry into force of the Civil Code.

- Article 227

If the special law provides that certain cases fall within the competence of the commercial
courts or, as the case may be, the commercial sections of the courts or courts of appeal, after
the entry into force of the Civil Code, the jurisdiction to judge lies with the specialized courts
or, as the case may be, with the civil sections of the courts, reorganized according to Article
228, respectively the civil sections reorganized according to Article 225.

- Article 228

(1) Until the date of entry into force of the Civil Code, the Commercial Courts of Arges, Cluj
and Mures shall be reorganized as specialized courts or, as the case may be, as civil sections
within the Arges, Cluj and Mureş courts, under the conditions of Article 226.

(2) When determining the cases within the competence of the specialized courts or, as the
case may be, of the civil sections reorganized according to paragraph (1), the number and
nature of the cases, the specialization of the judges, the need to capitalize on their
professional experience, as well as the volume of activity of the court shall be taken into
account.

- Article 229

(1) The organization, functioning and duties of the guardianship and family court are
established by the law on judicial organization.

(2) Until the regulation by law of the organization and functioning of the guardianship court:

a) its duties, provided for by the Civil Code, are performed by the courts, sections or, as the
case may be, specialized panels for minors and families;

b) the psychosocial investigation report provided for by the Civil Code is carried out by the
guardianship authority, except for the investigation provided for in Article 508 paragraph (2),
which is carried out by the General Directorate of Social Assistance and Child Protection;
c) the authorities and institutions with attributions in the field of protection of children's
rights, respectively of the natural person, continue to exercise the powers provided by the
regulations in force at the date of entry into force of the Civil Code, except for those given in
the jurisdiction of the guardianship court.

(3) Until the entry into force of the rule referred to in paragraph 1, in order to carry out the
duties relating to the exercise of guardianship with regard to the minor's assets or, as the case
may be, with regard to the supervision of the way in which the guardian administers the
minor's assets, the guardianship court may delegate, by way of conclusion, the performance
of some of them to the guardianship authority.

(4) Applications pending at the date of entry into force of the Civil Code remain to be settled
by the courts or, as the case may be, by the competent administrative authorities according to
the law in force on the date of their notification.

- Article 230

On the date of entry into force of the Civil Code, the following are repealed:

a)The Civil Code (or the Civil Code of 1864), published in the Official Gazette no. 271 of 4
December 1864, no. 7 (supl.) of 12 January 1865, no. 8 (supl.) of 13 January 1865, no. 8
(supl.) of 14 January 1865, no. 11 (supl.) of 16 January 1865, no. 13 (supl.) of 19 January
1865, with subsequent amendments, except for the provisions of Article 1169-1206, which
shall be repealed on the date of entry into force of Law no. 134/2010 on the Code of Civil
Procedure;

b) Law no. 313/1879 for the annulment of the criminal clause in any contracts and for the
addition of a paragraph to article 1089 of the Civil Code, published in the Official Gazette no.
40 of 20 February 1879;

c) The Trade Codices of 1887, published in the Official Gazette of Romania, Part I, no. 31 of
10 May 1887, except for the provisions of Articles 46-55, 57, 58 and 907-935, still applicable
in relations between professionals, which are repealed on the date of entry into force of Law
No 31 of 10 May 1887, 188 and 907-935. 134/2010, as well as book II "On maritime trade
and navigation", which is repealed on the date of entry into force of the Maritime Code;

d) Decree No. 2.142/1930 for the promulgation of the Law on the operation of central
foundation books for railways and canals no. 148/1930, published in the Official Gazette no.
127 of 12 June 1930;

e) Law nr. 178/1934 on the regulation of the consignment contract, published in the Official
Gazette no. 173 of 30 July 1934;

f) Articles 17 and 19-28 of Law no. 153/1937 on general shops and the preservation of goods
and cereals (Docks and silos), published in the Official Gazette, Part I, no. 81 of 7 April
1937;
g) Decree-Law no. 115/1938 for the unification of the provisions regarding the land books,
published in the Official Gazette, Part I, no. 95 of 27 April 1938, as amended;

h) The Civil Code Carol II, republished in the Official Gazette no. 206 of 6 September 1940,
as amended;

i) Carol II Commercial Code, republished in the Official Gazette no. 194 of 23 August 1940,
as amended and supplemented;

j) Law nr. 319/1944 for the right of inheritance of the surviving spouse, published in the
Official Gazette no. 133 of 10 June 1944;

k) Law nr. 163/1946 for the provisional replacement with land registers of the destroyed,
stolen or lost land registers, published in the Official Gazette no. 62 of 14 March 1946, as
amended;

l) Law nr. 242/1947 for the transformation of the provisional land books of the Old Kingdom
into land advertising books, published in the Official Gazette no. No 157 of 12 July 1947, as
amended;

m) Law nr. 4/1953 on the Family Code, republished in the Official Gazette no. 13 of 18 April
1956, as amended and supplemented;

n) Decree No. 31/1954 regarding individuals and legal entities, published in the Official
Bulletin no. 8 of 30 January 1954, as amended and supplemented;

o) Decree No. 32/1954 for the implementation of the Family Code and the Decree on natural
and legal persons, published in the Official Bulletin no. 9 of 31 January 1954, with the
exception of Articles 30 to 43, which shall be repealed on the date of entry into force of Law
No 9 of 31 January 1954. 134/2010;

p) Decree No. 167/1958 regarding the extinctive prescription, republished in the Official
Gazette no. 11 of 15 July 1960;

q) Articles 1-33 and 36-147 of Law no. 105/1992 on the regulation of relations of private
international law, published in the Official Gazette of Romania, Part I, no. 245 of 1 October
1992, with subsequent additions;

r) Lease Law no. 16/1994, published in the Official Gazette of Romania, Part I, no. 91 of 7
April 1994, as amended and supplemented;

s) Article 21-33 of the Law on housing no. 114/1996, republished in the Official Gazette of
Romania, Part I, no. 393 of 31 December 1997;

ş) Articles 7, 14 and 15 of Law no. 119/1996 on civil status acts, republished in the Official
Gazette of Romania, Part I, no. 743 of 2 November 2009, as amended;
t) Article 32 of the Land Fund Law no. 18/1991, republished in the Official Gazette of
Romania, Part I, no. 1 of 5 January 1998, as amended and supplemented;

t) Article 9 paragraph 8 of Law no. 112/1995 for the regulation of the legal situation of some
buildings with the destination of dwellings, placed in the state property, published in the
Official Gazette of Romania, Part I, no. No 279 of 29 November 1995, as amended;

u) Title VI "Legal regime of security interests in movable property" of Law no. 99/1999 on
certain measures to accelerate the economic reform, published in the Official Gazette of
Romania, Part I, no. 236 of 27 May 1999, as amended;

v) Articles 12, 14-25, 32 paragraph (2), 43 and 44 of Government Emergency Ordinance no.
40/1999 on the protection of tenants and the establishment of rent for spaces intended for
housing, published in the Official Gazette of Romania, Part I, no. 148 of April 8, 1999,
approved with amendments and additions by Law nr. 241/2001, as amended; from the same
date, the provisions of Articles 12 and 14 to 25 shall no longer apply to leases of the dwelling
in the course of execution;

w) Law no. 509/2002 on permanent commercial agents, published in the Official Gazette of
Romania, Part I, no. 581 of 6 August 2002;

x) Article 40 paragraph (1), Articles 41 and 42 of Law no. 272/2004 on the protection and
promotion of children's rights, published in the Official Gazette of Romania, Part I, no. 557
of 23 June 2004, as amended;

y) Articles 1, 5 to 13, 16, Article 18(2), sentence I, Article 56(1)-( (4), Articles 57, 59-63 and
65 of Law No 18(2); 273/2004 on the legal regime of adoption, republished in the Official
Gazette of Romania, Part I, no. 788 of 19 November 2009;

z) Article 90(2) of the Gas Law no. 351/2004, published in the Official Gazette of Romania,
Part I, no. 679 of 28 July 2004, with subsequent amendments;

aa) Title X "Legal circulation of land" of Law no. 247/2005 on the reform in the fields of
property and justice, as well as some adjacent measures, published in the Official Gazette of
Romania, Part I, no. 653 of 22 July 2005, as amended and supplemented;

(bb) any other provisions to the contrary, even if they are contained in special laws.'

________

*) Republished pursuant to Article 218 of Law no. 71/2011 for the implementation of Law
no. 287/2009 on the Civil Code, published in the Official Gazette of Romania, Part I, no. 409
of 10 June 2011.

Law nr. 287/2009 was published in the Official Gazette of Romania, Part I, no. 511 of 24
July 2009, was amended by Law no. 71/2011 and corrected in the Official Gazette of
Romania, Part I, no. 427 of 17 June 2011 and in the Official Gazette of Romania, Part I, no.
489 of 8 July 2011.

Published in the Official Gazette with the number 505 of 15 July 2011

*) in all the normative acts in force, the phrase "civil status service/services" shall be replaced
by the phrase "local community public service for the registration of persons/local
community public services for the registration of persons