Case C-197/24, Šiľarský: Judgment of the Court (Fourth Chamber) of 13 November 2025 (request for a preliminary ruling from the Mestský súd Bratislava IV – Slovakia) – AK v RU (Reference for a preliminary ruling – Directive 2011/7/EU – Combating late payment in commercial transactions – Scope – Article 2(1) and (3) – Concept of undertaking – Concept of commercial transaction – Contract for the provision of legal services with a view to setting up a commercial company – Directive 93/13/EEC – Article 2(b) – Concept of consumer – Natural person who engaged the services of a lawyer with a view to setting up a commercial company)
Date: 2025-11-13
Institutions: Court of Justice
Subjects: consumer, contract, deadline for payment, incorporation, lawyer, legal aid, natural person, provision of services








C_202600145EN.000101.fmx.xml












Official Journal of the European Union


EN
C series













C/2026/145


12.1.2026






Judgment of the Court (Fourth Chamber) of 13 November 2025 (request for a preliminary ruling from the Mestský súd Bratislava IV – Slovakia) – AK v RU


(Case C-197/24,
                (1)
Šiľarský
                (2)
)

(Reference for a preliminary ruling - Directive 2011/7/EU - Combating late payment in commercial transactions - Scope - Article 2(1) and (3) - Concept of ‘undertaking’ - Concept of ‘commercial transaction’ - Contract for the provision of legal services with a view to setting up a commercial company - Directive 93/13/EEC - Article 2(b) - Concept of ‘consumer’ - Natural person who engaged the services of a lawyer with a view to setting up a commercial company)
(C/2026/145)
Language of the case: Slovak

Referring court

Mestský súd Bratislava IV

Parties to the main proceedings


Applicant: AK

Defendant: RU

Operative part of the judgment







1.


Article 1(2) of Directive 2011/7/EU of the European Parliament and of the Council of 16 February 2011 on combating late payment in commercial transactions, read in conjunction with Article 2(1) and (3) of that directive,
must be interpreted as meaning that the fact that a natural person has engaged the services of a lawyer with a view to the formation of a commercial company, of which he or she was to become a co-founder, member and managing director, is not, in itself, sufficient to classify that person as an ‘undertaking’ and, accordingly, the transaction concluded with that lawyer as ‘commercial’, within the meaning of those provisions.










2.


Article 2(b) of Council Directive 93/13/EEC of 5 April 1993 on unfair terms in consumer contracts,
must be interpreted as meaning that a natural person who has concluded a contract for the provision of legal services with a view to the formation of a commercial company of which he or she was to become a co-founder, member and managing director, comes within the concept of ‘consumer’, within the meaning of that provision, provided that, at the time the contract was concluded, that person was not engaged in an independent economic or professional activity of which that contract could have formed part.






(1)  OJ C, C/2024/3740.

(2)  The name of the present case is a fictitious name. It does not correspond to the real name of any of the parties to the proceedings.


ELI: http://data.europa.eu/eli/C/2026/145/oj
ISSN 1977-091X (electronic edition)