Publication details

Vybrané otázky rozhodování per rollam

Title in English Selected issues of per rollam decision-making
Authors

ANTOŠ Michal

Year of publication 2018
Type Article in Proceedings
Conference COFOLA 2018: Část III. Valná hromada akciové společnosti
Citation
Web https://www.law.muni.cz/dokumenty/45271
Keywords Per Rollam Decision-making; Validity of a Decision; Minority Shareholder Rights; Relevant Day; Shareholder´s opinion
Description The subject of this paper is the reflection on some issues related to per rollam decision-making, that is decision-making outside the general meeting, focusing on a joint-stock company, to which legal science has not yet offered satisfactory answers. Attention will be given primarily to the time context of per rollam decision-making, namely the issue of a relevant day for the exercise of the voting right and a deadline for the receipt of a shareholder´s opinion to the proposal of a decision. Both facts are of crucial importance for assessing the validity of decisions adopted per rollam. The issue of shareholders' rights, which may be limited in per rollam decision-making is equally problematic. In this context, the right to explanation and the right to make proposals and counterproposals is mentioned. The aim of this paper is to find interpretative solutions to these problems in particular by assessing the applicability of the rules for adopting the general meeting's decision on per rollam decision-making.
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