JOINT-STOCK COMPANY RESPONSIBILITY FOR VIOLATION OF SHAREHOLDERS CORPORATIVE RIGHTS

Abstract

Problem setting. Shareholder costs, which are connected with investment into a Joint-Stock Company, must be compensated by company responsibilities as to a shareholder. Recognizing corporate relationship mutual which corresponds to the rule “right corresponds to a duty”, shareholders through the mechanism of Joint-Stock Company property forming obtain corporate rights which correspond to the corporative duties of the Company. Corporative rights realization is provided by guarantees, which give a possibility of their unobstructed realization and protection. One of the most important forms of such rights realization legal guarantee is corporative responsibility. In the case of shareholders rights and interests protected by law violation Joint-Stock Company as a member of stock legal relations must be responsible for the failure or improper performance of their duties.

Analysis of recent researches and publications.  Problems of Joint-Stock Company were researched by E.P. Gubin, D.V. Lomakin, Y.S. Povarova, I.B. Sarakun and others.

Target of research. The aim of the article is to find out peculiarities of Joint-Stock Company responsibility implementation in the case of shareholders corporative rights violation.

Article’s main body. In the case of shareholder’s right to participate in regular meeting violation shareholders get right to extraordinary meeting which must be provided by Joint-Stock Company responsibility in the form of its duty to hold extraordinary general meeting at the request of these parties. As the shareholders who own privileged shares have a right to receive dividends even in the absence or insufficiency of net profit, they also have a right to demand the Joint-Stock Company to perform assigned corporative duty. In the case of violation of the shareholders preferred right on additional emission and in failing to provide a corresponding right on extraordinary general meeting, they have to get a right to sell their own shares.

Conclusions and prospects for the development. Joint-Stock Company is an independent member of joint relations and it must be responsible for the actions (or inaction) which violate rule of law or terms of responsibility including shareholders corporative rights violation.